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Mad River Glen Cooperative

Board of Trustees Meeting

Minutes – Saturday, November 13, 2010

 

After due notice, a meeting of the Board of Trustees of the Mad River Glen Cooperative was convened at 8:00 a.m. on Saturday, November 13, 2010 on the third floor of the Basebox at Mad River Glen Ski Area (“MRG”) in Fayston, Vermont.

 

Trustee

Attendance

Trustee

Attendance

Bruns (Chair)

Present

Lange

Present

Elkind (Vice-Chair)

Present

Liu (Treasurer)

Phone-in

Godwin (Secretary)

Present

Lesure

Present

Hall

Present

Stetson

Present

Jondro

Absent

 

 

 

Also present were President Jamey Wimble and one observer.

 

8:02 Call to Order

 

Trustee Bruns (Chair) called the meeting to order at 8:02 a.m.

 

8:03 Shareholder Comments (SHC’s)

 

None (no SH’s present at the time)

 

8:05 Approval of Minutes

 

Motion

Made by

2nd by

Aye

Nay

Absent

Abstain

To adopt the minutes of September 11, 2010

Trustee Elkind

Trustee Stetson

7

0

1

Trustee Bruns

 

Motion

Made by

2nd by

Aye

Nay

Absent

To amend the minutes of July 10, 2010 to clarify SH Freedman’s comments

Trustee Hall

Trustee Godwin

8

0

1

 


8:08 AM Management Report

 

Operations

 

Negotiations with Verizon for a cell antenna are still ongoing; we just need to work out the logistics as we already have one site in that building. This would not come on line until next summer.

 

The Vermont Tramway Board is looking at how they calculate lift registration dues. Currently dues are based on total linear feet of an area’s lifts. The proposed new method would be based on what type of lifts an area has (i.e. detached, fixed-grip, etc.). This would help us on registration costs as our lifts are not as technically complex and are of lower capacity than those at most other areas and require less of the inspector’s time. This is still very new and it may be a while before we see a change.

 

Capital:

 

The Basebox water system has received a major upgrade and is ready for the ski season. The total cost of this was about $17,000 and included all new pressure tanks, chlorination system, and many electrical and piping upgrades.

 

The October trail crew finished up its mountain improvements thanks in large part to a grant from Stark Mountain Foundation (SMF). Brush cutting and trail edge work was done on Fall Line, Chute, Lynx, Glade, and Gazelle. The slide area near the top of Paradise was also repaired. The Board thanked SMF and the trail crew for this endeavor.

 

Preseason:

 

Preseason numbers are good. Passes and services are up and overall preseason sales revenues are up as well. President Wimble also noted that Mad Cards (MC’s) can still be purchased until December 15 and that the numbers across the state are similar to ours (according to VSAA). Trustee Bruns asked if we could start correlating the breakage from one season to the MC sales in the next season; this should be possible. Trustee Elkind wondered if it would be possible to find out from new MC buyers how/why they came to us so we can see what draws people to MRG.

 

Share Sales:

 

Share sales are off to a great start. We sold eight shares during the month of October compared to a target of four, but some of those had been in the works for a while and finally came through. There are eight shares on the list to be tendered for FYE 2010. The decision as to whether to approve these will be made by the Board upon review of the audit.

 

Financials:

 

October financials are good, as preseason numbers have indicated. Expenses are low but much of that is due to timing; some expenses will “catch up” in the next month or so. At the end of October we were in a good cash position for the Co-op. We are ahead of last year as of right now.

The audit will be in hand within the week; there will be a Finance Committee (FC) meeting in early December regarding the audit and a presentation will be ready for the Board meeting on December 11.

 

8:29 AM Committee Reports

Finance Committee (FIC) (Trustee Liu)

 

Trustee Liu reiterated that there is a lag on some expenses, which is contributing to the sunny October financial statement, but that those should clear by end of November.

Trustee Lange commended President Wimble and staff for the fiscal management that enabled us to start from a solid financial position despite last season’s -20% skier days.

 

NHR Update (Trustee Bruns)

Trustee Stetson, President Wimble, Bill Reynolds, and Trustee Bruns have been working with Prof. McCullough of UVM and Britta Fenniman. Prof. McCullough has several students doing a lot of the background research necessary for filing the application. A preliminary list of contributing and noncontributing structures is forthcoming soon. The analysis will include descriptions and history of bordering properties so that recommendations can be made to owners as to whether they might wish to include their structures in the “contributing” list. SMF did provide a small stipend for Ms. Fenniman; Trustee Bruns thanked SMF on behalf of the Board. Trustee Hall clarified that no property owners would be included who did not want to be.

