BMW Motorcycle Owners of America
P.O. Box 3982, Ballwin, MO 63022
voice: (636) 394-7277 fax: (636) 391-1811
1999 Board Meeting
Summary of the
BMW MOA Board of Directors Meeting
October 16, 17 and 30, 1999
St. Louis, MO area
(Unofficial until approved at the next board meeting)
Present: Paul Glaves, President; Jim Shaw, Vice President; Rob Lentini, Treasurer; Deb Lower, Secretary; Directors Don Hamblin, Matt Parkhouse, George Glascock, Tom Harbrecht and unable to attend due to accident Ted Verrill (no proxy received); Staff and Contractors: Barb Zingre, Association Manager; Marilyn Roberts, Recording Secretary; Nancy Sulfstede, Bookkeeper; Ray Monroe, Advertising Director; Sandy Cohen, Editor; Susanna Parkhouse, Rally Manual Contractor; Allie Bonvie, editorial staff; Volunteer Staff: Sue Rihn-Manke, Ambassador Liaison and 2000 Rally Co-chair; Michael Friedle, 1999 Rally Co-chair; Clark Luster and D.J. Douglass, BMW MOA Foundation; and BMW MOA members Mae Glascock and Al Cohen.
The Board approved the Minutes of the Last Meeting held in July at Rhinebeck.
Paul welcomed board members and guests and noted Roberts Rules of Order will be used for board meetings.
Rob reported that income and expenses are going in the direction we want them to go. The association is almost 28% above budget with year to date income and a little above budget with year to date expenses. The national rally made approximately $100,000 and the organization is in a good financial position. BMW MOA's investments have shown a loss during the period, but this is just a market downturn and BMW MOA is investing for the long term. Rob is working with Barb and Nancy to prepare a 2000 Budget for presentation at the next board meeting.
Barb presented on purchasing guidelines that will be instituted for BMW MOA and a new membership database that has been implemented. Also, a new t-shirt with "BMW MOA… the essential BMW motorcycle accessory" is being produced. The Board reviewed with Barb some issues with the mailing of the BMW Owners News. The September 1999 issue was late getting to some members on the west coast because of USPS backlog at a particular distribution center in California. This affected about one-half of one percent of the membership. The procedure/policy for handling calls from members about late magazines was addressed.
Sandy presented an Editor's Report showing her representation of BMW MOA at various functions - including an interview on the INB Radio show, BMW NA's support of an R1200C for the "re-launch" of the model, the planned aftermarket accessory coverage for R1200C in the BMW Owners News, and the development of a new computer database to track Flea Market submissions.
Ray distributed an Advertising sales report above average sales and reported satisfaction of advertisers with the BMW Owners News.
Club Coordinator Greg Hutchinson was unable to attend the meeting, but he submitted a report to the Board.
Our Ambassador Liaison, Sue, reported Joe Senner has created a list server for the Ambassadors. There are about 70 Ambassadors who have Internet access and can communicate via the list server. Sue requested consideration in the 2000 Budget for Ambassador business cards.
Consumer Liaison Rob Lentini outlined the current and past problems he has handled and said many are with smaller advertisers, as well as warranty repairs and bad service at authorized dealers. Rob said there is misunderstanding concerning warranty claims at the dealer level.
The 1999 Rhinebeck Rally report from Michael showed the rally was financially successful, but it was also a success due to location/site, area and attractions, volunteers, local infrastructure/local agencies, community support, vendors, entertainment, seminars, field events, demo rides, Aerodrome show, vintage club ride, cyber café, pedestrian mall area, on-site balloon rides, massage station, fast set-up. Michael and Josh Ascher (co-chair, not in attendance) were given applause for a year of hard work.
Sue described the efforts to make the 2000 BMW MOA Great Lakes International Rally a success. About 25 committee chairs, staff and local officials attended the site visit in July, which was a good educational and organizational event. The Board supported her request for BMW MOA grand prize winner(s) to be present. Day passes were discussed and the decision was to let the 2000 rally chair decide the matter. Both decisions will be considered as rally policy for future rallies. A video of the rally grounds has been made available to each Ambassador for showing at local club events.
Susanna discussed the continuing development of the rally handbook and the importance of keeping it updated, once submitted. A committee of board members who have chaired national rallies, the past rally chairs and the current rally chair, and others has been established to support closure on the rally handbook. The rally handbook contract has been amended to continue until March 1, 2000.
Clark presented on the volunteer efforts to develop the BMW MOA Foundation. A draft copy of bylaws and articles of incorporation has been sent to the BMW MOA Board. A license agreement has been developed by BMW MOA counsel at Ted's suggestion and provided for Clark to discuss with the Foundation attorney. BMW MOA and the Foundation will each be a legal entity, but there will be commonality as the Foundation Bylaws provide that 75 of the 100 trustees will be BMW MOA members and there are specific terms in the license agreement. To qualify as a foundation, the Foundation has to be a separate legal entity. The Board thanked Clark, DJ and Sue for their efforts in development of the Foundation.
