First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes
Tuesday, October 20, 200 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; Brendan Sterne; Michael West; Laura Wood.
Executive Team: Janet Newman, Interim Minister; Sean Hale, Executive Director
Staff: Brent Baldwin, Director of Music, Lara Douglas, Director of Religious Education
Visitors Present: Bill Edwards, Chair of Stewardship Committee; Jacob Williamson, Chair of Membership Committee; Stephan Windsor, Chair of Finance Committee
Call to Order
The President called the meeting to order at 6:35 p.m.
Adoption of Agenda
Motion: Margaret Borden – adopt the agenda (Appendix A).
Second: Luther Elmore
Discussion: None
Vote: All Affirmative
Reading and Lighting of the Chalice
The Interim Minister read the opening words and the President lit the chalice.
Visitor’s Forum
There were no visitors other than those scheduled to present for an agenda item later in the meeting.
Consent Agenda Items
Minutes from the Prior Meeting: The Trustees had reviewed the minutes from the September 2009 meeting prior to this meeting (Appendix B).
New Members and Resignations: The Secretary reported that the following had become new members since the last meeting: Rebecca Frazier-Smith, Chris Smith, Susan Stolar, Erik Mackdanz, Merlyn Dyches-Bessent, Stephanie Larsen, Juliette Owens, Stphen Owens, Daesene Willmann.
Reports: The Trustees had reviewed the consent agenda items prior to the meeting. These included:
Interim Minister: Appendix C
Executive Director: Appendix D
Director of Religious Education: Appendix E
Director of Music: Appendix S
Treasurer: Appendix O
Internal Audit Committee: Appendix F
The Interim Minister reported that she would be giving a sermon on loss on the next Sunday, including loss that church members may still be feeling over the dismissal of the Settled Minister and asked for the Board of Trustee’s support in raising this potentially emotional issue.
A Trustee reported that the church had been paid $175 for the old phone system hardware by a wholesaler. The Treasurer noted that the church is projecting a loss of near what had been budgeted for the year and the members present discussed that the contingency options developed earlier in the year could be reexamined should cash flow become threatened. The Treasurer also noted that plate collections were down around $10,000 compared to the prior year though whether this could be attributed to a decrease in the number of people attending or to other reasons was unclear.
The Bridge Builders Action Team reported that they were still working to clarify responsibilities for some of the items in the report. The Treasurer asked that the members present review the options for what the Internal Audit Committee might examine (on page 29 of the board materials) as this is a decision the board will eventually make.
Motion: Michael West – accept the Consent Agenda Item Reports.
Second: Chris Jimmerson
Discussion: None
Vote: All Affirmative
Discussion and Action Items
Policy Proposal on Contract Signing Authority: The Chairperson of the Finance Committee presented a proposed contract signing authority policy (Appendix G) that closely mirrored current check signing authority and noted that currently there is no definition or limit on who can contractually obligate the church. He noted that the Executive Director (ED) would be presenting an alternative policy proposal on contract signing authority and the differences between the two essentially came down to how far and how quickly the Board of Trustees (BoT) wanted to move toward policy governance (PG).
The ED presented the alternative proposal allowing the Executive to sign contracts that fall within budgeted expenses with some limitations depending upon length of the contract (Appendix P) and answered several questions regarding it. The trustees discussed the following:
- There are some practical issues regarding requiring a BoT level signature on relatively small contracts that fall within already approved budget parameters.
- It was noted that the minister would not sign contracts.
- The ED’s proposal seemed to be in the spirit of where the church is moving with PG.
- How would the policy be monitored? Through monthly reporting and if so at what level?
- Perhaps the single signature authority in the Finance Committee proposal could be raised to a higher dollar level as a potential compromise.
- How many contracts are signed each year? The ED answered that there have been very few.
- A Trustee noted that contractual authority for the ED may be needed to administer his budget.
- The Treasurer suggested that perhaps the ED and Finance Committee could get together before the November BoT meeting and draft a new version that combines and compromises between the two.
Motion: Michael West – Adopt the proposal from the Finance Committee for now and ask the Finance Committee and then ED to bring back a combined version at the November meeting.
Second: Derek Howard
Discussion: There was no further discussion.
Vote: All Affirmative
Overview of the UUA Recommended Policy for Funding Staff Medical Insurance: The Chairperson of the Finance Committee gave an overview of the UUA recommended policy versus current church policy (Appendix H). The UUA recommends paying 80% of the costs of medical insurance policy for the employee and 50% for their dependent children. Current church policy is 100% for the employee and none for their children. Changing would mean very little in costs to the church. The Finance Committee is recommending that the BoT consider voting on making this chance at their next meeting.
Membership Committee Bylaws Change Proposal: The Chairperson of the Membership Committee gave an overview of changes to the bylaws that the committee was recommending (Appendix I). He noted that the committee had been tasked with clarifying membership requirements and developing a new member orientation class. The recommended changes to the bylaws included adding a requirement to attend the new member orientation and adding language requiring that the contribution of record be “generous within the member’s means” (to avoid the mindset of contributing $1 to maintain membership).
