Washington Filmworks Board of Directors Meeting Minutes June 15, 2012 WF Office-1218 Third Ave, Suite 1709 Present: Becky Bogard, Donna James, By Phone: Don Jensen, Abby Dylan, Greg Smith. Norma Straw by phone joined later. Becky called the meeting to order at 9:00am. There was a motion to approve the minutes, it was seconded and unanimously approved. Financial Report: Monthly Financial Statements In Craig Schafer’s absence, Don Jensen presented the financials. He reported they were on track and all appeared well. Approval of Budget Amy presented the proposed budget by outlining the priorities the board set at the May retreat of maintaining and growing our core competencies, securing alternative funding, building production resources that empower local filmmakers, and exploring innovation to leverage our creative capital. Norma joined the call. Amy continued that the budget allocates resources for new services and programs including the implementation of new reporting practices and work with the economist, the new the innovation lab, and new fundraising opportunities. She also explained the budget includes some money for updating internal production resources that were not kept up to date when the renewal of the program was in questions. Significant updates must be made to the website and database as well as Reel Scout. She advocated to a return of full time staff, including a full-time admin, paying interns as advised by our auditors, and a promotion and raise for Julie to Direct of Operations and Finance. She added that there would have to be an investment in two new computers as some of WF’s old ones have become unupdatable. Finally, she explained there would be a shift in the marketing focus from high profile events to relationship building. Becky asked if there were any questions. There were none, so Becky then proceeded to state that she has issues with Marketing. The shift from a trip to Sundance to SxSW did not feel right with her. Donna remarked that she spoke to people at SIFF about SxSW who agreed that it might be a better fit for WF and the budget range of our clients. Abby added that those who are attending Sundance anyway, like her, could continue to advocate for WF. Becky continued that she had concerns about the general budget size. At $611,856 or 17% of $3.5M, she feels it’s still high and would like time to see if there is “fat” to trim. Amy voiced concern that she needs a budget approved to proceed since the program was previously only budgeted through June 30, 2012. Becky suggested that the board move to approve the budget but allow the board to review it line by line for possible cuts. Don agreed and moved to approve the budget. Abby seconded. It was approved unanimously. Committee Reports: Executive Committee Becky reminded the board that the Governor had appointed Craig as the new chair moving forward and Becky would take over the CVB position. She explained that this required a shift in the officer’s position. The Executive Committee would like to advocate that Don become the new Treasurer and Becky would become the Secretary. Donna James would remain Vice-Chair. Greg moved to approve this shift in officers. Abby seconded it, and it was approved unanimously. Becky continued that after reviewing the conflict of interests for the board, she thought Greg needed to re-submit his conflict of interest to declare the incentive projects he had worked on. Becky reminded the board that the Governor needs to appoint an additional board member to reflect interactive media or the emerging motion picture industry. Becky said that she believed the Electronic Entertainment group was submitting names to the Governor for consideration. Norma updated the board on the two possible candidates she had been speaking with: Paul Mattaheus who is stepping down from Digital Kitchen and John Vechey from Popcap Games who has a long history in film and investing in it. Becky urged that candidates should apply in the next month. She asked the board if they wanted to use the same process they had in the past where two or more candidates could apply, they could advocate to the Governor who they’d prefer, but the decision was still solely up to the Governor. The board agreed indicating they’d like to meet Norma’s candidates. Amy said that she would follow up with Norma, and Norma would set up coffees for the Board to meet the potential candidates in person. Donna asked what happens if a board member invests in a project that may receive funding assistance. Becky and Amy explained that was one of the reasons the conflict of interest form was created. Additionally, that board member would have to recues him or herself from any associated vote. Amy reminded the board that in the May retreat, the board decided to create new committees to help reach WF’s goals over the next five year. She continued that the idea was that the committees would meet on the opposite months of the full board meetings to keep work moving forward. She referred the board to the list of committees and descriptions staff drafted and explained that her goal was to establish a board chair for each committee. Amy walked the board through each committee: Executive, Fundraising, Advocacy, Community Organization, and Innovation. Becky asked if everyone was comfortable with the committee structure. Donna asked if staff would be assigned to each committee and take notes. Amy said yes. Donna continued that she feels the board should meet monthly or they get complacent. Becky responded that because of the small size of the board, she feels board meetings alternating months with committee meetings should be sufficient. Don wanted to verify that projects would continue to be voted on online, and conference calls would be