JANUARY 2022 BOARD MEETING MINUTES

Mar 1

Written By Christopher Currington

January Monthly Board Meeting

Jan. 19, 2022

APPROVED Minutes

1. Call to Order + Opening Remarks

The meeting was conducted via Zoom.

Board Members present included: Jim Dallas, President; Michael Pastore, President-Elect; Debby Brown, Treasurer; Chris Currington, Secretary; Neil Putz, Past President; Nancy Kelly; Margi Koors; Nancy Lambert; Karen Moske; Billy Tomber; and Gary Toribio.

General Membership member John Haas asked to and joined the Zoom call.

Jim Dallas, President, called the meeting to order at 7:04 p.m. and welcomed everyone.

2. Audit Review and Approval of Tax Return

Jim Dallas referenced three documents he sent to the board: 1) Audit Letter; 2) Financial Statement for fiscal year 2021; and 3) Draft 2020 tax return as of Jan. 3, 2022.

Debby Brown, Michael Pastore, and Jim have been working with Linda Howdeshell (CPA, auditor) over the past few months to get the taxes and audit completed. Part of the process is to have Linda at one of the Board meetings.

Linda introduced herself to the Board and said she has over 30 years experience working with nonprofits. She appreciates the help from Debby, Michael, and Jim; they’ve provided a lot of information. Linda is required to communicate to those governing nonprofits. According to generally acceptable accounting guidelines, Linda is required to provide her professional opinion and make sure any questions are answered. Some items in the audit are subject to change, such as functional expense calculations, and depreciable assets are provided as estimates.

Linda shared her screen and went over the audited financial statements for SRG.

Gary Toribio asked about the different levels of an audit. Linda explained that an audit has an opinion, whereas there are other engagements (reviews and compilations) that are less extensive and expensive. The audit is the highest level of financial review.

Linda said that there are variances in June 30, 2021, and June 30, 2020, and cash and cash equivalents decreased due to COVID-19, which will be a recurring theme. Looking at the balance sheet, assets vs. current liabilities, there’s a very strong ratio of 35:1 (not all nonprofits have a positive ratio), and this is a sign of a strong financial statement.

Under net assets, Linda could have put one line with ~$197,000, but she broke out what is invested in capital assets (personal property and equipment not liquid), and what is left for operations in ~$68,000, and this is a good number to put on financial statements. Nonprofits are required to show what they have available in reserve.

Referencing the Statement of Activities, in the for-profit world, this is the income statement. 2021 was a touchy year for SRG, with a net loss of ~$29,000. Because of strong assets, this loss didn’t hurt SRG too much.

As for Statement of Cash Flows, one item had a net change in cash and cash equivalents from operating activities. These financials align with GAAP on an accrual basis. From operations on a cash basis, there was a loss of ~$23,000 (due to canceling events because of COVID, which is a perfect explanation).

Referencing the Statement of Functional Expenses, Linda said this is a required schedule covering management and general supporting services. There isn’t anything concerning about this—watchdog agencies look at certain aspects here. However, in Linda’s recommendations, she’s suggesting that instead of calling some special events fundraisers, they should be referred to as programs (i.e., Parlour Tour can be a program, and the Soulard Summer Concert Series can be a program).

As for Disclosures, Linda said these are simply boilerplate and required. But there is the reserve that Linda went over on the last page. SRG is supposed to disclose its policy on liquidity, but it doesn’t have one. Linda has provided a bare minimum disclosure to meet the requirement. SRG has a reserve of at least three months cash-on-hand. Since SRG isn’t going to granters and fundraisers, it doesn’t really matter that we have such a large reserve. SRG has about a year and a half of reserves, and if we want to change this, Linda recommends not saying a year and a half in reserves, because if it dips below, SRG could be held responsible. Karen Moske asked about a three-month provision, and should the language have a caveat that SRG strives to keep a reserve of three months. Linda said that was a good idea. Jim said Linda would cover this in the recommendations.

