SGP Board of Directors
Meeting Minutes
Tuesday, August 28, 2012
12:00 P.M.-3:00 P.M.
Location: SEDA-COG, 201 Furnace Road, Lewisburg, PA
Participants: Board Chair, Jerry Walls; Vice-Chair, Dee Alwine; Wayne Kober; Liz Garland-Deardorff; Susan Browning;
Marty Walzer; Teri MacBride; Suzanne Lee; Trish Carothers; Erin Pierce; Bridget Kane
RLO and Other Participants: Janie French, Tom Grbenick, Kate Bailor, Diane Kripas, Timm Moyer
Quorum Present: Yes
Administrative Items
Meeting is called to order at 12:33pm by J. Walls
1. Introduction of Guests/Prospective Board Members
a. Trish introduces Timm Moyer of MoJo Active of Watsontown. MoJo Active had submitted a proposal
to SGP for website design last year. Timm has been working in web work and communications in
the area for 22 years and the area is important to him and sees SGP as a worthwhile endeavor. As
a small business one of the barriers is to recruit new talent to live and work in the area. Part of
that package is the natural resources and the outdoors and Timm thinks anything we can do to
enhance that will make the area more appealing to talent needed to grow small companies. Trish
discusses the need for strong communications and social media and marketing component for SGP.
Jerry sees the need for emphasis on social media to reach people interested in the area. Board
introductions follow.
b. Janie discusses Peter Smith’s bio and describes him as a life-long resident of Clearfield, who lives in
the Greenway and has been involved with various community enhancement activities including the
Clearfield-Grampian Rail-Trail, scouts, fundraising, and past board experience. He is also an avid
outdoorsman and paddler.
2.
Approval of June Conference Call Meeting Minutes
a. Motion by Marty Walzer, second by Wayne Kober. Motion is carried unanimously.
3.
Treasurer’s Report
a. 2011-12 Year End Financials
i. Walzer, the Treasurer, recommends approval of the 2011-12 year-end budget vs. actual
financial statement, and recommends review or audit by an outside accounting firm.
ii. Motion by Marty Walzer to approve the budget, second by Dee Alwine, motion is carried
unanimously.
iii. There is discussion that SGP is living within it means and we are not anticipating the use
of the funds included in the strategic reserve. This suggests SGP is moving toward
responsible financial management and the Board needs to double efforts to assist with
fundraising and annual giving.
b. Amended 2012-13 Budget
i. Trish has amended the budget that was approved on June 26, 2012 to reflect the award
of a $25,000 grant from the Chesapeake Bay Commission. Since that meeting we learned
that Amy Davis was moving to another SEDA-COG business effective August 1, 2012.
Marty Walzer, the Treasurer, recommends approval by the Board of the FY 2012-13
Amended Budget as presented.
ii. There is discussion of some line items including increasing costs of computer, telephone,
and space which have increased. There is brief discussion of SGP acting as a pass-through
for Jersey Shore Public Access project and this restricted fund which accepts donations to
this project under the SGP 501c3. $7,500 of this fund will cover SGP rendering and
fundraising costs in agreement with the Borough of Jersey Shore. There is discussion of
fundraising liability of duty and the understanding that this is very small and that SGPs
insurance covers said liabilities.
iii. Motion by Marty Walzer to approve the amended budget, second by Susan Browning,
motion is carried unanimously.
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iv.
v.
4.
Chairman moves to recognize the excellent work and candid advice from Kate Bailor that
has helped SGP get its financial footing over the years.
Motion for recognition by Teri MacBride, second by Dee Alwine, motion carried
unanimously.
Program Assistant Position Opening
a. The amended budget reflects changes in personnel and associated costs. Trish, Jerry and Marty
have met with our accountant, Larson, Kellett & Associates to discuss separating SGP bookkeeping
from SEDA-COG. Trish and Marty are recommending hiring a Program Assistant to replace Amy
that can assist with bookkeeping and paying an accountant to set up SGP’s books in QuickBooks
for NonProfits.
b. Motion by Suzanne Lee to separate bookkeeping and move forward with the Larson, Kellett &
Associates proposal, second by Dee Alwine, motion is carried unanimously.
c.
d.
e.
f.
g.
h.
Trish Carothers recommends hiring a Program Assistant on a part-time basis that can take over
some of the bookkeeping and grant administration from Kate Bailor who is retiring in October. The
contract will be negotiated by Trish for approval by the Executive Committee or Board Chair.
Amount of contract will not exceed $14,000. See Program Assistant Position Description.
