After due notice, a meeting of the Board of Trustees of the Mad River Glen Cooperative was convened at 8:00 am on Saturday, May 10th, 2014 on the third floor of the Basebox at Mad River Glen Ski Area (“MRG”) in Fayston, Vermont.
Trustee
Attendance
Trustee
Attendance
Elkind (Chair)
Absent
Holtan
Present
Stetson (Vice-Chair)
Present
Jondro
Absent
Anderson (Secretary)
Present
Lesure
Present
Liu (Treasurer)
Absent
Palola
Present
Godwin
Present
Also present were President Wimble, Laura Simmers from Demont Associates and Trustee elect John Tobin on the phone.
8:07 AMCall to Order
Chair Elkind welcomed the board, There were no shareholders present or comments.
8:08 AM
Review & Approve Minutes of March 15 Board meeting and April 6, 2014 meeting.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of March 15, 2014
Trustee Stetson
Trustee Holtan
7
0
0
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the minutes of April 6, 2014
Trustee Holtan
Trustee Lesure
7
0
0
8:10 AM Management Report
President Wimble presented the board with his management report.
Operations:
The mountain closed April 13th. We ran one week longer than budgeted for.
Had a very positive end of season meeting with the staff. Morale was good and we came up with a couple of new ideas for next season.
We had a very good season for workman’s comp lost time which was a company goal for the season. This will result in lower rates for next year.
Dave Leupold passed away after a battle with cancer in April. Dave was a passionate skier and loved Mad River. Eric Friedman was able to go to the funeral in Massachusetts and represented the mountain. His family and friends were very pleased to have a Mad River representative there. He will be missed on the mountain and in General Stark’s pub.
Snowmaking:
Had a site visit with Sno.Matic on Tuesday. Hope to have some numbers for Saturday but may not have them. In short, whether we use wells or go down stream it is going to be difficult. Should have all for the June meeting and sooner for campaign planning. Sno.Matic may be available to do a presentation at the June 14 meeting.
Share Sales:
We sold 4 shares against a budget of 4 for the month of April. We have sold 23 shares YTD. There are 11 shares on the list to be tendered.
Financials:
April was a good month P&L wise. Most of this is due to breakage on Mad Cards higher than budgeted and we ran 1 week longer than budgeted. Cash is low as of May 1st. We may need to use our line of credit by August to get us to preseason sales income. We are proposing Finance Committee budget review calls on June 5 and 12 and board approval June 14.
8:17 AM
Finance Committee — Review and consider recommendation for summer spend/CapX
The board reviewed and approved the Tier 1 summer spend list which included funding a snowmaking study, outside chimney work and rental gear for next year. The snowmaking study will report on replacing our existing snowmaking equipment as it is wearing out, estimating the amount of water we would need for each of several scenarios and obtaining water from the Millbrook or a well and include permitting costs.
The board also reviewed the Finance committee’s recommendation to borrow under the credit line for the Co-op for the summer. There was considerable discussion regarding using the line of credit but the board agreed the small interest fee over a few months was good insurance for the Co-op to have money available.
8:27 AM 2015 Budget– President Wimble
The Finance Committee plans budget review calls on June 5th and 12th for board approval June 14th.
The board discussed many topics related to the budget. These included charging for the Over 70 pass, doing a better job marketing when natural snow conditions are good at MRG while they may be less than ideal elsewhere, actively pursuing the 20-30 year old demographic, how to attract more mid-week skiers, promoting the increase in grooming, and increasing the advertising budget.
They also discussed the issue of busy weekends with long lift lines and the parking problem. The idea of somehow rewarding shareholders and pass holders for their loyalty and support of MRG on these busy days was also reviewed.
9:05 AM Fundraising Committee report – Trustee Holtan
Trustee Holtan presented the board with the Campaign Plan for MRG. This comprehensive plan created by the Fundraising Committee and Demont Associates starts with the following goal.
“The purpose of the Campaign for Mad River Glen Cooperative is to seek comprehensive campaign support from Mad River Glen Cooperative supporters — Board and staff members, shareholders, foundations, corporations, organizations, volunteers, and others who share the commitment to forever protect the classic Mad River Glenskiing experience by preserving low skier density,natural terrain and forests, varied trail character,and friendly community atmosphere for the benefitof shareholders, area personnel and patrons.”
The board spent considerable time reviewing the detailed plan which led to two motions.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the General Solicitation Guidelines as stated in Section IV of the campaign plan.
Trustee Elkind
Trustee Anderson
7
0
0
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the Campaign Policies as stated in section X of the campaign plan.
Trustee Elkind
Trustee Lesure
7
0
0
Trustee Holtan also reported about numerous positive meetings with the Stark Mountain Foundation regarding the plan and to what extent they can help fund the various aspects of the Campaign.
She also presented the board with the revised Campaign Needs document which helps identify the minimum, optimum and long term financial needs for the co-op.
Discussion followed and the topics of an endowment, voluntary assessment, raising the shareholder APR, increasing share sales and how to allocate funds from the Campaign were considered.
This led to a motion.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve the Campaign Needs document dated May 2nd 2014.
Trustee Holtan
Trustee Stetson
7
0
0
9:45 AM Committee Reports:
Snow Making Exploratory Committee – Trustee Stetson
Trustee Stetson presented the board with the following report:
existing coverage to expanding coverage to include a variety of trails up to the top of the double
and to the mid-station on the single. The costs associated with covering each trail will be individually estimated to enable further evaluation of the proposed coverage areas.
for budget alternatives.
The study from Sno.Matic will be presented at the June meeting.
This led to a motion.
Motion
Made by
2nd by
Aye
Nay
Abstain
To approve $7,750 expenditure for the Sno.Matic snowmaking study.
Trustee Stetson
Trustee Elkind
7
0
0
9:50 AM
Board Development including June officer elections – Trustee Palola
Trustee Palola reported making good progress with candidates for next year’s election. Also a reminder that the Board Officer election takes place at the June meeting.
9:52 AM Action Item Review – Trustee Anderson
Action Item
Responsible Party
When
Create a campaign structure with sub-committees.
Board
ongoing
Find interested and knowledgeable individuals to join the Snowmaking Exploratory Committee
Trustee Stetson
ongoing
9:53 AM Executive Session
The board adjourned to executive session to do a preliminary review of personnel performance.