He noted that the committee had engaged in long discussions over whether the new member orientation should a requirement or strongly encouraged and that there was not unanimous agreement but that there was ultimately consensus around the need to address engagement of new members.
He also noted that the committee would take responsibility for administering and tracking of the orientation, that the classes would be offered at least quarterly and that current church members would not be required to attend.
The Trustees discussed the following:
- A Trustee asked how much this would effect youth membership and the committee Chariperson answered that it would not effect it.
- The classed would be 2 sessions of 1.5 to 2 hours each.
- The Interim Minister had worked with only one church that had required a new member class but had not really implemented the requirement.
- There were some concerns expressed around whether the class a required would make it harder to join and become a member, which would indicate a preference for using the phrase “strongly encouraged” rather than making it a requirement.
- Some concerns over the practical logistics of tracking such a membership requirement and making sure that this did not fall to staff were also expressed.
- A Trustee noted that language such as “strongly encouraged” and “generous contribution” are not specific enough requirements to be placed into the bylaws and might better work within the context of the covenants that were being developed within the church. A “new member covenant” might address these issues.
The Trustees were in consensus that adding a new member covenant that would address these and other issues would be an exciting means to implement the new member class and raise contribution expectations and new member engagement.
The President asked that the Membership Committee revise the recommended bylaws changes to require the signing of such a covenant and then work with the Interim Minister and those she is assembling to develop covenants to put language around contribution expectations and participation in the new member orientation into the covenant.
Stewardship Committee Update: The Chairperson of the Stewardship Committee gave an update on the Fall Canvass (See Appendix R for details). As of the date of the meeting, 147 pledges totaling $320,000 of the $650,000 goal had been made. The Trustees and Chairperson of the Stewardship Committee discussed the following:
- Stewardship does not yet have a final projection for the canvass.
- The canvassers have encountered a number of persons who were unhappy over the dismissal of Davidson Loehr and faced a backlash over this. Eight people have refused any pledge and others who pledged last time have not returned phone calls and email messages.
- The Interim Minister would like to meet with any canvassers who encountered anger and hostility.
- Several Trustees noted that if the Team Leaders could come up with estimates of the number of times this happened that it would be useful information to have.
- Having the pledge table set up in the gallery has gone well.
The Board of Trustees’ meeting was adjourned for a break and for the Trustees to place their comments on the timeline outside the sanctuary.
Proposed Changes to the Bylaws and FAMP: The Treasurer presented proposed changes to the Financial Assets Management Policy and to the bylaws regarding it (Appendix J), the first of which were grammatical and clarification revisions to the FAMP. The bylaws changes and corresponding revisions to the FAMP were more substantive and would bring the voting requirements on the FAMP and the Memorial Saving Fund in line with the bylaws rather than requiring two votes at to consecutive, regularly scheduled congregational meetings. Besides bringing the FAMP into compliance with the bylaws, the changes would also act to make it easier for the congregation to react and take action should a financial crisis occur.
During discussion, it was discovered that a few other changes to the FAMP and a Policy and Procedure on the Memorial Savings Fund would need to be made for consistency and Trustees recommended that a ‘redline” version of the grammatical and clarification revisions to the FAMP be brought to the congregation to make it easier to see that these were relatively minor changes. The Treasurer agreed to work with the Finance Committee to make these revisions and to bring them to the Executive Committee for placement on the agenda at the Congregational meeting.
Personnel Policy: The ED and Chair of the Human Resources Committee had met on the policy and presented the revised version of the personnel policy (Appendix K). The Trustees discussed the following:
- The policy details what the Executive Team may not do, so you would not have a situation where for example an executive could be mistreating staff but being judged as complying with policy because the church was doing well overall.
- Such a policy makes it vital that the board monitor reports. There is a danger in becoming complacent and not monitoring the Executive Team.
- A Trustee expressed reservations that since some of the staff will still be reporting to the board during the interim period, the Executive Team would be making decisions for that staff even though there is not a direct reporting line. The Executive Team responded that this was on the program side and that these folks are already functioning well and as a team, with the Interim Minister ultimately responsible.
- A Trustee asked that reports for monitoring be not just when an exception to the policy occurs but include progress also.
Motion: Chris Jimmerson – approve the policy as presented.
Second: Margaret Borden
Discussion: There was no further discussion
Vote: Affirmative – 8, Negative – 1, Abstain – 1 (Laura Wood)
Policy Establishing Executive Team: (Included as part of Appendix K above). The Trustees had reviewed this policy revision.
Motion: Derek Howard – Approve the policy change as presented.
