FEBRUARY 2022 BOARD MEETING MINUTES

February Monthly Board Meeting

Feb. 16, 2022

APPROVED Minutes

1. Call to Order + Opening Remarks 

Jim Dallas called the meeting to order at 7:06 p.m.

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

Board Members absent included: Nancy Kelly. 

2. O’Fallon Brewery 

Jim Dallas said that Billy Tomber has a proposal from O’Fallon Brewery that was delivered this evening via email. Jim asked if the Board was ok with a one-page agreement. The topic of the proposal came up at the previous Board Meeting, and Jim said he anticipated a longer document. O’Fallon Brewery has already provided an agreement that’s ready for signatures. Jim asked if the Board was comfortable with what O’Fallon Brewery is proposing as far as donations and what they’ll use SRG’s logo for. 

Karen Moske said that she wanted to understand more what SRG is getting into with this agreement (i.e., multi-page indemnity reviewed by someone who specializes in this field of law). The fact is the agreement is brief, they’re using the logo for limited purposes, and we should check that there are no liability issues. 

Debby Brown said that if SRG isn’t incurring any costs or liabilities, then it may not be necessary to have legal jargon. Jim said that Item C was added to the agreement: SRG retains the right to use (“SRG retains the right to approve the use of its name and logo in future aspects of the promotional campaign”). Jim mentioned the promotional items (glasses/cups with logos) that could be donated to SRG as well. Billy said the promotional items are an add on. Michael said that, if O’Fallon Brewery sells a substantial amount of glasses, SRG won’t get a penny of the proceeds, but it’s still a plus for SRG; we’ll also be getting the money donated from the beer sales. If on top of that, O’Fallon Brewery wants to sell glasses, at the end of the day, those glasses are circulating around and that’s good for us. Billy reminded everyone that the pint glasses are still speculation; the beer production and sales are not. Billy also said that O’Fallon Brewery is donating beer up-front for Smarty Gras; if there are pint glasses, they’d only be promotional. 

Gary had a question, related to the glasses, about t-shirts and hats, and if those are produced by O’Fallon Brewery, would those compete with our own merchandise that we’re trying to sell. Billy said that he likes that the promotional items cost SRG nothing, and he referred to the pictures of the t-shirts in the proposal. 

Jim then went back to item C in the updated contract and asked if SRG could stop any promotional items. Billy said that if O’Fallon Brewery wants to put a banner across 12th Street, SRG would have the right to take it down. Michael stressed that the more times SRG’s logo, brand, and name are promoted, whether we get a penny or not, is irrelevant; it gets SRG’s name and logo out there. The beer is what’s going to sell. SRG makes money off the beer that’s being sold. 

Many Board Members said they support the proposal. Billy commended Lohr (the distributor) for coming to SRG with the proposal. 

Karen Moske said that SRG used to have pilsner glasses that just said “Soulard.” Nancy Lambert asked if O’Fallon Brewery’s plans were only to distribute the beer in Soulard. Billy said it will be available throughout Soulard, but it may not be exclusive (i.e., they can sell in Pacific, St. Charles, etc.). However, every case that sells is money for SRG. Jim said that he saw many people at the Cajun Cookoff (Mardi Gras event) not from Soulard, and he could see the beer being sold outside of Soulard. 

Gary said he wanted to know from the legal suggestions what paragraph C (updated in the contract) pertained to. Karen said that C refers to the approval of merchandise. Debby asked if they would use the logo without our approval and said that hopefully they’d ask us. Billy reminded everyone that after year 1, the contract can be terminated. Gary said that this doesn’t mean we don’t have input into C in the contract. Karen and Debby agreed with what’s written in the contract. Gary then asked that, if it’s a mutual agreement for an additional year, if it was sufficiently worded. Billy said he would check into this and get it corrected. Debby then said both parties would have to agree to extend the contract. Gary then asked about the kickup (SRG’s portion of the beer sales), and the tier. Billy said that it would go back to the original (i.e., the current proposal would last until April 1, 2023, then there would be a full reset on the contract and what SRG would get). Also in March 2023, the Board could say that O’Fallon Brewery is making a killing, and then we can ask for a higher kickup. 

Karen said she suggests we get the revised changes, via email, and then vote. Jim said he and Billy will work out a draft everyone is comfortable with, and asked Karen if she’d want to see it. Karen said yes. Debby didn’t want to be involved as a second attorney. Billy agreed to make the discussed changes (words about mutual agreement, spell out SRT (kickup) throughout the term, etc.), and Jim asked that it not be sent back to O’Fallon Brewery until Karen and he have seen it. 