There is discussion to resolve slight edits to the job description in a few places.
Motion by Dee. Alwine to approve the job description, second by S. Browning, motion is carried
unanimously.
Trish recommends that grant funding from the Chesapeake Bay Commission and Chesapeake Bay
Trust Capacity Building Grant be used to contract for a part-time River Towns Coordinator
position. A position description will be drafted by Trish for approval by the Executive Committee or
Board Chair. Amount of contract will not exceed $10,000.
Motion by Susan Browning to approve moving forward to contract with a river towns coordinator,
second by Wayne Kober, motion is carried unanimously.
Discussion of the funds available for this position and prospective work hours. Trish will prepare a
description for the Executive Committee which will address this as well as responsibilities.
5.
Memorandum of Agreement with SEDA-COG
a. Chair moves to recommend approval of the MOA with SEDA-COG for staffing services, space and
associated services. Motion by Dee Alwine, second by Suzanne Lee, motion carries unanimously.
b. Discussion of the MOA addresses the choice to keep this a single year vs. multi-year agreement. A
vote via email on MOAs like this could be used in the future.
6.
Formation of Ad-hoc Committee for Strategic Planning and Capacity Building
a. The Board Chair would like to thank the following Board Members for agreeing to serve on
Strategic Planning Committee: Dee Alwine, Marel Raub, Wayne Kober, Marty Walzer, Jerry Walls,
and Suzanne Lee. In the past RLOs were in attendance to provide perspective, however Janie
suggests the board consider RLO involvement. There is discussion that the Strategic Planning
Committee should consider RLO and funder involvement at their next conference call and inform
the Board of their decision. The Committee will also look into hiring a facilitator.
b. Chair appoints Dee Alwine to chair the Strategic Planning Committee.
c. The Board discusses setting a date for the Strategic Planning Retreat, Tuesday, October 23, 2012
7.
Change in RLO Meetings and Participation in Board Meetings
a. Chair tables this topic due to meeting time limitations
Standing Committee Reports/Follow-up Action
1. Governance Committee
a. Expiring Board Member Terms and Reappointment of Board members
i. Chair moves to reappoint the following Board Members: Dee Alwine, Susan Browning,
Teri MacBride, Marel Raub, and Jerry Walls.
ii. Motion to reappoint by Suzanne Lee, second by Marty Walzer, motion is carried
unanimously
iii. Discussion of those leaving the Board: Dan Jones and Mike Lombardo due to term
expiration. No action needed from the Board.
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b.
c.
d.
Motion by Suzanne Lee to appoint New Board Member Prospects-Timm Moyer and Peter Smith to
the board, second by Liz Garland-Deardorff motion carried unanimously
Election of Officers
i. Chair – Jerry Walls
ii. Vice Chair – Dee Alwine
iii. Secretary - Susan Browning
iv. Treasurer – Marty Walzer
v. Nominations are open from the floor for these offices. There are no floor nominations.
vi. Motion by Teri MacBride to elect these officers, second by Wayne Kober, motion is carried
unanimously.
vii. Discussion includes length of terms of these positions. Term for officer positions is one
year for up to three consecutive three-year terms as limited by Board terms.
Board Development Needs
i. Discussion includes what the Chesapeake Trust consultant’s assessment said of the Board.
The report stated that the Board needed more structure in terms of committee work and
that organizational structure of SGP is stretched across 22 counties which has unique
challenges for the Board. Regarding Board development, where is training or education
needed? Dee suggests Members think about development needs and send these to Trish,
Dee and Jerry.
2.
Policy Committee
a. SRBC Low Flow Protection Policy
i. Discussion includes SGP issuing letter of approval for the new methods of approval that
are seasonally determined rather than annually determined flow levels, as well as other
suggestions. The letter will not be included on the public comments, as this date for
submission has already passed, however the letter could be accepted in time before the
SRBC’s December meeting where SRBC will compile comments and revisions. There is
discussion of the parties involved in the initial comments including the Nature
Conservancy, American Rivers, Sierra Club and the Lower Susquehanna Riverkeeper.
Discussion also includes what the proposed SRBC policy could mean for the river. No
action is needed today, however SGP Board should be ready to review and accept a
motion on this issue at the next meeting. There is discussion of how issues are
determined to be relevant to the goals and mission of SGP.
ii. There is discussion of the SGP Board process of commenting on policy or other issues.
This issue should be reviewed at the Strategic Planning Retreat.
iii. There is discussion of including SRBC in more SGP communications and getting this entity
involved in more SGP issues. Possibly including SRBC in an advisory role could be helpful
considering SGP’s limited staff capacity to follow issues all along the Susquehanna River.