Gary Toribio had a question about the page that Linda was projecting. This showed land and building at $54,000, and leasehold improvements at $148,000. Linda said these numbers are taken from a trial balance, and while it’s hard after all these years, she would say the value of the building is $200,000, or more. Gary said that Linda was basically saying the building (Soulard Station), as it is today, is worth $200,000. Linda confirmed this, unless SRG has an appraiser for the building, but she’s not advocating that. These are the numbers on the books, and they’re close to numbers today. Linda thinks these are historical values recorded on the financials and pretty reasonable.

Jim asked if it made sense to approve the financial statements (the letter doesn’t have to be approved by the board).

Debby Brown made the motion to approve the financial statements. Gary Toribio seconded.

Jim asked if there was any further discussion. Not hearing any, Jim asked for the vote on the motion.

All voted in favor. No votes opposed it.

The motion to accept the financial statements was approved.

Linda turned attention to the Recommendation Letter and asked if there were any questions. Jim said that, on the second page, there are 10 accounting policies and procedures, and said that later in the agenda (if time permits) he wanted to highlight the record-retention policy and reserve-and-liquidity policy. Those should be the first that are tackled. There are others that Linda is recommending be put into the Policy & Procedures Manual or create a separate manual for them.

Gary asked Linda if she has any examples of policies she mentioned in the letter that SRG could get a copy of, and then those could be adjusted to our needs. Linda confirmed this and said she has already emailed some policies. Jim confirmed that Linda has sent some samples to start building from. Linda then confirmed that the Board doesn’t need to vote on the recommendations; they’re examples of best practices and it’s up to us to determine how they fit in the SRG organization.

Jim said that the next steps are—now that we’ve approved the audit and tax prep—Linda can finish the Tax Form 990 for 2020 and submit it. This has been reviewed by Debby, Michael, and Jim, and they relied on Debby to review it for accuracy. Jim said he would like Linda to proceed and file the tax form for SRG.

Gary asked if the Board needed a motion to approve filing the tax form. Jim said we do need it and he was hoping this would happen during this meeting, but if anyone needs more time to review, this motion and vote could be managed via email or next month’s Board Meeting.

Michael Pastore made the motion that the Board approve the settlement papers as prepared by the CPA and accept them into the record. Karen Moske seconded.

Jim asked if there was any discussion about the Form 990. Gary said the only thing he wanted to make sure of is that the tax form runs through June 2021, but it’s for the tax year 2020. Linda said the tax form is for the period of July 1, 2020, to June 30, 2021. Gary asked if the return is for FY2020 or FY2021. Linda said the tax returns for 2021 aren’t out yet, so she can’t prepare that yet.

Jim asked if everyone was in favor of accepting the tax form that Linda has prepared for SRG.

The vote was taken.

All voted in favor. No votes opposed it.

The motion to accept the tax form passed.

Jim thanked Linda and said it has been great working with her.

3. Request from the Owner of the Island

Jim Dallas said that he had invited Jason Stump, owner of The Island, to join the Zoom call to discuss his plans for a chicken carry-out restaurant. The Board received Jason’s request for the restaurant, and Jim has shown the drawings to Jay Gibbs, Chair of SRG’s PRT Committee. Jim advised Jason that if he moves forward with the walk-up window and anything that affects the outside of the building, he should talk with Jay and include him in the process. The plans were also forwarded to the Board ahead of this meeting. Now was the chance for the Board to listen to Jason’s ideas for the space.

Jason said he’s met Jim, who shared the nice comments from the Board, and thanked everybody. Jason has lived in Soulard for 12 years (10 as a renter). He bought the building that has The Island two years ago. He’s fully invested in and loves Soulard, and everything the neighborhood has to offer. The Island will be 10 years old this year. The building Jason bought is at 1007 and 1009 Russel Blvd. It also includes the parking lot to the right. The building itself has 17 leased spaces. When you drive down Russell, there’s a lot more to the building than The Island.