Nancy Lambert made the motion to accept the agreement with O’Fallon Brewery based on the discussion at this meeting (above); that Billy Tomber send the changes to Jim Dallas and Karen Moske; and put the proposal and contract into place. Gary Toribio seconded

The vote was taken. All voted in favor of the motion. No votes opposed it. 

The motion to accept the agreement with O’Fallon Brewery; that Billy send the changes to Jim and Karen; and put the proposal and contract into place, passed

3. Minutes of the Previous Monthly Board Meeting

Chris Currington said that the link for the minutes from the January Board Meeting (on the Soulard Cloud) was sent to the Board the previous week and there were no changes. He asked for a motion to accept the minutes as final. 

Karen Moske made the motion to accept the draft of the January Board Meeting minutes as final. Neil Putz seconded.  

The vote was taken. All voted in favor of the motion. No votes opposed it. 

The motion to accept the draft of the January Board Meeting minutes as final passed

4. Financial Report 

Debby Brown said that not much had changed with the financials since the January General Membership meeting. Net income through Feb. 15, 2022, was ~$17,000, and SRG is still in good shape. The cash balance is ~$85,000. The membership drive will be in May and will offset the current expenses. Jim reminded everyone that the February charges include Linda Howdeshell’s expenses (audit and tax filing). We owed Linda $1,000 from the previous year’s tax return, so in total, SRG has paid her $5,600 this year for the audit, 2021 tax return, and the $1,000 we owed her. There’s also an amount for reimbursement for the alcohol for The Parlour Tour/Fete de Noel. Nancy Lambert said we still don’t have the final Parlour Tour numbers yet. 

Nancy L. also reminded everyone that Vincent’s Market is good to SRG for The Parlour Tour; they sell food/drink to SRG at costs, and they take back what isn’t used. SRG needs to thank them for that. 

5. Emergency Request from MGI 

Jim Dallas said that Mardi Gras Inc (MGI) printed parking/hang tags that have the wrong dates on them regarding when the restricted parking is the next weekend. The tags are incorrect, but the letter that was included with them is correct as is the information hanging around the neighborhood. 

MGI has asked SRG to help spread the word that the tags are still valid and to clarify the right dates and times. Jim said that he offered to use The Blaster list and send out a communication. Veronica Putz (Membership Committee member) confirmed that this is a good reason for pulling the email addresses from the membership database. Brenton Henry (chair of the Communications Committee) is also aware of this and he’s on board with executing any necessary communications. Jim will draft a note under SRG’s name letting neighbors know to use the hang tag on the right day. 

Billy Tomber suggested that the communication come from MGI and use their logo. There are many in the neighborhood who received the tags who don’t know who/what SRG is. Jim agreed that the subject line should mention both SRG and MGI. 

Nancy Lambert said that she hadn’t received mail in about four days, and no one near her has received the hang tags yet. This is a concern for MGI because they don’t want many people coming to the MGI office to get hang tags. 

Margi Koors said that most people won’t even look at the dates on the hang tags. Jim said his concern is that newcomers to the neighborhood won’t understand what they need to do with the hangtags at what time and on what dates. Michael Pastore said that SRG doesn’t want to give away our database to MGI because people may start getting unsolicited communications. However, a letter from SRG, in coordination with MGI, would be a good way to communicate. Jim said he would work with Brenton to get something sent out by the following Saturday. 

6. Election update 

Jim Dallas said that, for the upcoming Board election, SRG now has a complete ballot and there are no contested slots. Abbey Bethel is running for President-Elect; Debby Brown as Treasurer; Chris Currington as Secretary; and Margi Koors, Craig Markham, and Stephen Shuman for the Director positions. Jim asked if we need a motion to accept the slate of candidates. Neil Putz said that he recommends the board pass a recommendation to all SRG members about the candidates (similar to what is received by a publicly-traded company to shareholders). 

Neil Putz made the motion that the Board pass a formal recommendation recognizing the slate of candidates. Karen Moske seconded

The vote was taken. All voted in favor of the motion that the Board make a formal recommendation. No votes opposed it. 

The motion that the Board make a formal recommendation about the slate of candidates for the upcoming election passed

Jim said that he didn’t make the cutoff of announcing the slate of candidates at the February General Membership Meeting, but he would make sure the candidates were announced at the March meeting. There was then a brief discussion about a cutoff point for anyone else who may step up to run, and it was decided that Friday, March 11 would be the cutoff date. Neil said that timing is everything and it would be good that Board put forth a statement and resolution recommending the slate of candidates. Jim suggested this could also be done in The Blaster. 

