October 2014 Board Meeting Minutes

[ArkGeo_Board]

ArkGeo Board Minutes
October 3, 2014

Immediate Past President: Kent Uhrich
President: Morgan O’Neal
Executive Vice-President: Rich Swanson
Treasurer/Secretary: Judy Vaughn
Website Manager: Kevin Cackler

ROUND-TABLE DISCUSSION (6:00-6:30)
Open Discussion

CALL TO ORDER (6:30) ROLL CALL OF MEMBERS PRESENT
Board Members present:
Morgan O’Neal
Judy Vaughn
Rich Swanson – Call in
Sandy Fryar
Sharon Simmons
Linda Tredway
Kristie Moore

OFFICER REPORTS
** President's Report: prepared by Morgan O’Neal
October 03, 2014 Board meeting

Goal 1 - Membership -- Increase active membership by 20%.
Measured by an increase in the number of votes in the annual election in 2015.
Goal includes the task of cleaning up the membership as outlined in the standing rules.
Task is to include sending a verification email to the membership who would be having their accounts made inactive to let them know they are at risk and to allow them an opportunity to log in in order to keep their membership and voting privileges.
Owner: Morgan O’Neal
Status – 305 registered voters. 72 Votes Last Election.
Membership Relations Committee has set up an email to be sent out this quarter

Goal 2 - Fund Raising – Implement 2 fund raising initiatives to raise $350.00 by 6/30/15
Owner: Sharon Simmons
Status – $124 Towards this goal has been raised this quarter (35%).

Goal 3 – Events – Hold 1 general membership meeting by 6/15/15.
Owner Sandy Fryar
Status – General Membership Meeting to be held in Paris in 2015.

Goal 4 – Events – Hold 4 CITO events by 6/15/15.
Owner Kristie Moore
Status - 3 CITO events were held this quarter.



GC58QDA, Daisy Park
GC5A0E7, Riverside Park
GC5A5PP, SE Region


Note: Challenge was issued to double the goal for this year since the annual general membership CITO will be scheduled during the weekend of the annual meeting.
Note: It needs to be noted that ArkGeo still needs to hold a CITO at the campgrounds in Fort Smith.

Goal 5 – Events – Each board member Hold 1 ‘Eat & Greet’ by 6/15/15 in the following regions of the state:
NW – Owners Morgan O’Neal and Kristie Moore
NE – Owners Linda Tredway
Central – Owners Judy Vaughn and Rich Swanson (50% Complete)
SE – Owners Kent Ulhrich (100 % Complete)
SW – Owners Sharon Simmons and Sandy Fryar (50% Complete)
Status – 3 Events were held this quarter



GC58QM1, Glenwood, AR (SW)
GC5A0GG, Searcy (Central)
GC5A5JE, SE Region (SE)


Goal 6 – Teaching Opportunities. Teach Geocaching at 4 locations around the state by 5/31/15.
Owner: Community Relations Committee - Kent Uhrich
Status – 2 Events are Scheduled.

** Treasurer’s Report:
Arkansas Geocachers Association Statement of Income and Expenses
for July 11, 2014 – October 3, 2014
Prepared by Judy Vaughn, Secretary/Treasurer


Beginning Balance

$1,864.77


INCOME:



Geocoins sold
124.00


TOTAL Income
$ 124.00


EXPENSES:
0.00


TOTAL Expenses
$ 0.00







Closing Balance
$1,988.77




NOTE:

One coin sold online.


PayPal Balance

$ 202.54



Checking Balance
$1,988.77


TOTAL in Checking & PayPal
$2,191.31





$20.00 in Merchandise bank bag

Sandy Fryar made motion to accept treasurer’s report. Second by Linda Tredway.
Motion carried. Treasurer’s report accepted as reported.


* Website Manager's Report: Kevin Cackler
Everything is going good with the website.

COMMITTEE/OTHER REPORTS

** Election Committee: Linda Tredway – Board Liaison
There is an opening on the board to fill the position vacated by Mark Willis.
Jason Nuckols (jclaudii) and Les Williams (Savoy) are the candidates for the open position.

