Single Chair Finance Committee
April 8, 2005
The Single Chair Finance Committee (“SCFC”) has been formed as a temporary subcommittee of the Mad River Glen Co-operative board of trustees.The SCFC mission is to develop and recommend to the Co-operative board of trustees (“the board”) a plan for raising the capital required to rebuild Mad River’s Single Chair (“the Single rebuild”).The SCFC will also undertake other tasks related to the financial aspects of the Single rebuild, such as fundraising and/or participating in negotiations, as may be requested by the board.
The scope of the SCFC will be limited to the development of a Single rebuild financing plan and other financial aspects of that project that may be requested by the board.The SCFC scope will not include lift design, ticket pricing, timing of construction, or other aspects of the Co-op’s business.The SCFC will utilize the Co-op strategic plan (revised November 2004) and assumptions provided by the board as the basis for its work.
The SCFC will have at least 5 and not more than 7 permanent voting members, including two members who are trustees of the Co-op.Permanent voting members will be approved by the board.The number of permanent voting members of the SCFC may be increased with the approval of the board.Permanent voting members of the SCFC will be selected from Co-op shareholders based on fundraising and financial expertise.
It is expected that the SCFC will meet at least monthly and that the majority of meetings will be held via by teleconference.
SCFC meetings will be open to all shareholders.Shareholder participation will be encouraged but may be limited from time to time so that the agenda and goals of the SCFC can be met.However, because the work of the SCFC will relate to ongoing negotiations and financial plans of the Co-op, the SCFC will hold Executive Sessions that will include only permanent voting members.Executive Session can be declared by any two members of the SCFC.Co-op shareholders will be provided with reasonable advanced notice of meetings, however, Executive Sessions may be held in emergency situations without advanced notice.
The SCFC will inform the boards regularly of its progress.
Minutes of meetings of the SCFC will be prepared promptly and approved by the board before they are presented publicly.
SCFC permanent voting members and shareholder participations must:
<![if !supportLists]>1. <![endif]>Recognize and respect the need for confidentiality of Executive Session discussions;
<![if !supportLists]>2. <![endif]>Disclose and recuse themselves from potential conflicts of interest; and
<![if !supportLists]>3. <![endif]>Recognize that they cannot act on behalf of the Co-op, or present themselves as representatives of the Co-op, without the expressed written consent of the board.
Members can be removed for violation of these rules or as determined by the board.