Board of Trustees Meeting Minutes November 10, 2012
MEETING MINUTES HISTORIC ARCHIVE
Type
Year
Draft Version 12/1/12
Mad River Glen Cooperative
Board of Trustees Meeting
Minutes – Saturday, November 10, 2012
After due notice, a meeting of the Board of Trustees of the Mad River Glen Cooperative was convened at 8:00 a.m. on Saturday, November 10, 2012 on the third floor of the Basebox at Mad River Glen Ski Area (“MRG”) in Fayston, Vermont.
Trustee
Attendance
Trustee
Attendance
Elkind (Chair)
Present
Godwin
Phone-in
Stetson (Vice-Chair)
Present
Holtan
Present
Anderson (Secretary)
Present
Jondro
Present
Liu (Treasurer)
Phone-in
Lesure
Present
Bruns
Present
Also present was President Wimble.
8:01 Call to Order
Trustee Elkind (Chair) called the meeting to order at 8:01
8:03 Review & Approve Minutes of the September 8 , 2012 Meeting,
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of September 8, 2012.
Trustee Jondro
Trustee Stetson
9
0
0
8: 05 Management Report
Operations:
Verizon construction has been slow and disappointing. They were supposed to be on line mid-October. I am making them get all equipment of the hill and any dirt disturbed prepped and mulched. We are collecting rent the whole time so they are only hurting themselves but be nice to have the service.
Testing on snowmaking was done this past week and we are ready to go.
Lifts are inspected and ready for the season.
A presentation was given by the design team on the Base Area Master Plan at Green and Gold town hall. Overall the entire plan was well received with concern from some shareholders on “Change”. We are currently assessing numbers so we can appropriately seek funding sources.
Preseason numbers were strong with passes up about 8% over last year. This is better than normal coming off a bad season. However, there has been a buzz all summer long that people in general feel we are in for a great winter.
We have been doing as much proactive work as we can to give customers a heads up that we will be scanning tickets and passes this ski season. We have had mixed feedback. Some are very disturbed that it is not the MRG way some are glad to see us trying to better the business.
Share Sales:
11 shares were sold for the month against a budget of 4. 27 shares were sold for FY 2011-2012 against a budget of 40. There are 7 shares on the tender request list from FY 2011-2012.
8:15
Shareholders Penny Parson and Deri Meier arrived. Chair Elkind welcomed both to the meeting. They had no comments at that time.
8:20 Facilities Committee Report Base Area Master Plan
The MRG Facilities Committee (FacCom) offers the following report:
1.The schematic design of the Base Area Master Plan (BAMP) was presented to the shareholders at the Town Hall meeting on October 6th, Green & Gold Weekend. The same presentation along with an update was posted to the MRG Forum on October 22nd. As of 11/8/12, there have been no comments beyond those heard at the Town Hall.
2.Jamey and the FacCom will work with the design team and cost estimators to prepare cost models that:
a.Identify the minimum costs required to responsibly sustain the facilities and the timing of those costs; and,
b.Identify the costs proposed by the full BAMP and the timing of those costs.
3.Cost models are to be in current dollars, including 30% soft costs, and allow for 0% annual growth. Cost models will be presented to the Finance Committee for review by Nov 20, 2012.
4.Assuming that construction of the first phase would begin in April 2014, the following timeline is suggested:
a.Apr 2013 – Authorization to proceed with Design Development
b.May to Jul 2013 – Design Development
c.Aug to Nov 2013 – Construction Documents
d.Dec 2013 to Mar 2014 – Permits & Bidding
e.Apr 2014 – Begin Construction
5.A/E fees for design development and construction documents are 5.66% of the cost of construction, plus reimbursable expenses. A/E fees for bidding and construction administration is another 2.25%, plus reimbursable expenses.
6.Issues to be considered and resolved prior to completing design:
a.Comparison of expansions and the related capacities
b.Priority of construction considering cost, ROI, need and benefit to shareholders
c.Employee parking displaced by any construction
d.Appropriate escalation rates to be used for energy studies
e.Impact of other mountain facilities on the BAMP
The board spent the next hour and twenty minutes discussing all aspects of this plan. A majority of which was devoted to brainstorming ways to inform shareholders of the Cooperative’s needs that BAMP addresses, and the priorities of those needs. One of the goals also discussed is to get shareholder input on BAMP.
The Board believes a multi-faceted approach will be required. The board discussed having the education program include a special Echo, direct mail, the coop website and forum, a web based survey design review workshops, and manned display tables in the basebox.
9:41 Break
9:50 Fund raising committee
After discussion the decided it was appropriate to create a special fund raising committee for which Trustee Holtan has volunteered to chair.
Motion
Made by
2nd by
Aye
Nay
To establish a fundraising committee based on the Mission Statement
Trustee Holtan
Trustee Jondro
9
0
Fundraising Committee – Mission Statement
The Fundraising Committee will seek to fulfill the long-range capital campaign goals of Mad River Glen identified in the Strategic Plan so that we may preserve and protect the classic Mad River experience now and for future generations.
There was discussion about working with SMF as well as exploring the possibility of hiring a consultant.
10:15 Board Development
Trustee Jondro presented the board a detailed summation of the annual struggle to recruit qualified candidates. She included methods to address that issue and the election calendar for the upcoming year.
The board discussed various ways to attract candidates to get involved during this important time for the Co-op.
The board also discussed the possibility of approving a slate of candidates.
10:40 Finance Committee
Trustee Liu reminded the board of two important upcoming F/C calls related to BAMP on 11/20/12 and 12/6/12. He will work with Jamey on a calendar for next year’s budget.
Trustee Bruns suggested an increase in the dollar amount requiring an officer of the board to sign a check for the Mad River Glen Co-op.
Motion
Made by
2nd by
Aye
Nay
To increase from $10,000 to $15,000 the amount requiring an officer of the board to sign checks.
Trustee
Liu
Trustee Jondro
9
0
Volunteerism
Trustee Lesure reported there should be many opportunities to help with the upcoming project.
10:55 Adjourn to executive session
11:40
Board adjourned from executive session, no actions were taken.
11:41
Motion
Made by
2nd by
Aye
Nay
To adjourn
Trustee Bruns
Trustee
Elkind
9
0
Action Item
Responsible Party
When
STATUS
Recruit new candidates for the board
All
By mid January
New
Develop communications and fundraising timelines regarding BAMP.
Trustees Jondro and Holtan, Eric Friedman
Ongoing.
By November 17, Develop a timeline for educating shareholders on the needs and priorities behind BAMP during the 2012/2013 season
Trustees Jondro and Bruns
Nov 17
New
Use the timeline developed above to recommend a staffing model for designing, creating the collateral for, and managing the execution of a program to educate shareholders on the reasons for BAMP, the BAMP program, BAMP design, and BAMP timeline
President Wimble
Nov 23
New
Distribute list of shareholders to each board member
Jamey Wimble
Tbd
New
Work with President Wimble to develop a calendar for creating the FY2014 budget
