Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes
Tuesday, August 18, 2009 at 6:30 P.M.,
First UU Church of Austin, 4700 Grover, Austin, TX 78756 in the Gallery
In Attendance:
Trustees: Nell Newton, President; Eric Stimmel, Vice-President; Luther Elmore, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President; Margaret Borden; Derek Howard; Jeff Hutchens; Aaron Osmer, Youth Trustee; Michael West; Laura Wood.
Executive Team: Janet Newman, Interim Minister; Sean Hale, Executive Director
Staff: Lara Douglass, Director of Religious Education; Brent Baldwin, Director of Music
Call to Order
The President called the meeting to order at 6:35 p.m.
Adoption of Agenda
Motion: Aaron Osmer – Adopt the agenda.
Second: Margaret Borden
Discussion: None
Vote: All Affirmative
Opening Words
The Interim Minister read the following selection:
Our deepest calling is to grow into our own authentic selfhood, whether or not in conforms to some image of who we ought to be. As we do so, we will find not only the joy that every human being seeks – we will also find our path of authentic service in the world. True vocation joins self and service, as Frederick Buechner asserts when he defines vocation as “the place where your deep gladness meets the world’s deep need.
As I learn more about the seed of true self that was planted when I was born, I also learn more about the ecosystem in which I was planted – the network of communal relations in which I am called to live responsively, accountably, and joyfully with beings of every sort. Only when I know seed and system, self and community, can I embody the great commandment to love both my neighbor and myself.
The President lit the chalice.
Visitor’s Forum
No visitors were present.
Consent Agenda Items
Minutes from the Prior Meeting: The trustees had reviewed the minutes from the July 2009 meeting prior to this meeting.
New Members and Resignations: The Secretary reported that Matt Stone had joined the congregation and that Andrea Lerner had resigned.
Reports: The trustees had reviewed the consent agenda items prior to the meeting. These included:
- Director of Religious Education Report
- Treasurer’s Report
- Direct of Music Report
- Executive Directors Report
- Bridge Builders Action Plan Update and Policy Governance Team Update
- Nominating Committee Update
The trustees present discussed the following items related to the content of the consent agenda items:
The Director of RE reported that the teacher training retreat had gone very well. RE is now using the online tool Volunteer Spot to coordinate several functions. On September 6, RE will be holding an Open House where the curriculum for the upcoming year will be displayed.
The Treasurer noted that as of the end of July, the church had a net income of $2,600 but that he expected that income would not meet expenses in the next several months. He reported that use of the HEB card had been working well for purchases for Sunday morning kitchen items and might serve as a model for using such cards for other purposes. He noted that the work to replace the HVAC system in the foyer would begin the next day.
Several Trustees noted that the musical performance at church services on the prior Sunday had been beautiful and transformative.
The Executive Director (ED) reported that replacement for the photocopier would be for roughly the same pricing as the current photocopier. He also noted that the transition to the new copier room was targeted to occur by the end of the month if at all possible.
The Trustees discussed the Bridge Builders Action Plan and Policy Governance Team reports noting that a Meet and Eat to announce the plan would be held on August 19. A Trustee noted that some deadlines were immediate and that some work areas overlap, such as mission/vision/values, Policy Governance and a covenant of right relationship. Trustees made the following suggestions and observations:
• Endorse the objectives of the plan at the Meet and Eat noting that specific methods and timelines may be have to be revised as we learn more by working on implementing the plan.
• Call a meeting of the Policy Governance Team soon (as it includes persons who are assigned to work on mission/vision/values and the covenant in the plan) to discus the noted overlap and address it.
• There is a process in place for evaluating the Minister and the Executive Director
• The Minister will be asking Trustees to read “special notes” at the end of Sunday services which will include announcements such as those regarding fellowship opportunities called for in the plan.
The Trustees requested that the Secretary re-send the calendar for signing up to represent the board at Sunday services and that he bring a hard copy to the next board meeting. The Secretary will also post the committee liaison list to the website.