Jason is looking to do a new venture—called Fiesta Chicken. It will be located next door to The Island, they will be two separate venues. Jason would like to put the ice cream from The Island over in Fiesta Chicken, with the walk-up window. This will be more convenient than waiting in line for the ice cream at The Island.

As for Fiesta Chicken’s menu, Jason is looking at pressure cooked chicken, macaroni and cheese, other chickens, Cole slaw, mashed potatoes and gravy—food that feeds families and individuals. There will also be appetizers for people who want simple apps—fries, toasted ravioli, fried mushrooms, etc.

Food can be ordered over the phone, online, or by walking in. Jason is looking to have a simple menu, but good and fast—an “in-and-out” kind of place. Jason asked if there were any questions.

Margi Koors asked about the ice cream and if it would be regular hard ice cream by scoop or soft serve. Jason said it would be soft serve.

Neil Putz said that he’s one of the Soulard residents who live in the business portion corridor of Russell, Allen, and Geyer, and that he’d love to see Jason be successful. However, the price here is waste management—what happens with cups, lids, straws and wrapping materials. Neil asked what incentives Jason would have to encourage customers to use trash receptacles. Jason said that trash is one of his pet peeves. If anyone comes to The Island, they will see Jason and his employees picking up trash all the time, whether it’s from The Island or not. Jason and his employees pick up trash two to three times a day. There are two trash receptacles outside of The Island, so Jason is definitely on top of this.

Margi Koors asked if Jason proposes to have people staying and eating outside at tables, or strictly picking up food and leaving. Jason said Fiesta Chicken will be strictly pick up and go (similar to Joanie’s To Go).

Billy Tomber asked if Fiesta Chicken will need a liquor license. Jason said the liquor license will stay the same for The Island; Fiesta Chicken will not have a liquor license and it won’t sell liquor on that side. Jason acknowledged that there were questions about him handing liquor out through the pick-up window. He won’t be doing this.

Jason has also acquired the 15-minute parking spots for quick in and out. Gary asked how many. Jason said three. Gary asked if this helps keep cars moving from outside The Island. Jason said it does. And that, for The Island, there’s a guy at the door to keep people moving along.

Jim said that he would connect Jason to Jay Gibbs so he can review the designs; this will be integral to getting anything approved by the Cultural Resource Office.

Gary said he had an additional question. Looking at Google Maps last summer, there are a lot of temporary banners on the front and side of the building. City ordinances don’t allow them to be up more than 90 days. Gary asked Jason if he would take some action to rectify this. Jason said he would take them down. Currently, the building is being tuckpointed and he’ll take the banners down.

Jim thanked Jason for being on the Zoom call.

4. Minutes of the Previous Monthly Board Meeting

Chris Currington said that he had sent the link to the draft of the December Board Meeting to the Board the week previous to this meeting. Since then, there were some small additions made to the draft on Google Docs. Chris then asked if there was a motion to accept the draft of the December Board Meeting minutes as final.

Margi Koors made the motion to accept the draft of the December Board Meeting minutes as final. Karen Moske seconded. Jim asked if there was any discussion. There wasn’t any.

The vote was taken.

All voted in favor. No votes opposed it.

The motion to accept the draft of the December Board Meeting as final passed.

5. Financial Report

Debby Brown, Treasurer, said that she had run the Profit & Loss (P&L) statement through Jan. 17, and the total for the six months into the fiscal year for gross profit/revenue is ~$57,000. Jim and Debby talked previously, and some of that includes income booked for Smarty Gras, but that event has been postponed until April. If the event doesn’t happen, then $1,700 will need to be refunded. Net income is ~$24,000, with a cash balance of ~$94,000. Jim said that the cash balance is very strong, and this will be discussed later in the agenda.

Jim also said that, since it was the end of the quarter, he wanted to post the financials through Dec. 31, 2021, to the website. Debby said that she would prioritize reconciling the statements so Jim could post them to the website. Michael Pastore asked if there would be a need for a motion to approve the financials before posting them. Jim said he would check into what was done previously.

