Minutes
ACBL Educational Foundation
Board of Trustees
St Louis, MO
March 10, 2007
President Jerry Thorpe called the meeting to order at 9:30 a.m. Saturday, March 10, 2007.
Donald Mamula requested that the Board go into a short executive [closed] session . Upon reconvening, introductions around the table were made and Trustees Florence Belford and newly elected Rand Pinsky were welcomed to the Board.
Present: President Jerry Thorpe, Vice-President Dewitt Hudson, Treasurer Donald Mamula, Secretary Eugene Kales, Florence Belford, Jim Kirkham, Rand Pinsky, Christopher Shaw.
Absent: Phyllis Harlan. [as per Bylaw V.3. absence was approved for cause, no dissent]
Also present: Patty Tucker, President, and Mickey Rinehart from Atlanta Junior Bridge; Roger Smith, ACBL BoD; Jonathan Steinberg, ACBL BoD and Trustee Emeritus; Jay Baum, ACBL CEO; ACBL President Sharon Fairchild.
[0.a.] Jay Baum informed the Trustees that a new foundation (name to be determined) has been established by the ACBL separate from the Educational and Charity Foundations. It would be responsible for the Hall of Fame and Library; it would have separate fund raising not part of the renewal check-offs or special games, thus not ‘impact’ the Educational Foundation. Jay also noted that the current School Bridge Lesson Program is being phased out; programs have begun will finish the current academic year. The ACBL will be selling the present headquarters building; relocation plans have not been finalized.
[0.b.] President Sharon Fairchild was welcomed to our meeting by Thorpe. She thanked the Trustees for what the Foundation does for the game of Bridge.
1. Approval of Minutes
The minutes of the November 17, 2006 Honolulu, HI meeting were approved without dissent.
2. President’s Report
2.a. President Thorpe presented his report. There were no disbursals from the discretionary fund since the last meeting.
2.b. Thorpe has appointed Phyllis Harlan, Flo Belford, and Jim Kirkham to the Foundation Advertising Committee. Placing ads in the ACBL Bulletin has been suspended until recommendations from this committee have been considered.
2.c. In the Maloney-Rafaie vs. Bridge at Schools et al. lawsuit, our lawers are applying to have the Educational Foundation dismissed from the [laundry] list of defendants. League counsel for the ACBL has not yet even been served.
Secretary Kales distributed to the Trustees a summary of the Foundation liability insurance policy: coverage $2,000,000, premium $1,500.
3. Treasurer’s Report
3.a. Copies of the 2006 Financial Report were distributed to the Trustees. The Foundation a total of $321,508.00 unrestricted net assets in 2006 compared with $350,237.000 in 2005. A summary of the Restricted Funds was also distributed; the restricted funds assets totaled $128,516.00
3.b. Christopher Shaw distributed copies of the Audit Committee Report. Shaw requested several motions including ones which would regularize some of our current procedures:
(i) Motion by Pinsky to accept the four percent service fee imposed by the ACBL for collecting donations to the Foundation by members paying renewal dues.
(ii) Motion by Mamula to add $2,864.00 to the ACBL Preteen Challenge Program restricted fund to cover current obligations.
(iii) Motion by Hudson to accept the Audit Report. Shaw will submit the minutes of the Audit Committee meeting to the Secretary.
(iv) Motion by Kales to approve the $3500 Audit expense for Jackson, Howell.
All motions passed without dissent.
Phyllis Harlan has been appointed Chair of the Audit Committee for 2007 by President Thorpe; other members are Rand Pinsky and Dewitt Hudson.
4. Reports to the Board
4.a. The motion placed before the ACBL Board of Directors to institute a special month for the Educational Foundation, like Junior Month. The motion was defeated because some of the BoD felt that compared to Juniors/International/Charity, Education already had significant revenue sources in the renewal check-off and the NABC Thursday games. For the upcoming summer BoD meeting in Nashville, Kirkham and Harlan will request that the Educational Foundation be added to the list of choices in the ACBL Score computer program for club “Charity” games in the other nine non-dedicated months.
4.b. The plan to replace the Charity and Educational Foundations has been rendered moot by the BoD action to create a new entity as described by Jay Baum in his remarks above [0]
4.c. The Advertising Committee has nothing to report. Thorpe relayed from Harlan that she will speak with Bulletin Editor Brent Manley about having an article explaining to the membership what the Educational Foundation is and what it does.
