MINUTES BOARD OF DIRECTORS January 15, 2011 St. Michael's Carmichael Present: Members of the Board: The Rt. Rev. Barry Beisner, Lynn Zender, The Rev. Deacon Dave Ferrell, Rebecca Freie, The Rev. Cliff Haggenjos, Lynn Hill, Suzanne Phinney, Jim Sargent, Charles Mack (Chancellor), Tom Ewart (Treasurer) Other: Ed Salome, Treasurer of St. Nicholas, Paradise; Stephen Huffman, Chair of EMT Board of Trustees Staff: Cassie Bangerter, Jenifer Campo, Rick Harrison Smith, The Rev. Canon Britt Olson Absent: Stephen Lawrence, Canon Bobbi Yeo 10:00 a.m. I President Jim Sargent called the meeting to order at 10:00 am. II Cliff Haggenjos read a selection from My Grandfather’s Blessings, by Rachel Remen. III Minutes of 12/4/2010 were approved as written. (Phinney, Freie MSP) Minutes of 12/30/2010 were approved as written. (Haggenjos, Phinney MSP) IV Bishop’s Report +BLB The Diocesan Council retreat earlier this month was productive, council members have all signed off on their committee assignments. Jim Sargent requested to move from Church Response Work Group to Properties. Tom Ewart would like more assistance on Church Audit Committee to assist with moving congregations toward using Quickbook and more standard methods of accounting. He will write a proposal to the Bishop with recommendations for membership. Council established priorities for themselves, including taking on assistance for Haiti. They have scheduled two additional meetings for this year where they will have in-depth discussions with program chairs. They also discussed a new format for Convention: every three years we need a 2-day V convention to elect General Convention deputies. Other years we could have a one-day business meeting, perhaps with a gathering the night before. Banquet and guest speaker would be in the third year. The Council’s priorities for 2010 are: o Work with Board to assure that full-time communications position extends beyond 2012. o Congregational development and evangelism, along with creating new congregations using new models, e.g. identifying Vocare as a congregation. o Work with the Christian formation Committee to strengthen its work. o Identify Ministry Developer(s) to support/oversee Total Ministry model. Bishop Beisner, Canon Britt and Archdeacon Cookie Clark were in Yreka 12/12/10 to officiate at a service of closure for St. Mark’s, Yreka. Deconsecration of the building will occur next month. Diocesan Structure Committee presents their recommendations to the Bishop next month, then to the joint Board/Council meeting in June along with proposed canon changes, etc. Question for the Board: now that apportionment forgiveness has been implemented, how do we handle arrearages from here on? Lynn Zender asked for a presentation at the March meeting as to what choices are available according to the canons. Charles Mack was asked to make that presentation. Bishop met with Fr. Leo who is currently somewhat free of symptoms and doing well. They had a frank discussion regarding what happens to the Little Portion property after he dies. Their preference is that its ownership goes back to the Society of St. Francis. Canon to the Ordinary Report Canon Britt+ “VUCA world”: this phrase is used by the Army War College to describe how they are looking at the context in which they operate, and is used by futurists as well. It describes a context of volatility, uncertainty, complexity (there is no one “fix” to a problem), and ambiguity. Recommendation: respond with vision (keep the vision clear), seek to understand rather than fix, to comprehend rather than just have flat data, make sense of the current situation, provide clarity, and be agile. Britt shared transitions happening in the Diocese at the end of 2010 into 2011. The changes reflect several new models of providing ministry as economic realities reduce the number of full-time clergy and assistant positions. This year’s Congregational Leadership Conferences will focus on leadership development. Clergy Conference will focus on formation for leadership with the Rev. Dr. Susanna Singer as keynote speaker. VI St. Nicholas Paradise Loan Presentation Ed Salome A plan for repayment of their GIU loan was presented to the Board last March. They currently owe $72K and planned to resume payments in Jan. 2012 after a deferment period. Their pledge campaign resulted in funds insufficient to make payments on a building loan in addition to supporting operating expenses. They feel they are stable and growing, but not at the pace they need in order to pay on the loan. They have $121K pledged by 69 parishioners. A motion was made and accepted to table the question until the next meeting when Lynn Zender and Tom Ewart report on their visit to Paradise with recommendations. (Haggenjos, Hill MSP) VII EFNC Board Nominee Application did not arrive. No action. VIII November 2010 Financials R. Harrison Smith C. Bangerter Year-end financials will not be available until the end of January. November data was presented. A preliminary year-end financial statement will be prepared at the beginning of February, but final insurance data may not yet be available by then (“fire accounting” will not be available until March.) It is yet to be determined what