6. Mardi Gras Update

Michael Pastore asked if the Board could receive an update about where Mardi Gras, Inc. (MGI) is heading with Mardi Gras this year. There are three SRG Board Members (Nancy Lambert, Gary Toribio, and Billy Tomber) who also serve on the board of MGI. Nancy Lambert said that she and Gary had spoken with Tim Lorson, MGI Executive Director, that day.

The Family Winter Carnival has been canceled. MGI is being extremely cautious and working with the city and staying within CDC guidelines. Nancy L. said she’s comfortable with that, and that we were on board with canceling the Family Winter Carnival. They are trying to maintain some of it, such as schools participating in the Shoe Box Float contest. For this, students submit pictures of the Shoe Box Floats, and there are prizes for the top 1st, 2nd, and 3rd place winners, but there are also participation prizes, too.

Gary said that the bottom line for Mardi Gras and activities is that the COVID situation with the omicron variant makes everything uncertain right now, but they’re looking at the situation weekly. MGI works with the Mayor’s Office and the city departments, as well as following recommendations. Gary said that for any planned events, MGI is sticking with the fully vaccinated/negative COVID test requirements. MGI has all of their sponsors lined up, and they’re back to their pre-COVID sponsorship levels. MGI is financially sound for this Mardi Gras season. None of the sponsors are talking about pulling out, but of course, they’re looking for things to be safe. There’s been some coordination with Purina and the Pet Parade, but they’re uncertain if things will need to change, especially if the spike in omicron continues.

In terms of crowd sizes, that’s hard to predict as well. Ticket sales are strong and near the point of pre-COVID Mardi Gras. Bonita Leiber is still working to participate in the Grand Parade this year, and at this point, she feels it’s going to be a great parade and go well.

Nancy L. confirmed that Mardi Gras is just day-to-day and paying attention to when decisions need to be made.

Michael said that he appreciated all that MGI has done and will do, and that some events are easier to cancel than others. As for the Grand Parade, is there a sense of a certain day that any decisions will be made? Gary said that the approach is MGI is coordinating with the city, and the city hasn’t made any closure mandates. If it does, then MGI will have to react to that and make a decision. Hopefully, the city would make the decision as early as possible, but we don’t want to push the city to make a decision to cancel. This is being coordinated with a lot of departments. Tim Lorson did say if we don’t have the parade, then there’s no Street Festival either, meaning it would be just another business day for the bars if the city allows them to remain open. MGI has been more than cautious, and it doesn’t sound like it’s received a lot of complaints, either. As of now, it’s also public knowledge that Shaq (Shaquille O’Neal) will be the DJ at Social Bar & Grill the day of the Grand Parade—but it will be limited and have participation requirements. If any SRG Board members have concerns at Social Bar & Grill and its tent, we can get some ideas together and send a letter to MGI, Jack Coatar (Alderman), and whoever else to make sure certain details are covered.

The day of the Grand Parade and Street Festival, MGI will do spot checks to make sure they are adhering to requirements on bar sizes and number of people, where the tents are set up, etc. It’s important for people to understand that any bars with satellite locations that violate MGI’s rules will lose their deposit, and then lose the right to a satellite location next year.

Nancy L. reiterated the full-vaccination and negative-COVID-test-within-72-hours requirements. Chris Currington added that the news is reporting that for the negative tests, home tests cannot be used. Nancy said that, on the Friday before the Grand Parade, MGI will inspect the tents and their locations. MGI will also be out Saturday to make sure the bars are following the rules.

There was no further discussion.

7. Nominating Committee

Jim Dallas said that he’d sent via email potential names for open SRG Board positions. The Nominating Committee has been successful in finding people for all offices except for President Elect. There may not be any competitive seats, so we may not have to run the election. Jim prepared a handout to explain the current situation. Automatically returning is Jim as Past President; Michael Pastore as President; and Nancy Lambert, Karen Moske, and Gary Toribio as odd-calendar-year directors (a phrase that will apply assuming the new bylaws are adopted prior to the election)—they will be serving for one more year. Those seats will be up for election in 2023.