Trustee Lange advocated exercising caution regarding adding others in initial application; Trustee Bruns replied that Prof. McCullough recommended applying in such a way that would allow for a second phase in which some homeowners could add their properties at their discretion to the district if their buildings are significant with respect to the time period.

Trustee Elkind asked if we wanted to recognize the students in some way; the consensus was that it would be a good idea.

 

Facilities (Trustee Stetson)

 

Trustee Stetson presented a draft revision of the Mission Statement for the revived Facilities Committee (FAC). (see attachment)

The Board clarified the nature of committees. Trustee Bruns opined that it’s been five or more years that we have been discussing the need for a Facilities Master Plan (FMP) and that the timing is ideal to move forward on this.

Trustee Elkind asked if the lack of mention of budget and finances in the mission statement was intentional; Trustee Stetson replied that the facilities committee should address costs of projects but not the resources. He also noted that there was no intention of cutting management out of the process, just a clarification of who would take the lead on various endeavors. President Wimble stated that the Strategic Plan is his guide for management, and that the essence of the SP is “not to change.”

Trustee Hall recommended that the FMP brought to the Board not be a “draft” but a “recommendation.” He also wanted to make sure the FAC addressed deferred maintenance.

 

Motion

Made by

2nd by

Aye

Nay

Absent

To reactivate the Facilities Committee (with Trustee Stetson as the chair), charged with drafting a mission statement and recruiting potential SH members

Trustee Lange

Trustee Hall

8

0

1

 

The Board commended Trustee Stetson for his work on this matter.

 

 

Sustainability Offsite & Strategic Planning (Trustees Elkind and Godwin)

 

Postponed until after retreat.

 

Volunteerism (Trustee Lesure)

 

No new projects are “on the radar” at this time; the committee will look at future projects starting in December. Trustee Bruns noted that having someone on-site managing the effort of volunteers might need to be a separate job from the off-site pre-event coordinator.

 

Environmental Sustainability Committee (ESC) - Trustee Elkind

 

Nothing to report at this time. Trustee Elkind posited that this committee might end up being absorbed by a revived FAC.

 

Executive Committee (EC)

 

Took no action.

 

9:10 AM Action Item Review (Godwin)

 

Discussion ensued about delay on website updates and rollout. Multiple offers were made regarding beta-testing the website.

 

See below for updated Action Item list.

 

9:23 AM Retreat Planning

 

Trustee Elkind passed out a revised agenda and noted that he would be happy to take comments after the meeting regarding the agenda. He emphasized that we need to come to the meeting knowing the governance models and having thought about their implications for MRG. It is not meant to be an education session. Trustee Hall stated how heartening it was to see the forward-thinking happening. Trustee Godwin commended Trustee Elkind for doing most of the pre-retreat prep.

 

It was clarified that the retreat is not a “warned” meeting as we are not taking any action on behalf of the Co-op - it’s an internal discussion only.

 

9:52 AM New Business

 

Trustee Godwin asked if a date was firmly set for the board “meet-and-greet” with departments; it is set for December 18 at 5 pm, assuming the mountain is open.

 

Items to note: December meeting will likely include NHR information with no action; action on FAC.

 

Note that the March meeting will be on the first Saturday of March (March 5) due to Tele Fest.

 

10:00 AM Adjourn

 

 

Motion

Made by

2nd by

Aye

Nay

Absent

To adjourn.

Trustee Lange

Trustee Godwin

8

0

1

 

 

Action Item (Responsible Party)

STATUS

Once volunteer effort is a bit more organized, resurrect Volunteers page on Coop web site (President Wimble)

Will happen in May. In process.Waiting for Oct 15 rollout of new site. Update: “very do-able” as per Wes by December 1. Pending Wes.

Adjust CoopBoard@Madriverglen.com so that it goes only to board members without a moderator. (President Wimble)

JW clarified that we want all nine to get that.In progress – 9/18 completion date?

Completed.

Clarify what surveys need to be done of SH’s and day skiers, by whom, and how. (Trustees Jondro and Godwin)

In progress.

Interface regarding feasibility studies for green improvements w.r.t. heating (Trustees Stetson Elkind)

New item. In progress (at no cost to MRG).

Completed.

Talk with Alan Moats about prior history of Board governance. (Trustee Bruns)

Completed.

Seek out materials regarding prior governance of Board. (Trustees Hall and Jondro)

Completed. (Trustee Elkind)

Prepare for Strategic Plan review. (Trustees Elkind and Godwin)

Deferred until after retreat.

Remind people to give input on S.P. (Trustee Elkind)

Deferred until after retreat.

Recruit for Facilities Committee. (Trustee Stetson)

In progress.

Sending an email to recruit potential new members of the Board. (Trustee Lange)

In progress.

 

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