Second: Margaret Borden
Discussion: There was no further discussion
Vote: Affirmative – 8, Negative – 0, Abstain – 2 (Laura Wood and Luther Elmore)
Executive Committee Request for Authority to Establish Agenda and Determine Mailing Items for Congregational Meeting: The President noted that The Executive Committee will meet again in time to meet the calendar requirements for notice and such of the Congregational Meeting but that the next full board meeting would be too late and thus asked for the above authority for the Executive Committee.
Motion: Margaret Border – Authorize the Executive Committee to establish the agenda and determine mailing items for the congregational meeting
Second: Jeff Hutchens
Discussion: There was no further discussion
Vote: All Affirmative
Board Internal Covenant and Covenant with Minister: The Interim Minister presented two examples of covenants (Appendix L) and described the process of developing them, as well as work she had been doing with groups within the church to develop their covenants. She asked for volunteers who would like to help develop such covenants for the BoT and congregation.
Discussion of Proposals to Prepare for the Joint Board and Finance Committee Budget Meeting: The ED presented several proposals (Appendix M), which included:
- Increasing the budgeted contributions to $50,000
- Increasing rental income to $60,000
- Funding all office staff positions at UUA midpoint
- Increasing ED professional expenses
- Matching rental expenses to rental income by investing 30% of gross rental income in the program support budget
Trustees expressed several concerns around proposal 5 and logistics involving implementing it. This was counterbalanced by the recognition that the ED and staff need to be able to manage increased rentals and or decreases in rentals as they occur (they are often unpredictable).
Motion: Aaron Osmer – Extend the meeting by 15 minutes to allow discussion to continue
Second: Luther Elmore
Discussion: None
Vote: Affirmative – 8, Negative – 0, Abstain – 1 (Laura Wood) (One Trustee had had to leave the meeting)
The ED explained that eventually he would like to implement a new system for setting staff salaries based upon a range of issues. The Trustees discussed the remaining budget proposals; however, there was not consensus involving several of them, so the President recommended that the ED develop them and/or their rationale further and bring them to the joint board and finance committee meeting.
Motion: Margaret Borden – Extend the meeting by another 15 minutes
Second: Aaron Osmer
Discussion: None
Vote: Affirmative – 7, Negative – 1, Abstain – 1 (Laura Wood)
The Interim Minister offered that discussion and/or action on disability insurance and Director of RE and Director of Music reporting could be postponed until the November meeting.
Bridge Builders (BB) Implementation Consultant: Funding Mechanism: The Secretary presented a proposal for funding the costs associated with the above from the Long-Range Fund rather than the operating budget. The BB Action Team and the members of the Executive Committee (EC) that had been at the last EC meeting had discussed the proposal as potentially a more fitting way to engage a consultant (Appendix Q). The Interim Minister passed around a copy of the current mission. The Secretary stressed that the work on values/mission/vision and policy governance (PG) were vital to the church and had been called for by the congregation in the BB Action Plan. The Trustees discussed the following:
- Question — is there a defined use for the Long-Range Fund? Response — its description was vague and included in a preamble in the FAMP but that it was never defined specifically as were some of the other church funds.
- Question — could a consultant work with the church to revise the current mission and thereby save money? Response – the process of defining mission/vision/values is often said to be more important that the actual statements that are the end result and therefore, especially given how long it ahs been since the church looked at its mission, there is a need to start “from the ground up”. Also, part of the consultant’s work would be helping the church with PG and we do not have this expertise internally.
- There is $10,000 currently in the budget draft for 2010 that would come out if we use this mechanism instead.
- The ED stated that the only description of the fund was in an introduction to the FAMP and described it as seed money for capital funds. He also noted that the FAMP requires the Board to review restricted funds annually and to reallocate those that are no longer active or for which their original purpose does not apply.
- A Trustee noted that the policy description of the Long Range Planning Committee fit well with this type of activity and that the fund’s intent is likely tied to that of this committee. Another Trustee noted that this seemed an appropriate use of the fund as this planning is needed before any other long-range plans such as a capital expansion could be considered.
- The President noted that work on values/mission/vision should not be put off another year.
Motion: Margaret Borden — authorize an expenditure of up to $15,000 from the Long-Range Fund to fund the costs of a consultant and related costs for one year to help the church implement the mission/vision/values and policy governance aspects of the BB Action Plan
Second: Brendan Sterne
Discussion: There was no further discussion
Vote: Affirmative – 5, Negative – 2, Abstain 2 (Laura Wood and Aaron Osmer)
Rental Rate Adjustment and Wording Clarification: The Trustees had reviewed this proposal prior to the meeting (Appendix N).
Motion: Chris Jimmerson – approve the proposal policy revision as presented.
Second: Brendan Sterne
Discussion: There was no further discussion
Vote: All Affirmative
Adjourn
With no further business, the President adjourned the meeting at 10 P.M.
Respectfully Submitted,
Chris Jimmerson, Secretary
Appendices (Please note, clicking on the link to the left will open a file containing all appendices from the meeting in your browser window, which may be slow because it is a large file. You can also right click on the link to download it instead).
