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HomeMy Public PortalAbout2010 TIMSC Board of Director's Meeting Minutes Tybee Island Marine Science Center Board of Directors Meeting January 27, 2010 Present: Mike, Maria, John, Julie, Elizabeth, Shelly, Debbie, Judy, Kathryn, Meredith 1. Call to order -7:10 2. Approval of December Minutes Motion to approve -Shelly Second -Kathryn Unanimously approved 3. President’s Report (Dionne not here; Mike filling in as President) a. Virginia Aquarium Visit -any questions or comments for those not going? -Mike would like some history of transition to bigger center -Shelly wants copy of current operational budget -how do they do membership/sponsorships -how big is board and how many did they bring on for project -Board voiced concern that Dionne would not be able to go anymore -if Dionne still wants to go, Elizabeth and John (and maybe Debbie) are still willing to go -please email additional comments or questions for team going to Virginia; John will compile prior to trip 4. Executive Director's Report a. Gallery -update going well -Sea Turtle tank delivered and platform here -Chris and staff have been fantastic -Home Depot has been very helpful -DPW, COT and DNR very enthusiastic -only behind schedule 1 week approximately -Georgia Aquarium will provide jellyfish but can no longer donate tank. Maria is looking into tank prices and Board is discussing small grant options for this need (approximately $4,000). Maria is preparing proposal -Discussion of how to get word about gallery out -Membership and VIP -viewing before release to public -postcards -magazine and newspaper article(s) b. CIG Grants -should hear results mid-April 5. Treasurer’s Report -will be below budget once CIG $ comes in -income up $11,000 from budget -expenses down $15,000 from budget -Board requested designation on financials for money spent on NB Facility -Maria will ask Dean about language of cover letter -2 record months in gift shop -$100,000 + annually for 2009 -31,000 + visitors to center in 2009 842162-1 6. Frank Shuman and Kathryn -Council Liaisons to Board -Paul no longer officially liaison -Board hopes he will remain very connected -Should add Frank to emails and will keep Paul on 7. Development Committee a. Working on interviewing potential project team -10:00, February 13 -meeting with Dan Roberts -all are invited (location TBA) -Met with Martin Melaver -Met with Robin Gold (fundraising) (was recommended by Marjorie Young) -Meeting with another consultant this week -Still looking into fundraisers with capital campaign experience b. SPLOST Meredith and Kathryn will work on finding out: 1. What can funds be used for? 2. When do funds expire? c. Sea Kayak GA has indicated they might not participate in Sea Kayak race this year Date: June 12, 2010 Debbie will have sponsor request forms at February meeting 8. Marketing Committee Sustainable Seafood Festival -Focus on education/nutrition/ecosystem/environment -City of Savannah/Chatham County taking on 2010 Seafood Festival but might be willing to partner with us -need a board member on City's planning committee for event -will be on pier in April (strange month because not shrimp season until end of May/June) -Shelly mentioned that Tina might be able to be our liaison on planning committee 9. Turtle Trot -April 24th -Save the Date 8:50 p.m. Motion to Adjorn -Shelly Second -Debbie Unanimously approved Action Items 1. Shelly will call Shantel with COTI to get seafood festival information. 2. Meredith and Kathryn will look into SPLOST restrictions. 3. Debbie will find new location for Dan Roberts February 13th meeting. 4. All: email comments/questions regarding Virginia aquarium to John, Dionne, Debbie and Elizabeth. 848533-01 Tybee Island Marine Science Center Board of Directors Meeting March 24, 2010 Present: Maria, Debbie, Judy, Mike, Dionne, Cathy, Meredith 1. Call to order -7:15 p.m. 2. Approval of Approve Agenda (with modifications) Motion to approve -Cathy Second -Judy Unanimously approved 3. Officer's Reports A. President’s Report Board Development Activity -1) to demonstrate that there are things about the TIMSC that we don't know and/or don't do in practice; and 2) to brainstorm roles of Executive Director and Board will be continued at next meeting B. Executive Director's Report 1. Financials -want to keep lower inventory -schools are up; scouts are way up -salaries up because raises and health insurance additions -discovery shop sales down because of cold winter 2. Gallery -$1,500 from Optimist Club for jellyfish tank to be bought from Georgia Aquarium -presentation of Coastal Incentives Sea Turtle Conservation grant deliverables to Board -Maria presenting Sea Turtle Grant update to Council 3/25/10 4. Committee Reports 1. Development Committee reminder of committee assignments/designations emailed to Board on March 8 2. Marketing Flip Flop Fundraiser -Mike will man table; Meredith will speak and accept check on behalf of Center -discussion of issues surrounding event Next meeting: April 28 Executive Committee: TBD Adjournment -9:30 p.m. Action Items 1. Dionne will type and distribute February minutes 2. All Board seek kayak race sponsors 3. All Board work on Development Committee assignments 4. Maria will send bullet points to Meredith prior to Flip Flop Fundraiser 5. Judy will find out power point capabilities for Flip Flop Fundraiser and contact Dionne 1 Tybee Island Marine Science Center Minutes of April 28, 2010 Board Meeting Present: Mike, Debbie, Judy, Julie, John, Kathryn, Maria Agenda verbally presented by Mike was approved. Minutes of March 2010 were approved. Copy