scheduled. Amy said yes. Becky suggested setting up a standing weekly appointment for these calls that could then be disregarded if there is no need for a call. The board agreed this was a good idea. Early morning was indicated as the best time, but no day was decided. Greg asked who made up the Executive committee. Becky explained that it was the officers. Because Harry and Craig were not at the meeting, Becky asked Amy to circulate an email for interest in the various committees rather than decide on committee chairs now. Amy agreed, adding that her intention was for committee work to begin prior to the August board meeting. It was decided minutes from committee meeting would be sent out to the full board. Fundraising Committee Amy announced that our 2012 contribution campaign had begun and many returning contributors had already lined up their contributions. She continued that there were a few of the larger contributors WF had not yet heard from such as Wave, the Space Needle, Starbucks, and Microsoft. Norma said that she had spoken with Rodney at Starbucks and was willing to help coordinate the contribution. Norma just needed the amount of past contributions and the name of the past contacts to proceed with Rodney. Becky said that she had spoken to Ron with the Space Needle who was interested. She would follow up with him. She also stated that Craig and she would speak with Katie Quigley regarding Microsoft. Becky added that she had spoken with Howard Cohen, and the Clise Hotels should be contributing soon. Executive Update: Status of Current Projects: Amy quickly went over the status of current projects: WF paid out the last of “21 and Over”. “Touchy Feely” is in review, but has not reached its $500,000 threshold so they are being allowed to submit three completion packages. “Safety Not Guaranteed” submitted their post package and it is currently in review, and “You Can’t Win” has wrapped. Its completion package is expected next week. Amy continued that “Careful What You Wish For” has changed production dates to September, however, no other aspects of the application had changed and asked that the board re-approve the project. Don moved to approve “Careful What You Wish For”. Donna seconded it. It was approved unanimously. Amy explained that “One Square Mile”, which is scheduled to start shooting in August, has raised additional funds for the project, some of which would be spent in Washington and has asked the board to consider additional funding assistance for the Washington portion. Amy continued that staff had considered this request seriously and due to the fact that the project still has a choice of where to spend funds and this could be a long-term relationship with the production company, staff is advocating for a 15% return on the additional spend. Abby moved to support staff’s recommendation. Greg seconded it. It was approved unanimously. Implementation of Legislation: Amy referred the board to the copy of her Power Point from the info sessions in both Seattle and Spokane that explained all of the changes in the law and program moving forward. Donna commented that she enjoyed the info session and thought it was well done. Amy asked if there were any questions. Donna asked what the status of switching our fiscal year. Becky said that was yet to be determined. Donna commented that the community is talking about us being able to raise funds again in January. Amy continued that she had spoken to Peterson Sullivan about it the details to formalizing a change. Becky was unsure if she’d want to formalize it. Amy suggested the board revisit the topic in the August meeting. Amy directed the board to their copies of the Innovation Lab Full Guidelines and Criteria, Filmmaker Fact Sheet, and Application that would need a board vote for approval. Becky stated that she had not had time to review it much as she’d like. She suggested forming a sub-committee to review the G&C then report the changes to Amy, who will then send it out to the full board for approval online. Becky, Don, Donna, & Greg volunteered to form the sub-committee. They said they would get changes to staff by Wed, 6/20 so that the full board could vote by 6/29. Amy reported that staff is currently working on revising the full Guidelines and Criteria and Applications for the Standard program to implement all of the changes in legislation. She stated would forward a draft to board by the end of the month. Amy directed the board to review the flow chart staff had created to help illustrate how WF would interact with production and other government agencies while implementing the new reporting practices. Amy continued that she had already met with the Department of Commerce to start the process for changes of the WAC, as well as the Production Survey. There are additional appointments with JLARC and the Department of Revenue. Administration: Revised Board Meeting Dates: Amy included revised board meeting dates in the board packet and urged the board to contact her as soon as possible if there were any conflicts. Becky asked Amy to look into the program ‘Doodle.’ Save the Date: Amy stated that the Industry Round Table is scheduled for July 25th at Spitfire, and that the Renewal Party has been postponed from June to July. Old Business / New Business: Donna admitted that she was the only person who voted against the Ford commercial because it was “regional” and she thought the board had agreed to focus on national commercials. Abby said she voted for it because it was an out of state production company and agency and thought they might bring other work in the future. Greg and Don said that they thought that regional in this case was the West Coast and not just the Northwest. Becky adjourned the meeting at 10:05pm.