4.d. Patty Tucker presented an update on the Atlanta Junior Bridge program. She noted that the program seems to have reached the state where current participants breed more participants. §Overall, Tucker has seen a change in the attitudes of children in the programs and their parents toward having a more favorable view of the game of Bridge. §When asked whether Tucker had used any of the ‘Mini·Bridge’ program she said that in her experience it was unnecessary. §In several states federal requirements provide an opportunity for schools to choose teaching bridge as a supplementary elective. §For ways to incorporate bridge into classroom lesson plans, Mickey Rinehart recommended viewing the site www.schoolbridgeleague.org for examples in various subjects areas.
5. Grants
5.a. Secretary Kales reported that the annual grant application from the ACBL Education Department to hold a “Mini-Tournament for Caddies” at the summer NABC was never received. Charlotte Blaiss, who usually submits it, is no longer with the ACBL. Kales will send a reminder to the Education Department about this and also about the Collegiate Championship awards grant request.
5.b. Request by Bruce Hollander for materials to start Bridge classes at a Pensacola prison. His letter is not specific about details. Dewitt Hudson offered to talk with Mr. Hollander and with the prison authorities and find out what is asked and what is allowed and report back to the Board. Motion was made authorizing Hudson to send appropriate materials to Hollander with a cost not to exceed $500. Approved unanimously.
6. Old Business
6.a. Revision of Foundation Bylaws deferred to the summer meeting in Nashville.
6.b. Grant Spaeth submitted a request that the Foundation establish a new Restricted Fund to carry out charitable activities in Unit 503 in California. Discussion of the request included:
§Thorpe viewed this request as very much like the current Feldman (Connecticut) and Lebow (District 5 Pittsburgh) Restricted Funds.
§Mamula does not feel that in light of the Mahaffey refund that the Foundation should be bound to accept a request now (Spaeth) because we have accepted similar ones (Feldman, Lebow) in the past. Total discretion for distribution of funds must remain with the Foundation. He contended that if an external agent/agency donates funds and specifies recipients this is akin to laundering.
§Shaw objected to limiting any request to the Unit 503 President. Roger Smith is only requesting consistency from this body in approval of requests which mirror what has been approved more than once in the past.
§Mahaffey was a different situation because the donor(s) of the money could be resonably construed as beneficiaries of the disbursals.
§Mamula reiterates that “mistakes made in the past do not justify future mistakes.”
§Shaw questioned why the Unit does not simply make a direct 501(c)(3) request to the IRS; Roger Smith answered that the Unit would prefer to utilize the existing mechanisms of the Educational Foundation instead..
§Thorpe noted that Spaeth had submitted his request to Geoffrey Cross last year and Goeff gave him several suggestions on how to conform the request to what would be acceptable [or not?!] to the Foundation Trustees, and that the request submitted for this meeting had incorporated the suggested changes.
§Smith suggested that if Mamula and Shaw (and others who have objections) specify what changes in language need be made for approval, they would be made.
§Shaw moved to table the request for further discussion. Kirkham stated that if we are going to turn down this type of request that we need to establish a clear general policy on all restricted funds. After some discussion on the various meanings of tabling, deferring, and postponing, motion passed 7 – 1 (Thorpe nay).
§Mamula moved that a committee be established to recommend a detailed policy on Restricted Funds Kales noted during discussion of the motion that in deciding whether to establish a Fund, the Trustees considered two issues: First that some Funds do a thing which could not otherwise be done, such as the Pender VuGraph, or because there was no extant ‘entity’ to request the exemption. Second, the issue of control was examined so that disbursal was not construed as donor decided. Passed unanimously.
Thorpe requested volunteers for this committee and recorded Chris Shaw (Chair), Dewitt Hudson, and Jim Kirkham. The committee was instructed to formulate a policy via electronic or other communication as expeditiously as possible so that the Board of Trustees may consider this matter at the Nashville meeting in July. Mamula suggested that the committee advise President Thorpe when agreed procedures have been developed and he will advise Unit 503 on how to bring the Spaeth request into compliance with probable Foundation policy.
7. New Business
7.a. The Trustees have received no plans from the ACBL Education Department on a restructuring of the School Bridge Lesson Series, and as Jay implied above, the program is finishing out the year and nothing specific has been planned as a replacement.
7.b. Thorpe reminded the Trustees that he would entertain a motion to approve disbursal of the remaining funds of $4,500 to Atlanta Junior Bridge which was contingent on an acceptable midterm report. Kirkham moved to authorize disbursal. Hudson expressed disappointment with the small numbers of students involved in the program. It was mentioned that about half the expenses are teacher stipends. After discussing whether the disbursal should be “pending receipt of a satisfactory progress report ” and deciding not, motion was approved 7 -1 (Hudson nay) Dewitt mentioned, and other concurred, that today one cannot track students because of mandated privacy policies; it makes it nigh onto impossible to figure out ‘retention’ of students.
The meeting adjourned at 12:10 PM