Tom questioned whether the post office has created a new identification for the BMW Owners News by identifying it as BMW ON. Barb and Sandy found that the name cannot be trademarked because of "BMW" but each issue of the magazine is copyrighted and the name of the publication is listed as BMW Owners News in the publisher identification in the magazine.
Deb presented a rewritten election policy combining and expanding on the various proposals submitted at the April Board meeting. The policy conforms to the Bylaws but there are two issues needing further discussion. Don had asked for an addition that names by office would be listed on the ballot in the order of their submission to Nominating Committee rather than in alphabetical order. The other issue is how ballots will be recounted in the case of a contested election. The Board tabled discussion until the next meeting.
Barb presented BMW MOA general policies for approval but it was not easy to identify changes from previously approved policy. Also, there were unapproved policies that the board requested be brought back for approval in a format that would make it easier to review. The policies will be represented at the next board meeting in a format that will facilitate board action.
There were several items presented by Don pertaining to Bylaw changes. Paul's preference is to have all changes addressed as one amendment. Paul asked each board member to examine the Bylaws, talk to members and provide any changes/topics to him prior to the next board meeting. At the next board meeting Paul will appoint a committee to prepare one consolidated revision to the Bylaws that can be published, discussed and voted on.
George presented a written recommendation that the President appoint members to a Rally Site Search Team/Committee. Paul appointed George as Rally Site Selection Liaison between the committee and the board. Paul stated that he would appoint 3 or 4 people to the committee in consultation with George.
Don recommended recognition of our Interim Webmaster. The Board affirmed and asked Paul to express appreciation and thanks to Ian Schmeisser for assuming the responsibility as Interim Webmaster and his continued work on the website.
Deb reported that Tom Keen contacted her about a donation from BMW MOA to the Fran Crane Fund. The fund was started on the IBMWR list, with the intention of funding a plaque at the AMA in Fran's honor with the rest of the money donated to the Motorcycle Safety Foundation (MSF) for women's motorcycling and related activities. BMW MOA voted to donate $200 to the Fran Crane Fund.
The Board met in Executive Session on October 17 and until 5 pm on October 30. Prior to reconvening into Open Session on October 30 both Rob and Tom had to leave. Ted had participated in portions of the Executive Session but he was unable to be reached for the continuation of the Open Session of the board meeting. Paul reported the following actions taken at the Board's Executive Session.
The Publication Corporation still exists, but it is the intent of the Board to make BMW MOA the publisher of the BMW Owners News for the Post Office and the printed disclosure statement in the magazine. Legal steps will be necessary and action will be taken in January, at the next board meeting, to make this change. Management of publications will be with Sandy Cohen who is under contract to BMW MOA. The Board wants Publications to have separate accounting and requests any necessary revisions to current accounting procedures to make this happen.
Paul designated four committees and appointed members with Board approval. The purpose of the committee structure is to work on agenda items before bringing them to the Board. This action is intended to increase efficiency of board operation. The committees and members are: Publications: Jim, Rob and Don. No chair was assigned for this committee because if the board had wanted to keep Publications Corporation as an entity for publications, then the members assigned to the committee would elect officers. Rally Committee: Matthew (chair), Tom and George; Finance Committee: Rob (chair), Tom and Ted; and Operations Committee: Deb (chair), Don and Ted. Barb is ex-officio member of all committees, and Sandy is ex-officio member of Publications Committee.
The Operations Committee has, as its first tasks, completing the Association Manager job description, reviewing other paid staff job descriptions, volunteer staff job descriptions and a search for legal counsel. Standard reports will be developed for the Association Manager and Managing Editor to submit to the board on a monthly basis. The Publications Committee and Operations Committee will work on the reports.
The contract with Sandy as Managing Editor will be completed as soon as possible and will be with BMW MOA, not BMW MOA Publications. The Managing Editor is responsible for publications of BMW Owners News, Anonymous book and the Rally Program effective on this date. Ray, the Advertising Director will report to Sandy as Managing Editor.
Don requested a copy of BMW MOA's operations contracts so the appropriate committees can review them. Barb has original contracts and will send to board members and be sure Sandy has copy of publications related contracts.
The next board meeting will be in mid to late January with Paul finalizing dates and location after confirmation with board and staff.
New Ambassador Appointments were not reported in Open Session but are Deb Glickley, Betsy Dow, and Cy Young.
The Board adjourned at 7:30 pm on October 30.
Marilyn Roberts, Recording Secretary for 10-16-99 Board meeting
Deb Lower, BMW MOA Secretary