of minutes sent to city: After discussion it was decided that the Secretary would email copies of all the minutes to the city clerk once approved. Minutes not emailed already must be sent to the email, vwoods@cityoftybee.org. This is a requirement of the City of Tybee. It was decided that budget request from the Center to the City would include in as much as possible all request for fee waivers and assistance from departments in the city. An example would be a request for manpower from public works to set up for the Turtle Trot activities such as fencing for the turtle releases. Discussion of the very successful turtle trot included the potential of a much larger race and need of age group awards with someone to manage the race times. Discussion of March finances distributed by Maria included the following: Approximately 19k down in March as compared to last year. Checking account balance in April is up significantly. Insurance discussion included the action item that Judy would contact the insurance agent she uses to have Maria and him review the coverage that we have, not necessarily the price. It was decided that Maria would try to get grant receivables and expenses that have been recorded on a cash basis listed on our financials on an accrual basis. She will need to discuss this with Dean and Sarah. The discussion on separation of grant expenses and receipts was made with Maria saying that the current Educational grant would require that to happen. It was decided that we shall use the blog for correspondence. Everyone should send their user name and password to Maria. She will insure our accounts are set up properly to include email notification all of postings. Maria will set up a discussion topic on the blog for us to discuss what should be on the monthly director’s report. Maria asked that what is on the report be needed, just not nice to know. This will keep the report from being too extensive and wordy. Maria reported that in May, a turtle would be borrowed from 4H for display in our new tank. Finishing the displays will include jelly fish display scheduled for installation in May, another small tank and a separation partition between the shop and display area. Deliverables on the turtle grant are starting to be delivered such as information in the water bills to residents. Mike and Debbie reported that Neal Sklarew has been contracted for board development to start in May to include interviews with board members after an initial meeting with them and Maria in May. Debbie reminded everyone to consult her email of April 27 to check the development task each volunteered for at the February meeting. Debbie emphasized the importance of us getting sponsors for the kayak race. We only have approximately four or five weeks to do so. Judy will send out some advertisement via the internet. John will obtain volunteers to mark the course on the inland waters of the loop through Little Tybee. 2 Judy discussed the need for the marketing committee to work with Maria, possibly to obtain a third party to maintain an internet marketing push with such resources as Twitter and Facebook. It was decided that Dionne would send a thank you letter to the Seaside Sisters including Susan Kelleher for the highly successful Flip Flop Premier and the donation in excess of $5,700. Action Items (detail above) 1. Email minutes previous and going forward. Meredith 2. Discuss with Dean and Sarah the need to convert cash basis items to accrual. Maria 3. Report to separate grant financials from normal operational financials. Maria 4. Get insurance professional to volunteer review of same. Judy 5. Blog counts to be set up for notification. All send info to Maria to insure accounts set up properly. 6. Blog to discuss Executive Directors monthly report. All after Maria sets up discussion topic. 7. Obtain sponsors for kayak race. All 8. Obtain course mark volunteers. John 9. Thank you note for Flip Flop. Dionne 10. Check development committee task. All Respectfully submitted, John Schleicher, acting secretary Tybee Island Marine Science Center Minutes of May 27, 2010 Board Meeting Present: Dionne, Mike, Debbie, Judy, Julie, John, Kathryn, Maria, Cathy by conference call, Maria Agenda approved Minutes of April 2010 were approved. Presidents Report: Signing up with United Way Caring Club was discussed. Approval of investigation on both items (to join caring club and get the TIMSC noted on CFC) made and approved. On request by Maria, Dionne will investigate. Virginia Aquarium potential dates presented. Everyone should be prepared to discuss at next meeting. To carryover action item from last meeting, everyone should provide input to Dionne on blog about info to be reported on monthly Director’s report. Everyone should provide input to Dionne within the week on Directors evaluation handout from Dionne. Specifically everyone should provide input on which evaluation should be used. Dionne will start the review process in June which will include input by board members to her by the next executive meeting on June 10. Maria requested that only the president see her self evaluation prior to providing evaluation input. The goal is to finish in June; however, the completion of the entire evaluation process may slip into July. Minutes should be reviewed by the president as well as members present at the meeting before the final draft is submitted for approval by the board. Treasurer’s Report. No comparisons to budget or last year provided on financials. Discussion on accrual versus cash basis included Maria reporting that Sara will be assisting in going completely to the accrual basis. It was questioned why cost of goods sold was such a large percent of income from Retail. Maria was asked to report on the following per an approved motion: 1. Non-consistent timing of reporting by Hirsch & Tucker (H & T) possibly caused by the timing of reporting from us. 2. Since the primary function of the audit is to have objective audit report, should not H & T assist in the total conversion to an accrual process of accounting. 