** Fund Raising Committee: Judy Vaughn - Board Liaison
Committee Members:
Flyfishingcachers, Chairperson
The_Griswolds
rklmbl
Angel 06
MathSeeker, Board Liaison
Hogwildfamilyof6
St. Rock

Committee Activities:
Committee welcomes St. Rock!
Path Tag back design was approved and submitted.
One geocoin was sold through PayPal: 1 coin ($12.33 after postage and fees)
11 geocoins were sold at events: 7 coins for $12 each and 4 coins for $10.00 each ($124.00 total)
There was a poll to determine the amount of interest in an ArkGeo PathTag. There is enough interest to proceed. The Fund Raising Committee would like to purchase three bags of the ArkGeo PathTags to sell to members.
The Fund Raising Committee is ready to send this to the Membership Relations Committee for a design contest.

** Community Relations Committee: Kent Uhrich - Board Liaison
Paris1time will conduct a Geocaching 101 class at Janet B. Huckabee Nature Center on Tuesday, November 18th @ 6pm.
ArkGeo has been invited to participate in the annual GIS Day Event.

** Events Committee: Sandy Fryer - Board Liaison
There has been a lot going on with the Events Committee since the last meeting.

The plans for the 2015 Annual Event is truly coming together. There have been a number of threads on the forums that have been set up to better organize the upcoming event. Examples are Food, Games, Volunteers, and Pathtags.

The Events Committee is planning (with the funds coming from the Paris Chamber of Commerce) to have 150 Pathtags made to distribute at the Annual Meeting.

There has been no work or discussion on a 2014 or 2015 Challenge Event to my knowledge.

The Events Committee is currently working on the location for the 2016 Annual ArkGeo Event, but has nothing to report at this time.

Respectfully Submitted,

Sandy Fryar

** Membership Relations Committee: Morgan O’Neal - Board Liaison
Current Membership Relations Committee Members:
Morgan O'Neal - drmo913 (Board Liaison)
Ron White - ronwhite
Judy Vaughn - MathSeeker (Chair)
Justin Murphree - arkfiremedic
Sharon and Glynn Simmons - Flyfishingcachers
Mark Willis - thefab5willisclan
Chris Dickinson - Saint Aubie
Susan and Mike Dodson – St. Rock
Valerie Biendara – Ceeker7

Membership Relations Committee Activities:
Selected Arkansas Geocachers to profile on the ArkGeo website:
August - Jerry and Bonnie Turner - CacheMates
September - Jason and Lisa Nuckols - jclaudii and southerngirl
October - Les Williams - Savoy

ArkGeo Newsletter:
Hiatis

Committee has worked on an Email/Letter to be sent to Members who have not logged on the website in over two years.

Committee is working on ArkGeo Cache of the Month/Year requirements – Look for announcement soon!


UNFINISHED BUSINESS



Bylaws & Standing Rules Proposed Revisions

Thoughts From The Forums – discussed forum posts
Thoughts From the Board Members – Morgan made a motion to form an internal sub-committee within the board to review, clarify, and/or amend the By Laws, Standing Rules, and all other ArkGeo documents as needed. Second by Kristie Moore. Motion carried.
Recommendations To Proceed – Continue receiving comments and feedback from the membership in the forum through December 31, 2014. The internal sub-committee will complete the review process by April 10, 2015.



Communication - improving
Clarksville Meeting Location Confirmation – Rich Swanson will contact and confirm.



NEW BUSINESS



ArkGeo Sponsored/Hosted Mega Event (Forum Suggested) – must build up to a mega event, mega event requires a lot of work and manpower/volunteers
Sandy Fryar made a motion to approve the recommended 100 points for annual event PathTag design contest entry and 1000 points for the contest winner. The winner will also be presented a canvas of the winning design. Second by Kristie Moore. Motion carried. Events committee will conduct the contest for the annual event PathTag design.



Next board meeting - January 09, 2015 (In Clarksville at the Best Western)
Following board meeting – April 10, 2015
Following board meeting – July 10, 2015 (Joint Meeting of New/Old Board Members)

Adjourn

[OldRiverRunner]

Regarding the unfinished business of revision of the Bylaws & Standing Rules, I am glad that the Board finally decided to do what was recommended over 3 months ago (http://arkgeocaching.org/showthread.php?3464-By-Laws-and-Standing-Rules). I am just disappointed in the Board in that it took so long to come to that decision.