Billy Tomber asked if the by-laws have a cutoff for anyone who wants to announce their candidacy. Michael Pastore said this can be up to the Board. Debby Brown said that if we don’t, then someone can say the day before the election they want to run. Jim said that, assuming no one steps up, at the April 6 meeting, then the vote will be to accept the slate by acclamation. Michael reiterated that he wanted to establish a cutoff date. Jim said the date should be March 11 (a Friday) and he’ll put it in the February 28 Blaster. 

7. Live meeting and events protocols 

  a. Admittance requirements

Jim Dallas said that the only current live event being promoted is Smarty Gras, and there was no decision yet for the March General Membership Meeting. Only vaccinated people can attend live events. Jim is watching what other organizations are doing with their events and COVID protocols (the Soulard School has vaccination card/48-hour negative test policy). MGI specifies the type of test for Mardi Gras events. 

Jim said that he would like to open that SRG allow people to attend SRG events with a photo of a vaccination card or proof of a negative COVID test. Jim asked if Karen was open to the number of hours. Karen said 48 hours is fine. Nancy Lambert reminded everyone that, for MGI and Mardi Gras events, home tests aren’t valid; and that PCR tests are the best. 

Michael Pastore said that for SRG events, we should require proof of vaccination—that’s the best we can hope for. Margi Koors asked what the current policy is for the City of St. Louis for public events? Nancy L. said that it’s what MGI is using. Margi suggested SRG follow the City’s guidelines, but if SRG goes to in-face General Membership Meetings, then someone from the Membership Committee stand at the door and check vaccination cards. This would be a sign that SRG is taking vaccination status/negative tests seriously, doing our part, and following recommendations. 

Karen Moske said there should be a test option. There are some people (immunocompromised) not getting vaccinations because they can’t—and they wouldn’t be able to attend events. 

Jim asked for a motion for what the admission requirements should be. 

Nancy Lambert made the motion (to follow what MGI is doing) for indoor events; that proof of updated vaccinations be provided, or a valid negative COVID-19 PCR (polymerase chain reaction) test within 72 hours of entrance. Margi Koors seconded. Jim asked if there was any more discussion. 

Billy Tomber reminded everyone that there would be some enforcement of the policy that we’ll have to deal with, and the Membership Committee would be the gatekeeper. Margi said she understood, and she would cover this with the Membership Committee and make sure they can handle the task. Neil Putz said that we, as a Board, have an obligation to protect our SRG members; we should know attendees are vaccination or have been tested within the amount of time in the motion. Michael Pastore said he agreed with Neil, but the home test may be worthless. Nancy L. said that’s not in the motion; it has to be a PCR test or from a medical facility (not a home test). 

The vote was taken. Seven voted in favor. Three abstained from the vote (one by absence). No votes opposed it.

The motion to require proof of updated vaccinations be provided, or a valid negative COVID-19 PCR test (not a home test) within 72 hours of entrance for in-person events passed

  b. March general membership meeting

Jim said that he wasn’t going to be in St. Louis for the March 2 General Membership Meeting and asked if the meeting should be live or Zoom. Debby Brown asked how this was decided for the February General Membership Meeting (rise in COVID-19 Omicron cases). Margi Koors said the number of COVID cases were going down in St. Louis. Karen Moske said that by this meeting, Soulard will have just had the Mardi Gras Grand Parade and Street Festival, which would be within the incubation period. 

Jim suggested that the March General Membership Meeting be held via Zoom, and then at the March 16 Board Meeting, we would discuss having the April General Membership Meeting in person. Gary Toribio reminded the Board about the City’s mask mandate and that it will be in effect for 21 days (through the first week of March) which is additional justification for having the March General Membership Meeting via Zoom. 

8. Pub Crawls 

Jim Dallas said that it was mentioned at the last month’s Board Meeting that he, Michael, and Andrea Maddox-Dallas (Chair of the Safety Committee) have been working with the Soulard Business Association (SBA) to make a push to put some restrictions/regulations/rules around pub crawls. 

This has progressed nicely over the last month to the extent that SBA has polled its members, and the SBA is still supportive of putting in place some kind of ordinance/legislation. 

Jim Lettau (President of SBA) has drafted a letter to be sent jointly by SBA and SRG to our two current aldermen. Jim L.’s wife, Laura Leister, is an attorney and serves on the Community Improvement District (CID) as well. She drafted some sample ordinance wording and Jim Dallas has provided some comments and suggested changes to that wording.  There are now two well-drafted letters and ordinances. The ordinance was based on what St. Charles currently has in place. Karen Moske asked if the ordinance is for Old Town (St. Charles). Jim said he thinks it’s for all of St. Charles. What SRG/SBA are proposing will be for all of St. Louis, and Jack Coatar (St. Louis Alderman) seems supportive. 