3. Provide a clarification of H & T‘s services. 4. Be able to obtain monthly financial reports from H & T so that Maria can provide them by the executive meeting on the 2nd Thursday of the month. Executive Director’s Report. On request of Maria to insure safety, OSHA inspected the facility of which the final report will be given in June. Nothing major was found. The Savannah Community Foundation has approved a grant to us for a washer/dryer in the amount of $1283. The Turtle Trot netted $10,614, an extremely successful result. Next years date has been set for April 30 at a follow up meeting. Active.com helped provide the increase in registration from approx 130 to 501 registrations. Even though it was rainy, we only had approx. 50 no shows! 2 As a carry over from last meeting everyone should send their log on info to Maria to set up accounts properly if not done so for the word press blog. On discussion we shall resume getting financials and minutes on blog plus get all board members to use the blog. Sidewalk to the Sea grant will require funding up front by us to be reimbursed on an annual basis, both this year and next. Maria will be meeting with the appropriate personnel from the City of Savannah and the DNR prior to the October 1 start up date. Development Committee: Debbie requested that everyone start their tasks that they volunteered for at the March board meeting if not done so and report on them at the next meeting. We will be discussing Advisory Board function next meeting. Neal Sklarrew will be contacting all board members fairly soon, probably in June for input about the board. Everyone must obtain sponsorships to the Kayak Race by Memorial Day weekend to ensure T-shirt inclusion. Probably we are on line for 8-9K sponsorship results this year. Maria will send photos of previous races to Debbie. Debbie discussed the race safety committee, and registration. Dionne will obtain supplies on a card provided by Publix. Registration volunteers should be there by 6:30 for a 7:15 a.m. registration start. Everyone else should be there by 6:45 or 7 depending on their function. Only certificates will be provided to winners on the race day and trophies will be ordered after Debbie knows the ones needed New Business: John volunteered to take minutes going forward this year. Dionne volunteered to send submissions of the minutes to the city. Action Items. Detail above 1. Dionne, Caring Club and CFC. 2. Everyone, discuss V. Aquarium next meeting. 3. Everyone, input on director’s eval to Dionne within week. 4. Everyone, provide input to Dionne by next Exec meeting on evaluation. 5. Dionne to complete evaluation process by June or July. 6. Maria, provide noted information on financials including accrual and timing. 7. Everyone not setup, Blog set up info info to Maria. 8. Everyone, volunteered development tasks. 9. Everyone. Be ready to discuss Advisory Board function next meeting. 10. Everyone input to Neal when contacted. 11. Maria to send previous race photos to Debbie. 12. Everyone, finish getting sponsors for kayak race by this weekend. 13. Everyone, Assist in Kayak race as assigned/volunteered. 14. Debbie, complete coordination of tasks assigned and being done by Kayak Race committees prior to race. 15. Dionne and John, minutes and communication of same to city. Respectfully submitted, John Schleicher, acting secretary Tybee Island Marine Science Center Minutes of June 23, 2010 Board Meeting Present: Dionne, Mike, Debbie, Julie, John, Kathryn, Maria Agenda approved Minutes of May 2010 were approved. Presidents Report: The procedure for the evaluation of the director was reported. All board members need to submit their evaluation form to the president using the new form as soon as possible. The procedure for approval, city submission, and record keeping of minutes was discussed. The meeting room at the center will be utilized for programs during the July and August board meetings. The July meeting will be held at Debbie’s home. Board members must inform the president of their preferences of dates for a Virginia aquarium visit. A center representative must attend a CFC workshop next March to be considered for inclusion in next years CFC campaign. The deadline for inclusion in this year’s campaign is past. The caring club membership requirements are mutually exclusive of that campaign. Treasurer’s Report. Financials were completed prior to the executive board meeting. The director reported that heavy supply expenditures were grant related. A discussion followed about the need of the board to know how financially viable the individual programs are progressing, and the need to know how much of current expenditures will be covered by future refunds of grants. The director mentioned the accountants concern of reporting accruals of money to be received a year or more later. The treasurer mentioned that it is difficult to know the actual financial status of the center when significant expenditures are being made that will be later refunded. The director will pursue those issues with our accountant and auditor over the next month. Executive Director’s Report. Maria reviewed several of the points on the director’s report. Several board