For this election, Chris Currington and Debby Brown have indicated they will rerun for their positions. Assuming that by-laws passed at the next General Membership Meeting, we will then have three even calendar year directors up for election. Margi Koors has said that she’d like to run again. Also, the Nominating Committee has lined up two other potential director candidates. There is also someone interest in the President Elect position, and Neil is working on solidifying this candidate.

The goal of the Nominating Committee is to submit the list of candidates at the Feb. 2 General Membership Meeting. But at this point, we may not need to hold an electronic election as we have done the last two years, because at the moment we may not have any contested positions. Jim has chatted with Michael about when SRG would hold an electronic election (if there is one), and Michael is thinking this can be done before the April meeting. It will be partially up to ComCom and if they can get the process set up.

All candidates will be asked to fill out their bio forms. Billy Tomber said, from an historical point of view, if the slate is full and there are no competing positions, then we can just move for the formation of the Board and accept the slate by acclamation. There doesn’t need to be a vote; just accept the slate of candidates as presented. Michael asked if the slate of candidates has to be presented. Billy said yes, and someone in the room may add their name. If no one adds their name, then it would be a “fete de complete” in April; accepted and done.

Gary Toribio asked if the Board is going to plan as if the election will be at an in-person meeting in April. Jim said he wasn’t sure if the meeting will be via Zoom. If the meeting is in person, then attendees will write down their decisions on the ballet. If the meeting in April isn’t in-person, then the election will be electronic. Debby asked if it was Neil who said the electronic voting was successful. Jim confirmed that. Debby said she thinks this election should also be electronic voting. Jim said this is covered in the updated by-laws that are about to be approved. Gary asked if Jim was saying that we’re planning on an electronic vote, but if things don’t turn out bad with COVID, it would be in-person. Jim said that if we have an uncontested slate, then we’ll accept by acclamation, even if the meeting is via Zoom. But if there are any contested, then we’ll have partial in-person and partial electronic now that we have the capability. Jim plans to announce the slate at the February General Membership Meeting, and we’ll have to see if anyone puts their names forward between February and April.

8. Projected Budget/Revised Spending Priorities

Jim Dallas said that Gary Toribio requested, via email, that we discuss our current cash position, and begin to think of new and creative ways to spend down the balance (i.e., give it some thought prior to the official budgeting process.) Recall that the budget shows a spend-down of about $25,000. There was an emailed handout where Jim assessed the impact of big-ticket items that have been budgeted, and whether SRG will actually spend those amounts. Jim said he did a “what if” analysis, which showed a potential loss of ~$15,000, whereas the overall budget was a ~$25,000 loss. If the Board looks at some of the items closer, the number gets better.

Jim asked Nancy Kelly if she had been given any spending guidance from the Soulard Station Committee. Nancy K. said she had not and had sent two emails to Bonita Leiber and Laura Grace encouraging them to give an idea of the current budget and look ahead to ideas they had. Nancy K. hasn’t heard back from them.

Gary asked Nancy K. if, since sending the correspondence, she had any thoughts about what we could be considering as budget items to consider of the next month or two, and should the Board go back to something it looked at during the middle of COVID in 2020 (i.e., expanding the station or finding a facility that could meet our needs a little better). There was a working group that looked at some things and the cost of Preservation Hall, but that lost steam. John Durnell also shared plans to expand the Soulard Station from what it is now. This seems to be a prime project that we could put some substantial seed money behind to make headway, and perhaps the Board should start thinking about the working group and perhaps some goals that can be passed to the committees. Then these would be in place when the budget process starts in April or May.

