Board of Trustees Meeting Minutes: November 21, 2020

Board of Trustees Meeting Agenda

Mad River Glen Cooperative

Date: Saturday, November 21, 2020 5:00 PM EST

Location: Online via Zoom

Attendees: Matthew Milan, Barclay Rappeport, Ron Shems (depart 7:07pm), Meg Schultz (depart 7:05pm), Leigh Michl (depart 6:35pm), Andy Weis (depart 7:05pm), Andrew Carey, Brad Noble, Carol Pierce, Matt Lillard

Shareholders: Meg Hourihan, Eli Godwin, John Skelly, Rich Schiffman. Jeannie Nagle. Jeff Whittingham

1. Shareholder Comments

5:04 PM        Call to order Matthew Milan, shareholder comments: Eli Godwin had a question regarding the COVID plan. Regarding employees staying home if they are sick, will those be paid sick days? Matt L is working on a plan for this situation as it depends on  whether tests will be required for a paid leave, the length of time it takes to obtain a test, and how long it takes to obtain the results. It is an active topic of discussion with the management team.

1. Consent Agenda Items

Approve minutes for October 2020 Board Meeting (Matthew Milan): Minutes are approved by consent agenda. A reminder that minutes should be posted publicly no more than 10 days after the board meeting with draft minutes distributed to the board for review within 5 days of the meeting.

III.                Reports and Discussion

Management Report (Matt Lillard): Due to the rapidly changing environment there is no written/posed management report to attach. Fall has been a challenging season thus far. MRG and all other ski areas in Vermont, received guidance from the State at the end of October, which has been followed by daily updates from the State as  COVID cases grow.

The admin staff is working remotely in order to reduce the daily number of people on site. The managers and department heads have been meeting virtually on a weekly basis. Rentals now has one person on site prepping the shop for the season.

Snowmaking commenced on 10/31 (beating Killington!) The weather has allowed for intermittent snowmaking and we anticipate starting up again in the coming week on Lift 4. The solar net metering agreement has resulted in many available credits for power usage this fall. All lifts except Lift 4 have been inspected and that lift is scheduled to be inspected before the mountain opens to the public. All other winter equipment is ready to go.

Base Box: Naylor Breen should be out of the building prior toThanksgiving. Move in has begun and items are being returned from the summer storage locations. Rentals will be offering seasonal rentals this year to help manage traffic and get kids skiing!

Patrol is moving into the new building.

Ticketing procedures: Due to guidance from the State around contact tracing and the attestation that needs to be signed, MRG will be instituting a scanning procedure this year for contact tracing. All passes will have scanable bar codes, with the goal of having the system running by opening day.

There will be two 4X6 ‘scanning shacks’ by the Single and near Lift 2.

Admin is processing attestations from passholders. The attestation is being collected through Google Forms. The attestations have resulted in increased phone/email questions for the admin staff.

Finance committee Report (Brad Noble): The balance of the Coop’s cash account is just over $2.0 million, or $1.46 million in cash after adjusting for various potential liabilities. The Line of Credit remains unused. The PPP loan has not been forgiven yet, but it is anticipated that it will be. Pass revenues are 100% greater than budgeted. 835 passes were purchased with the refundable pass option. Retail continues to outperform well after strong foot traffic tied to foliage rides. Ski school programs are behind budget.

Discussion of COVID Operations Plan and Communications

1. Attestation: The state has imposed a requirement that  attestations of compliance with Vermont travel restrictions must be signed at lift ticket point of sale. Passholders have been contacted via email to inform that they must sign it before they can pick up their pass. Shareholders will be able to sign it on-site. Day ticket purchasers will have it signed at the time of purchase. Pass Credit Policy: Any passholder not purchasing the refundable option may request a full pass refund by 12/20/20. The maximum refund will be 80% of the pass price. The amount of refund a  passholder will receive will be reduced by 1% per day for each day after 12/26/20 (or later if the mountain opens after). To receive a refund, the request must be related to COVID. Credits will be issued in the form of a debit card that can be used up until 9/30/21 for any purchases at MRG. TIn the case of government mandated closure, the refund would be available to all passholders using the same calculation. A discussion ensued regarding whether (1) refunds should be offered if a passholder has utilized the pass before requesting a refund and (2) whether the 80% starting point for the refund was appropriate (as it had not been communicated to purchasers at the time of purchase) . The management team will give further thought to this. There was a shareholder comment that the pass refund is a very generous program. Basebox Seating: See attached charts.
2. Lift Capacity & Crowd Estimates: See attached estimates. There has not been guidance from the state (as of today) regarding capacity.
3. Snack Shack: As the cafeteria will not operate this season, there will be a new food service ‘shack’ to accommodate skiers.
4. COVID Levels – will be posted on the website. Green being normal operations, Yellow, Orange, reduced levels, then Red is critical level (bathrooms and lifts only) Shareholder Meg Hourihan suggested adding additional details to the  COVID levels to provide clarity with respect to how the levels impact seasonal programs.

Community Feedback and Communications (Matthew Milan): Suggestion is to craft some standard responses to ensure that the board stays consistent with messaging as we move into this season. Shareholder Rick Schiffman commented that communication from the management to the staff is critical and that messaging stays consistent to avoid situations of enforcing guidance at an individual level. Shareholder John Skelly commented that the messaging over the summer with videos was strong and would be helpful in the coming month as we prepare to open.

Discussion – Co-op Maximum Shareholder Limit (Matt Lillard): The Co-Op bylaws currently specifies a limit of 2500 shareholders and 3000 shares. We are currently at 1958 shareholders. GM Matt Lillard is requesting the board discuss the considerations for raising the shareholder limit. There needs to be notice to the shareholders in advance and a special meeting called for a vote on this matter if necessary.

Strategic Planning Committee Discussion (Andrew Carey): The committee has formed a road map to begin the process of developing a new strategic plan. There are COVID related challenges to this project. The suggestion is to make this a two year process vs a one year, given the restrictions implicit due to the pandemic. Andrew Carey and Matthew Milan will work to present a new calendar on this subject.

1. Open Items & New Business

Review open items & new business

• 2021 Board Development (Barclay Rappeport): Ry included open board positions in a recent email, resulting in one new shareholder reaching out. Suggestion is to possibly have some social board events, virtually, as the season begins.

7:29PM         Adjourn: Matthew Milan moved to adjourn, Brad Noble 2^nd.

November 2020 Finance Committee Report