Jim has sent the letter to the Board for review; the letter and sample ordinance will be sent to Jack and Dan Guenther (St. Louis Alderman) for their consideration. Karen said that some of the ordinance may be stricken, and the Board of Alderman will clean it up. Jim said he can’t sign the letter without the Board’s support. 

Gary Toribio asked how Jim got to a maximum number of 3,000 maximum pub crawl participants. Jim said he came up with the number, but perhaps he should put brackets around it with [TBD]. Karen asked about a previous conversation about the number of people that the bars could handle. Gary asked if something should be added to the letter that adds up to the 3,000 number. Jim said he was going to have a sit-down with Jack Coatar. 

Michael Pastore made the motion to accept the letter as written and move it forward. Margi Koors seconded. (This motion is modified below.)

Nancy Lambert said that, as she read through the letter, what are the repercussions if a pub crawl entity sells more than 3,000 tickets, or is the city going to take care of that? An entity could say it was going to only sell 3,000 tickets, but they could sell more. Gary asked if the city was going to build in penalties. Nancy L. asked if Jim and SBD have thought that far. We can modify the motion and only send the letter and not the ordinance. Neil Putz asked if there was a permit process and is it being enforced. For example, if an entity sets up an event on Event Bright, will they not have to go by 3,000? Jim said there is no current situation. Michael said what we’re trying to do is get the process going. 

Karen then said the minimum of 250 participants seemed like a low number (a wedding/attendees that moves from bar to bar could exceed that). Billy said he’d support a 300-person minimum. Jim said all the numbers could be modified as blanks; as something to be discussed. Nancy L. said to leave the numbers as [TBD]. Karen agreed. 

Jim said he had a motion to send the letter, with the [TBD] modification, along with the ordinance. There was additional discussion about the numbers. Jim said he was happy with the 250 minimum. Billy agreed. Karen suggested it be more than 250, and 350 would be more reasonable. Michael said that seemed high to him. Jim asked if the compromise could be a minimum attendance of 300. Margi and Debby Brown agreed. Jim then asked if he had the motion to send the letter, along with the proposed ordinance, with 300 as the minimum attendance. 

Billy said that when he completed the survey, he wanted a high deposit so organizing entities would follow the rules or not get their money back. Billy also asked about the deposit and if it would go back to the neighborhood (if not refunded). Karen said this could be suggested, but that donation won’t make it into the ordinance, and we should be careful so the ordinance doesn’t get thrown out. 

The previous motion was modified by Michael Pastore to send (to City of St. Louis government) the pub crawl letter and ordinance and change the number to 300 for minimum attendance in the letter. Margi Koors seconded

The vote was taken. All voted in favor. No votes opposed it. 

The motion passed

9. Soulard School Trivia Night

Billy Tomber has asked, via email, that SRG consider buying a table at the upcoming Soulard School Trivia Night.

 A few points about this Trivia Night:

  1. Even though we have not spent down our “donations” budget yet, this is not an event that we anticipated when we set up the budget. At the moment, we have unspent donations, but we will probably spend for The Clean Team before the end of the fiscal year.

  2. By buying this table, we’re probably setting an expectation for future purchases.  

  3. Who shall attend/how shall we solicit folks to go to the event?

Billy Tomber said he’d make the motion now that the SRG Board buy a table at The Soulard School Trivia Night. Michael Pastore seconded

Margi Koors asked what budget this would be coming out of. Jim said it’s the Board’s budget. Billy said he’d only ask that someone on the Board captain the table because he’ll be writing questions for the event. Debby Brown asked when it was. Billy said Saturday, March 5. Michael said he’d be willing to captain. Debby said she would attend. 

The vote was taken. All voted in favor. No votes opposed it. 

The motion passed

Michael asked if anyone else was interested. Neil Putz said to add him as a backup. Karen Moske suggested anyone invited be SRG or neighborhood members. 

10. Policies and Procedures 

Jim Dallas said that, at last month’s meeting, he showed a list of a large number of potential policies and procedures (Ps & Ps). Tonight, he will present one that has been drafted, but not sure if it’s ready for a vote, and he’ll give an update on another one, as well as an update on one that was not on the list. 

  a. Liquidity 

One of the accounting procedures that Linda Howdeshell (auditor) recommended is a Reserve and Liquidity policy. Jim had distributed a draft, and that both Michael Pastore and Debby Brown have reviewed. Here is what is being proposed:  

  * At any point in time, we use the previous fiscal year’s expenses as the gauge by which we monitor our financial flexibility.  