The President noted that the curriculum for leadership development that the Nominating Committee is putting into place is very exciting. The Vice-President noted that the committee is also looking at the bylaws and Policy and Procedures and will be presenting recommendations on bringing them inline with current actual practices. The Immediate Past-President volunteered to assist with wording changes if needed.
Motion: Michael West — Accept the Consent Agenda Item Reports.
Second: Derek Howard
Discussion: None
Vote: All Affirmative
Discussion and Action Items
The President reported that the proposal to be made under the first discussion item on the agenda was not yet ready and would be postponed until the next meeting. She also noted that the agenda item for discussing board budget items may lead into the discussion to be held in the Executive Session. The trustees agreed by consensus to move the budget discussion to the end of the agenda just before the Executive Session.
Internal Audit Committee Proposal: The Treasurer presented the proposal to establish this committee. Several Trustees asked how often the committee would meet, how often and what it would audit and what its membership would be. The Treasurer noted that this policy proposal was simply to create the committee and that once established the committee would need to establish its procedures based upon the needs at that time. Jeff Hutchens volunteered to work with the Finance Committee to Identify a Chair for the Internal Audit Committee and a proposal for the committee’s work definition.
Motion: Chris Jimmerson – Approve the Internal Audit Committee policy proposal as presented.
Second: Michael West
Discussion: There was no further discussion
Vote: Affirmative – 8, Negative – 0, Abstain – 1 (Aaron Osmer)
Policy on Personal Days: The ED presented a revision of the Policy of Personal Days that changed it to a Vacation Policy and made several changes to simplify tracking.
Motion: Derek Howard – Approve the Vacation Policy proposal as presented.
Second: Michael West
Discussion: There was no further discussion
Vote: All Affirmative
Policy on Pay Periods: The ED presented a policy change to place all personnel on the same payroll schedule and to simplify tracking of payroll and overtime that would create 26, 80 hour payroll periods per year.
Motion: Chris Jimmerson – Approve the revision to the Policy on Pay Periods as presented.
Second: Derek Howard
Discussion: There was no further discussion
Vote: All affirmative.
Rental Policy: The ED presented some revisions to some of the rates charged within the rental policy to make them more suitable to comparable rates elsewhere.
Motion: Michael West – Approve the changes to Rental Policy as presented.
Second: Laura Wood
Discussion: There was no further discussion
Vote: All affirmative
Discussion of Altering Board Procedure to Begin Moving Toward Policy Governance: The President noted that the Secretary had asked to discuss a potential change to how the board reviews and handles procedural changes, such as the prior three discussion items. He noted that because true policy is at present intermingled with day to day procedure in the current Policies and Procedures for the church, the Executive Team (the Minister and Executive Director) has had to bring relatively minor changes to operational procedures to the board for review and approval. This is inefficient for the Executive Team and can cause board time to be spent on these day-to-day issues rather the board being able to concentrate on broad policy and ends, values and vision and implementing the Bridge Builders Action Plan.
He suggested that the board delegate to the Executive Team the execution of policy and the corresponding written procedures, allowing the Executive Team to only bring to the board items wherein they have indentified the need for broad policy guidance. This would have the advantage of also moving closer to using Policy Governance.
The trustees discussed how this new board procedure might work and it was noted that the Executive Team would still report changes to day-to-day procedures but would not have to bring the entire procedure before the board for review and approval. In this way, the board could still monitor for compliance with broad policy. A trustee noted that many policies were written in a format that stated purpose, then policy, then procedure and that the board would be delegating the procedure section and the execution of it to the Executive Team.
The Secretary gave an example based upon the relatively minor rate changes to the Rental Policy that had just been reviewed and approved. Rather than approve such minor changes, the board would approve broad policy such as the purpose for renting church facilities (for example, “to offer space to community organizations and members whose purposes are congruent with UU principles and to raise funds for church activities”) or that would set limits on the Executive Team (for example, “facilities may not be rented to individuals, organizations or events that are inconsistent with UU values and principles”).