I am also disappointed that the committee to do the review will be an internal sub-committee of the Board. I really feel that the committee and ArkGeo as a whole would be better served by having participation of members who are not serving on the Board, to provide a diversity of opinions and to push things along. And also to provide/improve transparency and communication.

I also feel that the schedule for completing the review (April 2015) is really too long. I don't sense any urgency from the Board on this. If the sub-committee completes its review by April 2015, then any changes will probably not be approved until at or after the July 2015 Board meeting, which is a year from the time that the first request was made to review these documents and make changes. Maybe it's just me, but I really don't see why it would take this long to review proposed changes, decide which ones to make, and then vote to put them in place. This could all be done by the January 2015 meeting.

[perm74]

This is why I wanted Frank on the ballot to vote. He has vision! I agree with him 100%. I understand the board needs to be involved with the bylaws but should we not get a few members involved for their input? Involving the members would also help on people wanting to run for future board and/or committee positions. We need to be an inclusive group not an exclusive. Encourage people to want to fill these roles.

[rklmbl]

We would think that as long as this has been in front of forum readers, more people would have posted their thoughts than ORR, IH4, and ourselves. We have heard many members talking about the fact that the by laws cause more problems and promote more disinterest than interest. By delaying action, it indicates to members that the board really doesn't want to make changes. This has been discussed in past years and just allowed to slip thru the cracks. Members have shared that they sure would like to see what the board members have said about this subject, if anything. The minutes themselves indicate little action has been taken...just the usual postponement. We sure agree with the above comments.

[KSDS97]

I hear you saying the bylaws need changing, but I have yet to see in writing what you think the bylaws should be changed to. I guess if you have ideas as to what the bylaws should be then write them and post them for eveyone to read.

[drmo913]

Guys, I'm sorry if you feel offended that we are moving slower than expected with the revisions to the standing rules and bylaws and such. The goal is to have all the revisions ready be reviewed by the January meeting so we can discuss them live as a board. The April deadline speaks to the final revision to be brought back the board as a whole for the final vote. We also plan to have the final revisions reviewed by a lawyer for legality and wording before we are done.

I'm sorry that you're offended that that we haven't selected an external committee. I felt this matter was important enough to keep it as a board task. There is a lot that is delegated to committees all ready, and we often have a hard time getting volunteers to serve. It is not meant to be a slight to the members who have asked us to review the bylaws and standing rules. It is meant to be a compliment that we feel this task is important enough to us not to delegate.

I'm sorry if you feel we are not trying include members in the process. I would simply point to the forum that was opened for revisions and suggestions to the standing rules and bylaws as a defense to that point. Each one of those points were reviewed in the meeting and discussed. That forum is being left open for any and all suggestions.

I'm sorry that the minutes seemed to indicate postponement or inaction or a lack of urgency. Minutes are simply are a summary of a meeting. All of our meetings are open to any who wish to come or to dial in. We do not attempt to keep the meetings private.

[jclaudii]

ORR, did you turn down the Nomination as I did not see you listed as part of the candidates?

It's hard to get people to participate in the discussion forms these days :) I also fear this special election will have a small turnout of active members as well because it is not the usual time to hold an election. Overall I thought it was a good report and things just take time. I do like to think we all will have a bit more time during the holidays to think about the above issues and be able to process them and have information to try and make a decision on the January meeting date.

[OldRiverRunner]

I hear you saying the bylaws need changing, but I have yet to see in writing what you think the bylaws should be changed to. I guess if you have ideas as to what the bylaws should be then write them and post them for eveyone to read.My comments, as well as those of others, have been documented in this thread: http://arkgeocaching.org/showthread.php?3482-Bylaws-and-Standing-Rules. Sadly, as rklmbl pointed out, not many members chose to provide any input.



We also plan to have the final revisions reviewed by a lawyer for legality and wording before we are done.Has anyone talked to a lawyer, to see if this is really necessary? Or one of the Steering Committee members (Gaddiel, TopKitty98, Arkansas Stickerdue, nonnipoppy, and Long_Dogs) who originally worked through incorporation process of ArkGeo as a type 501(c)(7) of the Internal Revenue Code? I don't think it is required, but I could be wrong. Article IX of the Bylaws clearly states the process by which the Board may amend the Bylaws, and it does not include having a lawyer review the Bylaws every time they are amended. We have amended the Bylaws previously, and I don't believe we had a lawyer review the changes. Are there any members out there who are lawyers or married to one, and might be able to comment? But if it turns out that a lawyer is needed to review our Bylaws after any change, then that requirement should be included in Article IX as part of the new changes.