members must set up a phone appointment with Neil Sklarew. All board members should be using the blog, though some may need assistance with the log on system. The annual audit covering 2009 will be presented at the next board meeting. After discussion, it was the consensus that Maria should get more information on liability insurance costs on usage of utilizing the Center’s Kayaks by employees. . The change in signature cards is complete for Wachovia and is in process for the accounts at First National Bank and Sun Trust. Maria is checking on liability insurance for the center which must be increased in order to comply with the facility lease requirements. Development Committee: It was decided that the board development workshop would potentially be held during the weekend of August 21. Debbie will follow up with members not present and confirm the date. Debbie reviewed approximate financial results of the successful fund raising efforts from the kayak race. Potential venues for future races were mentioned and discussed. New Business: It was decided that Mike would get with Maria to obtain framed pictures for recognition of recently departed board members. Dionne and Debbie will work together on script that will be noted on the awards. Action Items. Details above. 1. Submit Director annual evaluation review forms to the President. All board members. 2. Submit preferences for dates to visit the Virginia Aquarium. All board members. 3. Pursue issues concerning accounting accruals and financial status of programs. Director. 4. Make phone appointments with Neil S. Board members not having done so. 5. Blog usage. All members still not utilizing the blog should do so or get with Maria concerning any difficulties.. 6. Kayak usage liabilities. Director. 7. Complete signature card changes. Director. 8. Center liability insurance changes. Director. 9. Indicate preference dates to visit the VA aquarium. All board members. 10. Confirm board development workshop date. Debbie. 11. Complete departed board member awards. Maria, Mike, Dionne and Debbie. Tybee Island Marine Science Center Minutes of July 28, 2010 Board Meeting Present: Dionne, Debbie, John, and Maria Agenda approved Minutes of June 23rd were approved. Presidents Report: There was a short discussion on whether future July board meetings should be held due to the number of members that have conflicts in that month. Since the 22nd of August not available for the board development meeting, Dionne will email all members a “doodle.com” report to see which other time would be best for a meeting. Treasurer’s Report: It was the consensus that the Executive director would look at the cash flow to determine the amount of a CD or CD’s that can be purchased. This should keep the dollar amount in any one financial institution under 100K and obtain additional interest funds. Executive Director’s Report: Maria will be selling the centers kayaks due to excessive cost of liability insurance. After notifying staff and directors, they will be advertised on Craig’s list. Maria has developed a financial policy which will be first reviewed by the executive committee, and then presented to the entire board for approval or changes. Feedback should be sent to Maria prior to the next executive committee meeting. Development Committee: Debbie is getting information from various organizations for an impact study on center expansion. . Action Items. Details above. 1. All Board members should reply to the Doodle.com report as to availability for a board development meeting. After Dionne sends it out as soon as possible. 2. Executive committee members should provide feedback to Maria on the financial policy manual prior to the next meeting by that committee. 3. Maria will investigate purchase of a CD(s). Tybee Island Marine Science Center Minutes of September 22, 2010 Board Meeting Present: Dionne, Debbie, Judy, Maria and John Agenda approved. Minutes from the board meeting held in August were approved. Presidents Report: The president reported that the next board development session would be at the same place as before on October 30 from 9am-noon. Members should refer back to their emails from Mr. Sklarew and complete the homework. Dionne will send out an email to remind everyone to complete the assignment. The board decided to rejoin the Georgia Center for Nonprofits since Neal Sklarew will refund the cost to us. Executive Director Report: It was decided That Maria would investigate and report back to the board on getting a debit card for the center. The possibility of getting a loan to cover the costs associated with the reimbursable grant was held. Maria will investigate the costs and other parameters of such a loan. The financial report that includes Maria’s extensive comparison of this years results to previous years results will reported on at the next meeting. A motion was made and passed to cover ½ the costs of Maria’s cell phone which is used extensively for the center’s business. Old Business: A discussion was held about the potential impact the possible filming of the X Men would have on the site of the new center. New Business: Maria will be sending an application to attend the Institute for Georgia Leadership program. Action Items. Details above. 1. Everyone should complete the assignment needed for the next development workshop. 