A trustee inquired as to whether this meant the Executive Team would then decide whether a rental was consistent with UU values. The Secretary responded that it would mean this, as Execution of Policy would fall to the Executive Team; however, another Trustee pointed out that the board will still monitor the Executive Team for compliance with policy.
By consensus, the Board of Trustees agreed to ask the Executive Team, when dealing with changes to policies and procedures needed for the day-to-day operations of the church, to bring to the board any broad policy guidance that is needed rather than bringing specific procedural changes to the board (and/or other intermediary groups such as the Finance Committee), working with the Vice-President (in his role as staff liaison) and the Secretary (in his role with the Policy Governance team) to research and suggest language for such policy. The board would then delegate to the Executive Team the execution of such policy and the procedural language related to its execution.
The Executive Team would consult with the Human Resources Committee Chairperson on policy and procedure involving potential personnel legalities and would note changes to procedures in monthly reports, (i.e. — “changed the rate charged in rental contracts for the event set up team from $22 per hour to $30 per hour to more accurately reflect our costs”).
Board of Trustees Budget Proposal Discussion: The President noted that the budget for the next fiscal year is currently being developed and that in the past the board had not provided much input on the budget until the joint meeting of the board and the Finance Committee. She raised the question of whether the board might have budgetary needs that would be submitted for inclusion in the budget as it gets developed.
The Treasurer noted that the board is on record for submitting a balanced budget to the congregation and that the Stewardship Committee had set a pledge drive goal of $600,000 to do so. If $50,000 more were to be pledged, the church could engage in the interior and kitchen remodeling that the congregation had set as the second “dream goal” for the pledge drive.
The ED noted that there were two questions for the board to consider:
1. Should the board be the governing body that sets executive compensation?
2. What are other budget items that the board may need to properly fulfill its role?
The trustees present agreed by consensus that it is the role of the board to determine executive compensation.
The President noted that in terms of other budget items the board might need to request, the Secretary and others had discussed the possibility of a board discretionary line item equal to four percent of the budget. This would have the advantage of being tied to the growth or shrinkage of the overall budget.
The trustees discussed the following concerns and thoughts regarding this concept:
• Concerns that other church groups would be constantly approaching the board to request using portions of such a fund.
• Concerns that it might be viewed as lacking transparency or as a “slush” fund.
• Such a fund would have the advantage of being available for expenses the board could not anticipate ahead of time, such as in the previous year when funds were needed for the interim minister search committee and the Bridge Builders consultant. There was some feeling that there is broad transferability within the budget which allowed for things such as hiring the Bridge Builders consultant; however, the ED noted that this had been a one time opportunity using unique money that came available because of the situation of being without a minster for several months.
• The Treasurer noted that the bylaws set a limit on board discretionary spending of $10,000.
• Concerns that such a fund might limit funding for vital church programs.
Given the concerns noted above, the trustees agreed to instead discuss a specific list of potential line items for the budget that the board might need to fulfill its duties. The following potential items were suggested:
• Funding for the All-Council Retreat
• Becoming a fair share congregation
• Hiring a consultant to lead the process of developing values/mission/vision and adopting Policy Governance to fulfill our commitment to the Bridge Builders Action Plan.
• Accountant prepared financial statements
• Costs associated with another potential minister search
The Trustees also noted a high level of support for the following budget requests that would come from other committees or persons:
• Funding for costs associated with implementing the Nominating Committee’s leadership development curricula
• The Children’s Choir
• Increased Support for Social Action
The President asked the Trustees who had suggested board budget request items to bring cost estimates for those requests to the September Meeting.
Executive Session: The Trustees entered Executive Session to discuss personnel issues and persons who were not Trustees left the room.
Motion: Jeff Hutchens — Extend the meeting by 15 minutes
Second: Aaron Osmer
Discussion: There was no further discussion on the motion
Vote: Affirmative – 8, Negative – 1, Abstain — 0
Adjourn: After the Executive Session and with no further business, the President adjourned the meeting at 9:45 p.m.
Respectfully Submitted,
Chris Jimmerson
Secretary
