Board of Trustees Meeting Minutes: November 16, 2019





Board of Trustees Meeting

Mad River Glen Cooperative

Saturday, November 16, 2019, 8:00 a.m.





Attendees: John Tobin, Ron Shems, Meg Schultz, Carol Pierce, Brad Noble, Matthew Milan, Leigh Michl, Barclay Rappeport, Matt Lillard, Andy Weis (phone), Shareholder Joe Perella


Call to order, shareholder comments


Joe Perella: appreciative of Matt L. et al. for developing an uphill policy.  Concerned about no dogs at all when Mountain is closed.  Understands why no dogs when Mountain open or when Mountain ops working on the Mountain.  Joe suggested appropriate and inappropriate routes.  Joe supports restricting uphill to passholders.



Approve minutes for September 21 meeting


Carol moved approval and Matthew M. seconded.  All approved, Meg abstained because she was not at the last meeting.


Management report (Matt)


Final lift inspections on Monday, which are required in order to open. Snowmaking started on the 8th and has been very productive. Staffing has been successful thus far. Policy change for this year, no smoking inside enclosed buildings. Retail store has been busy. Black Friday of Thanksgiving weekend will feature 20% off shareholder sale. Preseason bookings for ski school have been strong. Holiday week lesson bookings are up. Race calendar is filling up. Rental/repair is up and waiting for a pre-owned grinder to come in. Patrol, ski school & race have all had their pre-season meetings and refreshers.

Skinning policy is being rolled out. The goals are to test and look at possibilities of allowing skinning during operational hours. The proposed uphill route is to top of the Double via Bunny>Easy Way> Fox. Discussion ensued regarding the pinch points on the mountain, safety, and traffic concerns. Meg and Leigh had concerns that uphill skinning may adversely impact the confidence, safety, and experience of inexperienced skiers in lessons, young children, and less confident skiers.  Daily routes would be posted. Concerns over dogs on the mountain were raised as well. The skinning policy would prohibit dogs. This is an operational policy and thus not a board decision. Jon Cohen & Matt may have to develop alternative routes, depending on the variable situations on the mountain. Closure of skinning would be situational. The uphill policy could be revoked if it is unsuccessful. This would be a pilot program to see how it would work.



Finance committee report (Matthew M.)


The Co-op is in the strongest position in almost a decade at this point in the season. The fiscal year ended on 9/30 and an audit is in process. Adjusted cash balance is ahead of projections. Season pass sales have been very strong. Our cash position is doubled from this time last year.

September and October. Basebox business was slow in September. However, BB income for the summer was up over $20k. Retail was successful even with reduced days. Expenses were well managed. SMF granted $226k for design of the building projects. $22k was returned to SMF as a result of savings on projects already completed.

Preseason pass sales and new pass products proved to be very successful. Preseason sales did not cannibalize overall pass sales which are up 36% in units and 34%. Our Twixter pass (18-29) grew from 99-almost 300% versus the prior year. Kids program have grown, even though the deadline has not been reached and more signups are expected. Mad Card numbers have remained consistent. Finance committee mission statement has been completed and will be submitted for board approval.


Fundraising committee report (John T): focus has been on donor recognition for on-line listings and a plaque that will go on the Basebox deck railing. Letters have been mailed out. Thank you party on December 14th for donors. Tentative plans for a volunteer thank you party in January.


Facilities committee report (Matt L/Meg S): State fire inspector required a 3rd floor fire escape (presently under construction) and new handrails and 3rd floor deck railings (that are yet to be installed).

The cost of the BB and Patrol/Ski School is currently projected to be $3.2m. Project parts will start going out to bid in order to get firm numbers. Getting the projects down to $3.0 million would require compromises in quality and scope.  Without additional pledges or other financing strategies, the Patrol/Ski School building project may have to be delayed and bidders are being asked to provide quotes as a single project as well as two projects..


Review financing plans for building projects (Matt L): Matt is waiting on the construction manager to give a draft schedule of payments.


Approve capital budget (Matt L): Items include new grinder for rental/repair, new tracks for Piston Bully, and new stairwell exit from the 3rd floor. The rental shop grinder has reached the end of its useful life. A used machine from Grindrite/Wintersteiger is available. The Piston Bully tracks need to be replaced on one machine and are available from Prinoth at a lesser cost than Piston Bully. The stairwell is mandatory. Total expenditure is estimated at $100k. Leigh moved to approve, Carol 2nd. Unanimous acceptance.


Progress report on auditing and putting online all Board policies (Brad, Carol, Leigh): Brad has created a searchable database which has made the process easier. All information is being gathered and then will be audited for accuracy by the board.


Review the minutes approval process (John): Currently, minutes are voted on at the following board meeting, thus delays in their posting. John proposed that we move to approving minutes on-line following the board meetings. This would avoid having to post draft minutes and allow final minutes to be available on a more-timely basis. The minutes at the following meeting would reflect the on-line vote occurring. Matthew M suggested adding a screenshot of the poll to attach to the minutes. Ron pointed out that our by-laws do require Roberts Rules. Under Roberts Rules we can use a consent agenda approval process. Matt M suggested we post our minutes as final based on a consent agenda with the knowledge that we will be creating efficiencies.

                   Procedure would be as follows: Commencing with after this meeting, minutes will be posted to Slack after the meeting. There will be a five business day period to review, followed by a vote on through Slack poll. Minutes will then be posted as is with consent agenda posted for formal approval at the next meeting. The policy will be revised by Ron and voted at our December meeting.



Discuss ways to improve community engagement/Review of Board Committees (Carol):  Based on research by Carol, committees as of March 2000 included Executive, Personnel, Shareholder Relations, Communications, Facilities, and Finance. These committees were formed in the early part of the Co-Op by policy approval by the BOT. Discussion ensued over whether some of the committees had been formally disbanded by the board. Matt L commented that between newsletters, social media and website, we have good communication. Brad commented that there are opportunities for shareholder engagement that exist, for instance, in the ski clubs. His proposal is to identify a member of various groups to push the information to their members more proactively. Carol discussed community recognition methods of the past: shareholder pins, voting stickers, ‘I contributed’. John suggested an audit through past minutes to clear up committee confusion. Brad will present a one-page summary of ideas to improve community engagement at the next meeting.


Review Board committees (Carol) (above)


Review open items & new business: Leigh questioned if we have a privacy policy regarding online communications. Matt L confirmed that we do have one on-line. GDPR (general data protection rule) exist. Leigh will review the one we currently have against GDPR.


10:06 AM Adjourn – Meg motioned to adjourn, Matthew  2nd.

Manager’s Report 11.16.19

Nov 2019 Finance Committee Report