3.
Development/Outreach Committee Report
a. Suzanne describes great strides last year for the example of Board giving as well as corporate
solicitation meetings. Describes that Board members should consider acting as “door-openers” and
don’t necessarily need to ask for solicitations. These are aggressive goals and we do not have the
prospects identified to reach these goals, and Board can have a strong role.
b. Trish wants to acknowledge and thank Jerry and Joy’s annual gift that kicks off the year for Board
giving. Chair suggests that the importance is not how much Board Members give, but that 100% of
the Board is giving which shows level of engagement and leadership by the organization.
c. Corporate Campaign/Collaborative Fundraising Initiatives
i. Chair reports many corporate meetings and provides details on the meetings regarding
Jersey Shore Public Access and mentions many gifts that have been made. Chair sees this
benefiting not only the project, but it raises the profile of SGP and gets the name out
there. There is discussion of this aggressive fundraising goal which is needed for
fundraising dollars but also to balance the budget. Fundraising discussion follows
regarding types of donors and geography of donors. Comments should be taken into
Strategic Planning meeting.
New Business/Program Updates
1. SGP Mini-Grant Program
a. Trish provides a summary of applications and the grant program. See attached applications
b. Chair lists Trish Carothers, Wes Fahringer, Julie Fitspatrick, Suzanne Lee, and Kara Seesholtz to the
selection committee. Alex McDonald is also included in an advisory role on this committee. The
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c.
committee will have a recommendation for the Board by the September meeting. Thus, the Board
will be insulated from selection. Geographic diversity is not a selection criterion. Criteria are
patterned off DCNR program and South Mountain’s mini-grant program. Diane discusses the minigrant program state-wide.
Motion to accept this process by Terri McBride, second by Liz Garland-Deardorff, motion carries
unanimously.
2.
Website Updates
a. Erin provides brief updates on the summer work regarding the website and shares the Planning
and Funding pages as resources to share with Greenway partners and communities. Additions or
edits for the website should be sent to Erin.
3.
Collaborative Initiatives with Design and Engineering Firms
a. Delta Development Proposal
i. Delta has offered $30,000 of in-kind services and have invited SGP to get other competing
firms to match that offer. Discussion has included a future meeting with all firms to
determine how they could help advance SGP projects fairly. Discussion of additional firms
includes Dennis Walker, Larson Design, Gannet-Fleming, McCormick-Taylor, Parsons
Brinker Hoff, and many others could be had from transportation planners and the state
engineering and design association. The intent is to identify the services that individual
firms can bring to SGP in-kind and get community projects to a point of readiness for
funding.
4.
Envision Susquehanna Collaborative Initiative
a. SGP was a lead applicant for the Historic Connecting trail and Jerry and Trish took part in initial
planning meeting for core working group for this new initiative. Another meeting will follow in late
October. “Envision the James” is a model for this program. That program has been a collaborative
fundraising effort. Commitment by SGP to undertake a new effort would depend on monies being
available to undertake that involvement and discussion ensues regarding this opportunity and the
role of SGP. Discussion that SGP will not get involved in anything that over-tasked and
underfunded.
5.
Hepburn Street Parking Lot, Williamsport
a. Jerry reviews the Hepburn Street area that the Rail Authority is looking for another entity to take
as a long-term lease or deeded parcel for activities connected with the RiverWalk. The rail
authority with PennDOT will construct a new rail crossing project. It is currently very dangerous
and will be improved for safety and public access. See the handout. Blue line shows a future fence
to be installed at Rail-Authority’s expense. Rail Authority must limit their liability and exposure by
improvements. Discussion of green infrastructure improvements at this location. The Rail-Authority
will not be completing any of this infrastructure, but the plan is not yet complete. Janie suggests
planting the fence with greenery as one option or a start to greening the area. Discussion ensues
of green infrastructure options and paving. The lot will not be paved, but the new crossing will be
paved. People are using this lot for parking for the RiverWalk now. SGP declined to take ownership
for the lot, but brought the county and the city together to discuss ownership and maintenance.
Action Items
For Trish
1. Trish will send out dates for all Board Meetings and a Doodle poll for Planning Retreat on
October 23, 2012
2. Trish will send a reminder for input into Board development needs and responses should be
sent to Dee, Jerry, and Trish
Meeting Adjourned at: 3:51pm
Next Meeting: September 25, 2012, 3:30pm, conference call
Minutes Prepared By: Erin Pierce, Program Coordinator
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