Neil Putz said that, for those affiliated with government or budget planning, there’s the unfunded requirement, which means it is not an uncommon approach to subordinate organizations that have a budget (i.e., If you are given an additional $3,000, how would you spend it?). They prepare a wish list. Then, the Board of Directors would make decisions based on those recommendations. The committee recommendations could then be prioritized, and this is an equitable way to send the message to committees that the Board is open to their good ideas.

Jim suggested a two-prong approach: 1) approach the committees and ask what they are going to spend money on for the rest of the year; and 2) if they had more money, ask what they would do with it. Jim then asked if the Board Liaisons were comfortable asking the committee chairs to do this before the next Board meeting. Gary then asked if there’s a third component—resurrect the working group about facilities for SRG. Jim said that improving the Station and making changes is more of a long-term goal of the working group and doesn’t see anything coming up that SRG would spend money on in the next six months.

Gary said we could get SRG set up in the next years to have a certain amount for facilities and could go out and get matching funds for grants; approach a business in Soulard and ask if it would want to be the official sponsor of the Soulard Station or some additions there. Gary is asking to think outside the box with something substantial like was started a year or so ago and do something big.

Jim asked Michael Pastore if he had anything to add. Michael said he loved the idea of asking the committees if they had $3,000 to spend, what would it be, but he’d want to see something tangible. Michael wants to see what the committees come up with—that’s why they exist—but the approvals would have to come through the Board.

Jim thanked everyone, and said he asks the liaisons take this up with their committee chairs.

9. Pub Crawl

Jim Dallas said the pub crawl topic goes back well over a year to pre-pandemic days. At the time, the Board put together some research about how other cities and communities regulate pub crawls. There was a level of interest from the Soulard Business Association (SBA) to implement some rules, but by the time the bars started opening up again, both the SBA and Alderman Jack Coatar were reluctant to introduce new restrictions.

Recent pub crawls (with one in particular) have recaptured both the SRG’s, the SBA’s, and Jack Coatar’s attention. To Jim, this was the tipping point that was waiting to happen. Michael and Jim, along with Andrea as the Chair of the Safety Committee, have been working with SBA to make a push to put some restrictions/regulations/rules around pub crawls.

Jack has approached city counselors and “put the ball in their court” to come up with options for SRG, but they are currently overwhelmed with COVID-related problems. Jim believes it’s a good move for both SRG and SBA to press forward and work with our aldermen to at least try to bring the issue to the city council. SBA voted to send a bar crawl survey out to SBA members. SBA will keep Jim apprised of the results. Jim is hopeful that the survey will help prove to the aldermen that there is a collective will of local businesses that this is an issue that needs to be addressed.

Jim said a solution here won’t be implemented quickly. However, if SBA doesn’t help to solve the problem, then the SRG Board needs to consider going it alone with the aldermen to sponsor some rules. However, Jim’s preference is that SRG and SBA find a solution together first.

Michael said he wanted to make sure everyone understands about the school buses coming in and an outside company raping the neighborhood and taking the money. Some of the bar owners don’t want the outsider(s), and if they don’t want them, then we as a resident group shouldn’t want them either. Jim has researched other cities that have mandates and structured policies to go through the city for anyone to show up. There needs to be proof of insurance, security, and trash pickup; not just blow in and blow out. As Jim said, it’s great SRG is working with SBA right now, and most members of SBA seem willing to sit down and talk.

Billy Tomber said the bar crawl issue is also on SSBD’s radar, and the police were complaining about it as well. The “12 Bars of Charity,” by their own admission, sold 24,000 tickets for a 4-hour event (in a capacity with 3,000 at most). They knew they were selling a hazardous product, or just shy of that. The easiest thing would be to limit the number of tickets.

10. COVID and Live Meetings Protocols

Jim Dallas said that he’d like to recommend SRG continue with no live events over the next 2-3 months – or at least, no indoor live events. This should not be a problem since there are no events planned except for General Membership Meetings or Smarty Gras. There may be exceptions for committee meetings.