committee works with congregations whose past apportionment will be forgiven and how. A new line item on the balance sheet is 200.10 for fire loss. Clergy Wellness is a separate fund that the Bishop oversees and which will incur costs for the pilgrimage that do not come from operating costs. Two new documents were presented: the EMT Diocesan reports break out diocesan funds held by the Endowment & Memorial Trust by separate fund name. Cassie is working on a project to discover what assets the Diocese actually has. The funds and their amounts have not been verified, they are still under discovery. LUNCH – 12:30 to 1:00 p.m. IX E&MT Investment Policy Sargent/Zender/Huffman The Endowment and Memorial Trust invests money for the diocese and for individual congregations, and also loans money to clergy and congregations as an investment. (There is a question as to whether loans must be secured.) Trustees must be appointed by the Board of Directors of the Corporation, and they are required to report annually to the Board of Directors on the performance of the funds. Stephen Huffman, Chair of the EMT Board of Trustees, presented a draft of proposed changes to the investment policy. The investment policy was last updated in 1991. Changes must be approved by the Board of Directors and then go to Convention for a vote by order. Why change the investment policy? It needs clarification of items including: rules for termination, membership, role of custodian, detailed rules for the execution of trade, rebalancing procedures for asset allocation, selection of funds manager, permitted investments, and monitoring of performance. The new policy will be an exhibit to E&MT’s agreement with Union Bank as fund manager. A decision was recently made that the C fund (money market) will only be invested in funds with a maturity maximum of one year (this differs from the draft presented here.) The new policy will come under a vote at the EMT meeting on 1-19-11, and the final version will be provided to the Board of Directors. X Haiti Diocese Fund Campaign Proposal +BLB Executive Council has committed The Episcopal Church to raising $10M for the rebuilding of the Diocese of Haiti. Terri Mathes, of the Episcopal Church Foundation is coordinating the overall effort. She offers a “campaign in a box” which focuses on the rebuilding of the Cathedral complex on a brick by brick basis over 12 months, done on line. We need a diocesan coordinator plus seven area coordinators to oversee 10 churches each, then a congregational coordinator for each church. Cliff Haggenjos has volunteered to oversee the effort for our diocese. More information will be forthcoming at the next meeting. XI Yreka Property L .Zender The following motions were made and carried regarding the property of St. Mark’s Church, Yreka: 1. Grant a six-month lease extension on the Correia building as submitted in the packet minus the phrase regarding “adornment” (Zender, Phinney MSP) 2. Authorize entering into a contract for underground fuel tank removal for up to $25,000. (Freie, Haggenjos MSP) 3. Transfer property title to the Yreka Committee for Historic Preservation along with $50k for operating costs with right of first refusal given to DNC in the event of a future sale of the property. (Haggenjos, Sargent MSP) Lynn asks that the June agenda include a discussion of the disposition of remaining funds from the settlement of the St. Mark’s estate, with recommendations coming from the Congregational Vitalization Committee. Jim Sargent was joined by the rest of the Board in commending Lynn Zender for her fine work on this project. XII Maidu and Julian’s Rest update L. Zender Maidu Meadow remains on the market for $299K. Julian’s Rest has received their Federal 501-C3 status, when they get state papers they will be ready to take over the property. XIII Board Goals- 2010 review/2011 proposed J. Sargent The Board did good work towards completing their 2010 goals. Suggestions for 2011 goals: Better define the relationship between the Board and Episcopal Foundation of Northern California, and work toward self-sufficiency for EFNC. Form a Finance Committee to work on a five-year financial plan for DNC. It will work with both the Budget Committee and the Apportionment Committee. Haggenjos, Ewart, Hill, Sargent will be the members. Define and articulate a goal related to Haiti restoration. Plan for funding the communications position beyond 2012 Clarify roles and responsibilities of Church Response Work Group and Congregational Vitalization Future Meeting Dates: 6/18, 10/1 and 12/3 are joint Saturday meetings with council. Board only: March 12 starting at 9 and August 3 starting at 10. Jenifer will ask Monica Romano to provide Safe Church training to Board members beginning at 1:00 on March 12. XIV Committee Assignment review J. Sargent/+BLB Committee assignments were discussed above during the Bishop’s report. Jenifer will make the necessary changes and redistribute the chart. XV New Office Update J. Sargent Jim Sargent moved and Rebecca Freie seconded a motion for the Board to donate a dishwasher to the new Office of the Bishop. Board members will each pay their share (approx. $35 each) 3:00 p.m. XVI Closing Prayer +BLB