2. Maria will investigate getting a debit card and the parameters of a loan to cover costs of the reimbursable grant. She will also have the center join the GCN. Tybee Island Marine Science Center Minutes of November 8, 2010 Board Meeting Present: Dionne, Debbie, Judy, Mike, Cathy, Kathryn, Maria and John Agenda approved. Minutes from the board meeting held in September were approved. Presidents Report: The timing and place for the Christmas party was discussed. A board meeting will be held at the center on Tuesday December 7, at 6:30 P.M. followed by a dinner party at the Ocean Plaza one hour later. A white elephant gift exchange will be held with a $10 limit on gifts. The previous board members, Elizabeth, Shelly and Meredith will be invited. Debbie will bring the appreciation gifts. The following slate of people were nominated for the next two year term. Mike -president Cathy -vice president (for a one year term) John -Treasurer and acting secretary Executive Director Report: Maria passed out the financial reports for October and reported that we should be able to meet budget this year. She also reported that for the last three years over 70% of our operating income was earned. Normally over 80% of our income is earned by August. Maria reviewed some of the marketing handouts including the updated membership reminder and follow up system. She also handed out the proposed Personnel policy and procedure manual. All board members must review it and note any potential changes to the policies. Policies are shown in bold type throughout the manual. This must be done by December 7 so that we can discuss and vote on acceptance of the manual at the December board meeting. Maria handed out and discussed the proposed budget for next year. Members must review this prior to the December meeting as we will be voting on the budget for next year at that meeting. Comments on the budget should be made on our blog prior to the meeting. Development Committee Report: Dionne reviewed the workshop meeting held on October 30. Neil had sent an email on November 1 listing homework assignments for the board to accomplish. It was decided we would assign the following teams to accomplish the work by the end of January: Board focus -Cathy, Debbie, Dionne Goals -Kathryn, Judy Working Relationships -Mike/Julie/John Old Business: Personnel was discussed Action Items. Details above. 1. Review nominations and decide if any others will be nominated. 2. Review Personnel policies and be ready to discuss them and vote on the manual at the December meeting. 3. Review the budget, making any comments or desired changes on the blog, and be ready to vote on the budget at the December meeting. 4. Complete the team assignment as indicated in the Development Report. 5. Dionne to ensure old members are invited to the Christmas party and to ensure the Ocean Plaza is available. 6. Debbie to complete appreciation gifts. . Tybee Island Marine Science Center Minutes of December 16, 2010 Board Meeting Present: Dionne, Debbie, Judy, Mike, Kathryn, Maria, John, and Cathy by phone Executive Director Report: Maria reported the state’s claim that the 3rd quarter 2002 sales tax return and payment had not been made. After exhausted research, proof of payment could not be found, and payment of $993.47 was sent covering the tax but not interest and penalty. Maria will be appealing the interest and penalty, and asking for assistance from Burke Day’s office. The COTI grant for 2020 has not been received. After discussion it was moved and approved that Dionne would send a letter to the mayor and council thanking the city for previous grants and requesting payment of the grant during this calendar year. Kathryn will check the city minutes for reference to non-delay of payment. The HVAC system for the 1st floor requires replacement . A motion was made and approved that after written notice to the city manager or her designee Maria will send out a RFP for a minimum of three bids. Kathryn will check on using monies held by us in our SPLOST restricted account for payment of the project. Maria will make a recommendation and act on the decision of the board to be made by email. Maria should check with Joe Wilson for recommendation of suppliers and utilize the Better Business Bureau when reviewing the bids. Maria reported that we should meet budget this year and our cash position is improved over last year. 2011 Budget discussion and approval: The budget for next year, submitted by Maria at November’s meeting, was reviewed, discussed and approved. During the discussion Maria described much of the basis she used for many of the revenue and expense categories. Expense category 8590 is a contingency account. Because of the cash outflows that will be made due to the Sidewalk to the Sea grant, Maria will develop a cash flow statement for the year. Additional request for grants from corporate and business entities have been and will be made by Maria. Old Business: The following slate of officers were elected for the next term: Mike -president Cathy -vice president (for a one year term) John -Treasurer and acting secretary A discussion was held on the requirement to have two signatures on checks over $1200. It was decided that Maria would provide a list of suppliers on which an exception to the rule may be granted. John had reported non-compliance of the rule. Dionne will send members copies of the Executive Directors objectives for 2011. Debbie reminded everyone to complete the development homework. Action Items. Details above. 1. Maria to appeal tax penalty and interest with state and ask for assistance from Burke Day. 2. Dionne to write letter to the city for distribution of the grant utilizing data provided by Kathryn. 3. HVAC system bid process by Maria. 4. 2011 cash flow statement to be developed by Maria. 4. Board members to complete development homework assignments. 5. Dionne to send out Maria’s objectives. .