SRG also needs to fully reconsider protocols. At the moment, we are outside the norm whereby we don’t give people the option to attend if they show a negative test within so many hours. This has the potential to ostracize certain members of the neighborhood. We also don’t have any consistency about who checks at the door at events. We have been relying on members. Neil Putz checked at an event; Billy checked at an event. Jim said he believes we should hire a third party; we shouldn’t be relying on neighbors to police our neighbors and putting people in awkward positions. Jim said he’s not sure if organizations checking for “fully-vaccinated” know what that actually means. Karen Moske said this still means two shots, but someone doesn’t need to be boosted yet. There needs to be consistency about whatever we come up with and possibly post it on the website front and center—what the rules are—and any committees advertising for events have to comply.

Billy Tomber asked about the protocols for the committees. Jim said they’re smaller groups, and if they want to meet at the Station (for example), the Board should stress that members be fully vaccinated and wear a mask.

Neil Putz said that, for reference, he sent Jim and Michael a routine message he receives from the Fox Theater. It routinely sends updates on COVID protocols. Neil went to the Fox last month and it was specific about procedures (i.e., show on your cell phone the pictures of vaccinations and booster). Neil suggested something similar to what he sent to Jim/Neil be added to the SRG website.

Jim said the February General Membership Meeting would be held via Zoom and asked for thoughts about the committees. Jim recommended for 10 or less attendees, the meetings be held via Zoom for the next month. Michael said that should be up to the committees—to meet in person or via Zoom.

Margi Koors asked Jim if, since the February General Membership Meeting was being handled via Zoom if she should cancel the social that was scheduled for after the meeting. Jim said that he wasn’t comfortable with in-person events until the COVID numbers come down. Margi said she would take care of it.

Jim said that, for the March General Membership Meeting, the board will make the decision next month.

11. Policies and Procedures

Jim Dallas referred to the discussion with Linda Howdeshell earlier in the meeting—and the number of accounting P&Ps we should consider implementing. In the updated by-laws, there are a number of places where we say we’re going to write P&Ps. There also other things that Jim is keeping track of that would make good P&Ps. Jim is trying to get to 30 potential P&Ps to draft, and they don’t all have to be done at once. The by-laws say the Board has a year to implement most of the P&Ps.

Jim said he’d like to draft some of them and take them on as his tasks as immediate past president and help work them through approval. There were six of them noted in green that Jim said he’d like to check off first. He also said that he would like it if the Board could create a subgroup that would be willing to help with drafting them, and maybe this group could shoot to draft a couple every two months, get them reviewed by the Board, etc. Nancy Lambert said she was impressed that Jim kept the list, and she couldn’t think of a better person to be in charge of it.

Jim affirmed that he would keep moving and making progress on the P&Ps, and he’s willing to do this as past president. The first one he thinks he wants to accomplish is the liquidity policy. He can also start the record-retention policy. Nancy L. offered to assist Jim with drafting the bylaws.

Jim asked if there were any other questions about this. There weren’t any.

12. Other

Jim Dallas asked if there were any specific committee updates. Nancy Kelly said that Jim and Gary have expressed a lot of interest in the future of the Soulard Station. Since she only has two months left on the Board, Nancy K. suggested somebody with experience take over being the liaison to the Soulard Station Committee, and not just hand it to one of the new directors. Jim said he would take this up with Michael Pastore, since he will be the President of SRG, and so it would be somebody Michael is comfortable with from the current board.

Jim asked if there were any other committee updates/discussions. There weren’t any.

13. Executive Session

Billy Tomber made the motion that the Board enter Executive Session. Margi Koors seconded.

The vote was taken. All voted to enter Executive session.

Executive Session lasted ~30 minutes.

Billy Tomber moved to exit Executive Session. Karen Moske seconded.

The vote was taken. All voted to exit Executive Session.

During Executive Session, there was a discussion, and a motion was proposed to be accepted outside of Executive Session.

Karen Moske moved to accept that motion. Billy Tomber seconded.

All voted in favor of accepting the motion during Executive Session. No votes opposed it.

The motion passed.

14. Adjourn