  * Previous fiscal year’s expenses are always a known quantity, and only change once per year.  

  * We simply take 1/3 of that number as our minimum amount of cash (but not to be less than $20,000). If previous year expenses were $100,000, then minimum on hand would be $33,000 on hand. If it was $50,000, then the min would be $20,000 because 1/3 would be under $20,000. 

It’s a simple approach and should not result in a lot of argument each year about what goes into the calculation, and what does not.  For the last two years, there have been discussions around how far we should let the reserves go down. Linda said to look at three months of cash on hand—in the audit, we had more than 3 months. 

Michael Pastore asked if everyone had seen the Reserve & Liquidity P & P, and if so, he would move to accept it as policy. Neil Putz seconded

Debby said she thinks it looked good. Gary Toribio pointed out that it’s a policy and can be changed by future boards. Margi suggested that future boards look at it. Jim said it’s not complicated; just something nice and simple so the Board knows the quantity. Debby said she feels better that the auditor made the recommendation. It’s not complicated and doesn’t need to be. Margi said SRG hasn’t had a problem with cash on hand. 

The vote was taken. All voted in favor. No votes opposed it. 

The motion to accept the Reserve & Liquidity Policy & Procedure passed

  b. Station protocols 

Nancy Kelly and Jim Dallas are currently working with Laura and Bonita on Station Use Protocols.  The version shared for tonight’s meeting is not final, so we are not asking for a vote on it.

Generally, the protocols are going to state that anyone designated as a Responsible Party can schedule The Station.  A Responsible Party would be: any board member; any committee chair; anyone approved by the board (think various Membership committee members; or CID chairman). We may have to go through the process of approving people using the Station. 

The idea is to not make use of the Station onerous, but to make sure that the person who schedules an event is someone who is responsible and has been through some kind of review process before being allowed to host an event.  

It is envisioned allowing use of the Station for both SRG and other business, and for personal events, such as wedding or baby showers. 

Margi Koors asked if we’re going to start opening for wedding and baby showers, with what you have, would we be charging if it was for someone who wasn’t a member of SRG or a committee chair? Jim said there’s nothing in there currently about charging. Chris Currington said there should be some monetary fee because people take better care of a space if they have to pay for it. Margi said we should charge and make money like another facility would. Chris said there needs to be a policy on liquor. Gary Toribio asked about insurance. Jim said he will ask the questions.

Karen Moske said there’s no definition of events and asked if that needs to be included. Margi gave the example of the recent art event (Beautification Committee) at the Station, but then asked if the Board is sure that it wants to open the space for events other than SRG events. Nancy Lambert said that when this came up before, there was a big separation about opening to anybody or just SRG members. Karen said there are people interested in having an event there. 

Michael Pastore said the Board was going overboard with wording, and in his opinion, he would like to see SRG start slow and small. Then Michael gave a couple of examples. “If an SRG member’s sister wants to have a shower here, then the SRG member will open and clean up. This is different than someone from St. Charles who wants to have a bridal shower here. I don’t know how we can separate that.” 

Nancy Lambert said it should be somebody from SRG, and SRG can appoint someone and give them the code to the building. Jim repeated what he was hearing—allow small, private events if there’s an SRG sponsor. Karen Moske said that we’re coming up on the end of this Board, and maybe it should be something for the new Board to address. Jim asked if this should be held until May. 

Margi said we need to limit participation and gave an anecdote about a previous experience when the Station was rented out and she was hired to clean up after people left. She said she wouldn’t wish that experience on anyone. She’d have to think long and hard before letting outsiders get to use the building. 

Michael suggested tabling the discussion for now, but there could be a cohesive way to limit if, when, and who used the building. Jim said he’d start working on the language for the policy and ask about a liquor policy and insurance. 

  c. Standards of conduct 

Jim Dallas said the by-laws state as one of the requirements for membership a Standards of Conduct policy.  While researching, he could not quite find any standard that perfectly fit the SRG organization.  It’s a work in progress at the moment. If anyone has experience with other organizations that you’ve been part of, and can get hold of some other samples, Jim would greatly appreciate it.

11. Concert Series and tie-in to CI&E Committee 

Jim Dallas said the Board needs to consider when SRG plans to hold concerts this summer, especially since the permit process requires 90-day notice. Jim asked to pick a couple dates 90-days out (Feb 16 + 90 days is May 17; March 16 plus 90 days is June 14).

SHARE (Soulard Heritage Arts Revitalization and Education, Inc.) has scheduled a concert for Mothers’ Day, May 8. Jim said he wants to introduce the concept of who will do the legwork of getting the concert up and executed. 