Note this paragraph contained in the Steering Committee Update for November 2006 (http://arkgeocaching.org/showthread.php?862-Steering-Committee-Update-%28November%29):

A decision was made to proceed with the incorporation of The Arkansas Geocachers Association. This required a check of $725 to be written from the bank account. This will pay for the attorney fees to completely finish the incorporation including the study of the proposed bylaws. It will also include our being able to use his office as our “Registerd Agent” for the first year. This “Registered Agent” service in each subsequent year will cost an additional $25. No further costs are foreseen in this matter.Do we still retain the original lawyer involved in this as our "Registered Agent?" Even if not, shouldn't we involve the same lawyer, IF it is determined that we need to do so?



ORR, did you turn down the Nomination as I did not see you listed as part of the candidates?No, I did not. Nor was I approached by the Election Committee to see if I was interested. :neutral:

[OldRiverRunner]

Guys, I'm sorry if you feel offended that we are moving slower than expected with the revisions to the standing rules and bylaws and such. The goal is to have all the revisions ready be reviewed by the January meeting so we can discuss them live as a board. The April deadline speaks to the final revision to be brought back the board as a whole for the final vote. We also plan to have the final revisions reviewed by a lawyer for legality and wording before we are done.

I was not "offended" by the Board's actions. That is the wrong word and you used it twice. It implies personal annoyance or insult. Nothing personal in my originally stated opinion. But I am offended that you used the word "offended" to characterize my response. I was just "disappointed", as stated in my first posting, because I expect more of my Board. But there is a saying, "You get what you accept, not what you expect."

The proposed schedule is reasonable and I am glad that you have put it down in writing in these Forums. It should have been included in the minutes. I look forward to the January meeting to see what the sub-committee has come up with.


I'm sorry that you're offended that that we haven't selected an external committee. I felt this matter was important enough to keep it as a board task. There is a lot that is delegated to committees all ready, and we often have a hard time getting volunteers to serve. It is not meant to be a slight to the members who have asked us to review the bylaws and standing rules. It is meant to be a compliment that we feel this task is important enough to us not to delegate.

I'm sorry if you feel we are not trying include members in the process. I would simply point to the forum that was opened for revisions and suggestions to the standing rules and bylaws as a defense to that point. Each one of those points were reviewed in the meeting and discussed. That forum is being left open for any and all suggestions.
I have volunteered to serve on this committee and I believe I could have recruited some other members. Just because you can't get volunteers to serve on standing committees, inplying a long term commitment, doesn't mean you can't get some interested members to serve on a committee that has a specific objective and would exist only until that objective is achieved. In other words, a short term commitment. The problem, as I see it, is that you didn't even ask if someone in the general membership wanted to help on this committee.

Regarding the sub-committee, who are the members of this sub-committee? The minutes should have stated who was selected from the Board to serve on this committee. Transparency, please.

Remember, "You get what you accept, not what you expect."

[perm74]

Ideas are shared. I gave some suggestions with some ideas to correct. Just giving suggestions without having a solution is not productive and considered complaining. See ORR's link. In addition I feel the board tries to take on too much in each meeting. With that, nothing at all gets accomplished. You eat an elephant one bite at a time. Trying to eat it all at once is insanity. Fix one issue then move onto the next issue with maintaining the results from the first fixed issue. Slowly we see positive change. If we want this fixed we have to having working committees. Committees that actually communicate with one another, reach a goal and maintain the change.

[jclaudii]

Wow, interesting read so far.

Board, To help with Transparency Why not post thoughts, snippets, and requests in the
Arkansas Geocachers Association (http://arkgeocaching.org/forumdisplay.php?7-Arkansas-Geocachers-Association)

Discussion pertaining to our organization

Thread under the Arkgeo Board ID. It would give us all more info and provide feedback that you all may be struggling or stuck with.

Interesting one would have to get a lawyer to amend bylaws. Perhaps a clause or something in the bylaws stating that the wording or amendments could be challenged if need be by X number of Arkgeo Members and Board Members to give us a safe out but allow us to continue on without having to spend any money.