Mad River Glen
Cooperative
Board of Trustee’s
Meeting
Minutes - Saturday
May 20, 2006
After due notice, a meeting of the board of trustees of the
Mad River Glen Cooperative was convened at 8:06 a.m. on May 20, 2006 on the 3rd
floor of the Basebox at Mad River Glen Ski Area in Fayston, Vermont.
Trustees Jay Appleton, Paul Finnerty,
Jed Kalkstein, Mary Schramke, Steve Mackenzie,
Geordie Hall, Bill Reynolds, Rick Moulton, and Eric Schoenholz
were present. Also present was President
Jamey Wimble, Sharon Crawford, Eric Friedman and several shareholders.
CALL TO ORDER
Jay Appleton, chair, called the meeting to order at 8:06
a.m.
APPROVAL OF MINUTES
Upon motion duly made by Jed Kalkstein and seconded by
Geordie Hall it was unanimously
Voted:
To approve the minutes of the March 4, April 1 and April 2, 2006 board of
trustees’ meetings.
MANAGEMENT REPORT & SINGLE CHAIR REBUILD UPDATE
Jamey Wimble reported that the Single Chair construction
contract is expected to be signed next week and the engineering work will
commence this summer. The completion
date has been pushed back to October 15, 2007 from September 1, 2007. The total cost of the project is expected to
be $1,498,000.00, subject to escalation as per the contract. The Board asked if legal counsel had
determined whether this cost is in compliance with the shareholder vote
authorizing a maximum expenditure of $1,400,000. Mr. Wimble reported that legal counsel
concluded the shareholder authorization could include maximum increase of 10%
($140,000) plus inflation ($47,600).
Therefore the $1,498,000 expenditure does not require shareholder
reauthorization.
The management report is attached for reference.
FINANCIAL REPORT
Jamey Wimble reported that Cooperative is looking at about a
$220,000 net operating income loss for 2005-06.
Mary Schramke commended Jamey for limiting the
losses to the extent possible given the poor snow conditions this past
season.
The financial report is attached for reference.
ANNUAL CAPITAL PLAN
Management proposed capital expenditures for the Starks nest
roof/deck, IT needs and an electrical upgrade.
The Starks nest roof/deck expense of $5,500.00 has been covered by a
grant from the Stark Mountain Foundation.
The electrical upgrade is scheduled to begin in August and will entail
burying of all power lines in the base area and the installation of new
transformers behind the Rental and Repair
Building and Lift 2 shack.. This upgrade will
improve the esthetics of the base area, result in a significant saving in
required annual maintenance activities and will eliminate the risk of the power
lines coming down in the base area.
Upon motion duly made by Steve Mackenzie and seconded by
Bill Reynolds it was unanimously
VOTED: To approve Tier 1 capitol expenditures of
$91,817.00.
ANNUAL BUDGET AND TICKETING
Jamey Wimble presented management’s annual budget and
proposal for ticket prices.
Upon motion duly made by Jed Kalkstein and seconded by
Geordie Hall it was unanimously
VOTED: To approve management’s
proposal for ticket and season pass pricing
There was extensive discussion of management’s proposal to
implement a reduced rate mid-week ticket for shareholders, Vermont residents and students.
Upon motion duly made by Steve Mackenzie and seconded by
Geordie Hall it was
VOTED:
To give management the authority to implement a reduced rate mid-week
ticket.
This motion passed by a 6-3 margin with trustees Jay
Appleton, Paul Finnerty, Jed Kalkstein, Steve
Mackenzie, Bill Reynolds, Geordie Hall, voting for the motion and trustees Mary
Schramke, Rick Moulton and Eric Schoenholz
voting against.
Upon motion duly made by Eric Shoenholz
and seconded by Mary Schramke it was unanimously
VOTED: To approve
the 2006-07 budget as proposed.
SINGLE CHAIR CAMPAIGN UPDATE
Geordie Hall gave an update on the status of the Single
Chair Campaign. The covenant and
memorandum of understanding (“MOU”) are currently being worked on by
Preservation Trust of Vermont’s finance committee. The goal has been set to have these two draft
documents approved by the Preservation Trust of Vermont in time for
consideration by the Mad River Board on its June 17 meeting. Jay Appleton reported that the spring edition
of the Echo includes a front page, informational article on the covenant and
the pending vote to grant it by the Board on June 17. The article invites
shareholder comment. This allows over
three weeks for any shareholder comment to be submitted. Jay Appleton thanked Eric Friedman for
getting the Echo published in a timely fashion.
COMMITTEE ASSIGNMENTS
Jay Appleton distributed a list of the committee
assignments, which was discussed by the trustees.
EXECUTIVE SESSION
Geordie Hall cited his role as a volunteer ski patroller
employee, and recused himself from the executive
session, and left the meeting at 11:50 a.m.
The board adjourned to executive session at 11:55 a.m.
The board came out of executive session at 12:25 p.m.
Upon motion duly made by Rick Moulton and seconded by Bill
Reynolds it was unanimously
VOTED:
To approve the President’s compensation package as discussed in
executive session.
ADJOURNMENT
There being no further business to come before the board,
the meeting adjourned at 12:25 p.m.
Respectfully submitted, William B. Reynolds
A true record
Attest:
_________________________________
William B. Reynolds, Secretary
Attachements
a. Management Report