To Jim, this kind of event belongs under Community Involvement & Events; not under Development. This gives the Board an opportunity to potentially find someone who is interested in CI&E which should help springboard us into staffing that committee. 

The Board can also consider partnering with another organization to help with the planning and execution. Jim thinks SBA would be open to partnering with SRG. Margi Koors asked Jim if he talked to SBA about partnering. Jim said he talked to them, but they would like to know more, but the answer wasn’t “no.” Michael Pastore said it’s been a very well-handled partnership between SRG and SBA in years past. He’d be surprised if we couldn’t come to some mutual agreement about the concert series. 

Jim said that what he got back when SHARE approached SBA, SBA wanted right of first refusal, meaning, don’t give the concert series to SHARE without going to SBA first. Nancy Lambert said we left SHARE not knowing what was going to happen; she’s learned about where they are and what they’re doing. SHARE is moving forward, redone their articles of incorporation, and have their final 501c3. Their first Board meeting is in March. They are scaling back and not doing the multiple concerts. They’re putting on one, which is Mother’s Day in Market Park and will be free of charge. There will be one stage with multiple bands throughout the day. SHARE is not asking anything from SRG; they’ve moved forward. Nancy said she also hopes that SHARE has SRG’s well wishes and that we can be supportive. 

Michael Pastore asked what—for SHARE—means non-profit? What’s their mission? Nancy said that Chris Schwartz has 8 of 9 board members, and they’re looking for another business board member. Another thing, SHARE is not just about the music; it’s art, cultural, education, and the B3 event too. Nancy thinks we deserve to give them a chance, allow them to succeed, and wish them good luck. Billy Tomber said he’s a supporter as well. SRG has too much going on to manage that. And SHARE can make it larger than what SRG could. 

Karen Moske said the Board was digressing from the Soulard Concert Series. Nancy said that if SRG reached out to SHARE, they may be willing to help. 

Jim said he was hearing three options. 1) SRG does it itself with a CI&E volunteer; 2) work with SBA (but unsure of who’s there with experience); and 3) partner with SHARE. 

Michael said he’d be happy to sign up and take on the Soulard Concert Series and ask if SBA wants to participate. Jim said that he believes there are still people there we can call and ask about their knowledge. 

Michael said he would rather not involve that other group (referring to SHARE). Nancy Lambert said she wanted to say, on the record, we need to be open and wish them good will. We need to be open to seeing how they do and what they do. This is about community; not anyone else in the room. 

Jim said he would prefer to investigate the options over the next month, and then gauge in a month from now if SRG reaches out to SBA. This can hold for another month. Billy Tomber asked if the city would be confused about the permitting process for the concert series. Debby said she doesn’t think they’ll notice. Michael said the city wasn’t going to deny the concert permit. 

Jim reminded everyone that as SHARE develops, they could ask for SRG participation. Margi Koors said she remembers Mardi Gras got bigger than what SRG could ever manage. Karen said it was just an event, that got big enough that Mardi Gras Inc. was developed. There are many things SRG can do, and the concerts aren’t a strong point. SHARE is another enterprise and culture place people can go to to develop that; have an open mind to the future and how we can evolve and how we can all play nice together. Chris Currington reminded everyone that SRG had the option to have members on SHARE’s board and we kicked that can down the road. 

Margi said, at a minimum, we need to partner with SBA to get two concerts done this year. Michael will be busy as president next year. 

Jim said that he and Michael are going to do some work on the Soulard Concert Series in the next month. We’re still four months out from the first concert. 

12. Other

  a. Banners around the neighborhood

Jim Dallas asked Margi Koors to speak about banners in the neighborhood. Margi said that years ago, Soulard had yellow banners up on light posts. She would like to see us have banners at the entrances to the neighborhood; 8 feet long and 3 feet wide. She’s talked to SBA about this as well as Veronica Putz on the Historical Committee, and Terry Hoffman with CID. They know the number of polls for banners, and Margi wants to take this on as a project for the design and color. She would like the Boards permission to start working on the project and incorporate it with other projects. This will require financing from CID, SBA, and SRG. (At the March 16 SRG Board Meeting (where these minutes were approved as final), Neil Putz, Past President, pointed out that, though this paragraph is accurate from what transpired at the Feb. 16 SRG Board Meeting, the banners, signs, and neighborhood marker program, along with any coordination of funds, finalization, and sign/banner placement, falls under the purview of SRG’s Historical Committee.)

Karen Moske said she thought CID is already talking about banners. Neil Putz said that the Historical Committee has planned for this project (without funding) since last spring’s budget planning.  Now the CID has approached the committee with funding, and asking for the Historical Committee to be the planners. Terry Hoffmann is coming to a Historical Committee meeting tomorrow night. Neil asked if Margi was interested in this project for the Membership Committee. Margi said she’s interested in it for the neighborhood, and said she wants to help with what they look like and where they get placed. This would be something SRG could be proud of. 

Karen said that for anyone living in Soulard in 1990-92, Lasalle Park had the banners, donated by Ralston Purina, and they were known for decorating the lampposts. They added a nice aesthetic to the neighborhood. Debby Brown asked who approves of the designs and placement. Karen said it would be the city. Billy said that CID and SSBD have been working on traffic calming, and the Soulard entry points are part of traffic calming. 

Margi said that when she talked to Terry, he was happy to let her take over the design and planning. Neil said it was a broad project, including banners, historic signs, historic street signs—there are a range of banners. SBA has put them out by Soulard Market Park and there are entry markers. What the Historical Committee has been doing is thoughtfully categorizing the broad categories of signs, banners, and markers, with the intent of enabling a deliberate SRG discussion and decision process before hastily rushing out to purchase and implement something. Karen mentioned a previous design was nice, but too small. Neil suggested the Historical Committee redistribute the presentation they sent to the Board last spring, providing a basis for thoughtful consideration of possible alternative solutions. In this way the Board can make an informed choice for design of banner or poster, and when the CID is ready to move forward, the SRG will have our preferred course of action. 

Debby asked who takes the concepts and placements to the city. Neil said that CID is interested in branding the neighborhood. Margi said CID will only cover the part of the neighborhood that falls in the CID, so SBA and SRG will have to kick in. Nancy Lambert reminded the Board that “we are not all one.” Some of us are left out of the CID and some are angry. 

Margi said that all she’s interested in is working on the banners. Debby said she wanted to make sure it was a group effort. Margi said she’s thinking of having local artists design the banners, then there would be a contest for the one that’s chosen. 

Neil said that Terry and John Durnell have been talking to the Historical Committee for months. All everyone wants is what’s best in the neighborhood. Gary Toribio asked if Margi could join in with the Historical Committee, and then the effort will be a coordinated through all the groups. Then, come back with final recommendations to the Board. 

Margi said she didn’t want the project to gather dust for five years because we’re trying to decide every entry marker in the neighborhood. She will work with Neil and Veronica on the Historical Committee and continue conversations with Terry Hoffman. Neil asked if Margi’s conversations with Terry may have confused him. Margi said Terry said there’s been some sign work, design, colors, etc. She wants to see the art and design of the signs, get the lay of the land, and see what needs to be done. 

Michael Pastore said the Board should applaud someone who’s excited and wants to participate. He urged Margi to talk to Terry, Neil, and Veronica and get involved and do it. Margi said she knows the artists and can get something going with the design, in the right direction, until we have the money and the plan. Neil said that Terry will be looking to the Historical Committee for the design recommendations. Margi said that some of the old stuff needs to come down before any new signs are put up. Neil reminded the Board that he had sent a 4-part primer to the Board previously and said he would send it again; it sounds like the Board may pay more attention to it now. There’s also more time for us to consider it now. 

  b. Committee Updates

Jim Dallas asked if there were any committee updates. 

Karen Moske, Board Liaison to the Beautification Committee, said the committee is talking with Bonita Leiber, Co-chair of the Soulard Station Committee, the next weekend about bids. Margi added a point that the Memorial Garden needs work; it may need a small expansion, and this may affect the budget. There are no markers for planted trees and who sponsored them in memory of whom. Jim said the Board has the money for the Memorial Garden. Gary asked if the committee was going to make any recommendations on the tree plantings in the neighborhood and watering. Karen said, as she understands it, CID is going to provide watering. Gary said all of the new trees aren’t necessarily in front of a homeowner’s property and they’re going to die. Karen said she’d bring it up with Richard. Gary asked if SRG would contract with somebody for the watering if CID won’t pay for it. Nancy Lambert said CID is buying new pots with watering systems; they’ll be paying for that, but it’s just in the CID. Gary said he didn’t mind taking care of the trees in front of his house. Michael Pastore said that Jack Coatar’s money, from the city, paid for trees being planted, but there was no water for the water bags. We may need to talk to neighbors about watering trees. The City plants the trees and walks away. Gary suggested the Beautification Committee could have a drive and people can “adopt” watering a tree. Michael thought this was a great idea. 

Neil Putz, Board Liaison to the Historical Committee, asked if there was a report from PRT. Karen said she didn’t have a report. Neil asked if there could be something done to Llewelyn’s garage doors and the violation. 

  * Neil had an update on memorials. For Payton Keen, back in October, the Board allocated $100 for a brick at the Soulard Station patio. As for Paul Kjorli’s memorial, the Board allocated $200 for his memorial tree. In the Sydney Triangle, the Beautification Committee has allocated some money; started with three redbud trees that have died. We could plant Paul’s tree there and see how people feel about that. Margi asked if it would be better to have his tree in the Memorial Garden. Neil said he wasn’t opposed to it. Karen reminded the Board that Paul was instrumental in keeping Market Park (near the Soulard Farmers Market) from becoming a parking lot, the tree would better there. 

  * Neil said there are three interested parties in having their homes researched by the Historical Committee. The committee has been interviewing long-time Soulard residents and they have a lot of good information. 

  *There will be a historical tour of the museum at NGA—the committee is working to get this done. Neil will also resend the deck of the signage research (see above). 

  *The committee is also considering some type of award for Soulard history—this would not have a stipulation that the winner be an SRG member; this is for Soulard. 

Jim Dallas said that the Communications Committee now has a chair—Brenton Henry. He’s excited. Nancy L. said that Brenton has done a great job on the website. 

For the Membership Committee, Gary Toribio, Board Liaison, said that Julie Price, Membership Committee Chair, wants to know if there’s a way to use Venmo to pay dues fees. Venmo says it can serve nonprofits. Margi said this would leave no paper trails. Debby said she didn’t want to do this. Gary said Julie doesn’t want to pay the Square fee. Margi said it’s a good idea in principle, but it’s not practical. Jim said he’d rather try to set up a process where people can gross up their dues to cover the Square fees. Billy said he’d prefer someone present at the next Board Meeting. 

13. Executive Session

The Board entered Executive Session at 9:35 p.m. 

Executive session lasted ~30 minutes. 

Margi Koors made the motion to exit Executive Session. Debby Brown seconded

The vote was taken

All voted to exit Executive Session. 

14. Adjourn

Jim asked if there was any additional business. There wasn’t any. 

Debby Brown made the motion to adjourn. Margi Koors seconded

All voted in favor

The meeting adjourned at 10:04 p.m.

 

SRG BOARD RESOLUTION  

Reserve and Liquidity Policy

02/16/2022

The purpose of the Reserve and Liquidity Policy for the Soulard Restoration Group (“SRG”) is to ensure the stability of the mission, programs, and ongoing operations of the organization. The Reserve and Liquidity Policy defines a minimum amount of cash and cash equivalents on hand (together, “cash”).  This amount serves as a minimum to be used when establishing budgets and should be monitored on an ongoing basis to assure the financial stability of the SRG.  The Reserve and Liquidity Policy will be implemented in concert with the other governance and financial policies of the SRG and is intended to support the goals and purposes of the SRG.

WHEREAS:

1. An organization should establish a written procedure that documents the minimum cash to have at any given time.

2. An organization should establish a written procedure that documents the steps to be taken in the event this level of cash has been breached, or appears is likely to be breached.

3. The Reserve and Liquidity Policy shall be determined as a function of the amount of expenses incurred over the previous fiscal year.  The amount of expenses incurred the previous fiscal year is always a known amount, but will change once each year as each fiscal years’ financial results are completed.  

4. As each fiscal year is completed, the Treasurer should report to the Board the amount of the expenses incurred during that fiscal year, and the Board should verify the amount to serve as the baseline figure for the Reserve and Liquidity Policy until the next year’s fiscal year expenses are known and finalized.

5. This Reserve and Liquidity Policy shall serve as a guidepost in the annual budgeting process.

NOW, THEREFORE:

6. The Reserve and Liquidity Policy is as follows:  The minimum amount of cash at any given time is equal to the greater of (a) or (b) where, 

  a. equals one-third (1/3) of the amount of expenses incurred in the previous fiscal year, and 

  b. equals twenty thousand dollars ($20,000).

7. The amount of cash should be monitored on a regular basis.  In the event the amount of cash breaches the minimum, or it appears that the minimum could be breached, the SRG Board should establish a plan within thirty (30) days to assure that the organization has adequate operating flexibility until such time the amount of cash once again exceeds the minimum (or that the level of cash will stabilize above the minimum).

Motion: Adoption of this resolution at the February 16, 2022, SRG Board meeting, and the actions described herein.

Motion by:  Michael Pastore

Seconded by:  Neil Putz

Votes in favor: 9

Abstain: 1, by non-attendance at the meeting

Votes against: 0

This motion was passed on February 16, 2022. 



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