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Minutes of the Board – Pacific Northwest District – Kiwanis International August 15, 2008 – Red Lion Kennewick, Washington
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M I N U T E S Board of Directors
Pacific Northwest District of Kiwanis International Ballroom 1, Red Lion Inn, Kennewick, Washington
15 August 2008 The meeting of the 2008-2009 Board was called to order at 3:24PM by PNW Governor-Elect, Wendy Falkowski. An invocation was offered by Lt Governor, The Reverend Joseph Connor. The singing of “America” and “O Canada” was led by Acting Secretary Michael Duffy. Michael Duffy, assisted by Marge Price, took a roll call of the 2008-2009 Board with the following results. (NOTE: Numbers refer to the Division Numbers of the Lt Governor’s respective constituencies …throughout the minutes. An “x” next to the number indicates attendance; a blank, absence.)
5 x William Lees
30 x Carl Vest
66 x Roald Berg 7
Bob Bissell
32 x Craig Koester
67 x Tracy McDonald
8 x Dick Mayer
34 x Marcia Jensen
68 x Roger Sprague 9 x Donna Kelso
36 x Kevin Buyer
70 x Clarence Kaufman
11 x Dave Evans
38 x Derek Valley
72
David Strom 13
Kathy McMahon
40
Marty Anderson
74 x Virginia Brooks
15 x Cliff Fletcher
42
Dennis Bird
76 x Rob Spooner 17 x Dennis Varga
44 x Ross Johnson
78 x Cindy Crowther
18 x Ron Currie
46 x Van Phillips
80 x Shirley Hopper 19
David Moffitt
48 x Kent Setty
82 x Claudell King
20 x Jerry Munson
50
84 x Robert Millard 20M x Mavis Betz
52 x Elaine Hensley
AYN x Larry Baillon
21
Albert Dantico
54 x Jerry Greenfield
AYS x Jim Heuttl 22
Larry Mervin
56 x Sandra Helms
Governor x Wendy Falkowski
24 x Mike Servais
58 x Joe Seppinger
Past Governor x Rich Jensen 26 x Joseph Connor
62 x Rob Munger
Secretary
28
Harold Erland
64 x Jerry Hrabal
Treasurer
Governor-Elect Wendy introduced those seated at the front—Governor Rich Jensen, Parliamentarian Marge Price and recommended Secretary Appointee, Michael Duffy. Past Governors in the room were noted to be Mayer, Emhoff, Lee, Saalfeld and Bryant. Governor Rich Jensen was introduced to offer a few remarks. (Included among them was, “Do the very best you can in that office”.)
Minutes of the Board – Pacific Northwest District – Kiwanis International August 15, 2008 – Red Lion Kennewick, Washington
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Governor- Elect Wendy offered a few brief remarks. (Included among them were, “I do not want to spend my year fighting with the Board – but I will spend my year working with the Board to move forward. I do not want to spend my year being verbally abused – but I will spend my year showing respect to you and for your ideas.”) Parliamentarian Marge Price was introduced. (“You people need help.”) Marge cautioned against abusing the motion to limit debate and demonstrated proper form. She also advised the Board against using the term “Call for question” and similar other inappropriate procedural phrases Clarence Snodgrass offered the Finance and Fund Raising Committee report which included a balance sheet, budget spreadsheet (which are included in these minutes as scanned images on the pages that immediately follow) and a mention that the Committee met briefly yesterday.
(Balance Sheet and Budget follow.)
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Motion by 62 – Second by 26 Moved to adopt the budget subject to revisions made in accordance with earlier actions of the standing Board.
Motion by 20M – Second by 56 Moved to amend the budget by deducting $446 (four-hundred forty-six dollars) from line number 508. By standing vote of 19 in favor and 18 against, the amending motion carried.
By standing vote, there were 6 in favor, 27 against, and the motion failed. Motion by 8 – Second by 67 Moved to approve office expenses until such time as a revised budget is presented.
Motion by 70 – Second by 68 Motion to amend to include the expenses of the Tri K conference. By standing vote of 32 in favor and 3 against, the amending motion carried.
By standing vote of 32 in favor and 3 against, the main motion as amended, carried. Governor-Elect Wendy then ordered a five minute recess. Motion by 15 – Second by 82 Move to direct the Finance and Fund Raising Committee to report on the revised budget proposal two weeks before Tri-K in November. By standing vote of 33 in favor with no opposing votes shown, the motion carried. Agenda Item A -- Governor Elect Wendy Falkowski offered a correction to the printed list of proposed appointments and detailed two appointments that were to be corrected. Marion Bremner is appointed to serve as Short Term Strategic Planning Chair and Norm Olson is appointed to serve as Long Term Strategic Planning Chair.
(A copy of the agenda including the listing of appointments follows on the next two pages
as an inset scan.)
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Motion by 64 – Second by 78 Move to separate approvals of the Secretary and Treasurer appointments from the other appointments as listed (and as corrected with Governor-Elect Wendy’s previous remarks). By unanimous voice vote, the motion carried. Motion by 64 – Second by 62 Moved the Board accept PNW District Chairs as stated in the agenda. By standing vote of 36 in favor and with no voting in opposition, the motion carried. Motion by 64 – Second by 9 Move to not divide the duties of the District Office.
Motion by 64 – Second by 8 Move to close debate. By standing vote there were 26 in favor and 11 against. The required 2/3 majority to close debate was met (26 out of 39) and the motion carried.
By standing vote, the main motion received 25 votes in favor and 11 against and carried. Motion by 9 – Second by 64 Move to recommend to Governor Wendy that Cleve Parker be appointed to serve as Secretary and Treasurer. By standing vote, 26 were in favor and 9 against. The motion carried. Agenda Item B--Motion by 8 – Second by 66 Move to ratify the June 1, 2008 election of the 2008-2009 Lt Governor Class President –Lt Governor Dave Evans – Division 11. By unanimous voice vote, the motion carried. Agenda Item C -- Motion by 20M – Second by 26 Move to cover the expenses of the Lt Governor Training.
Motion by 8 – Second by 68 Move to postpone until entire revised budget is presented. By voice vote, the motion carried.
Agenda item D – Motion by 76 – Second by 20M Move to approve the signing officers item as listed on the agenda excepting to change under the “Depository of Funds Account” in parenthesis show, “(One signature required plus one other approval from among the listed District Officers is to be on file)”. By voice vote, the ayes had it and the motion carried.
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Motion by 66 – Second by 48—(Submitted in writing)
Move that any committee or other report that requires an action decision by the Board be presented in writing to the Board at least 45 days before such decision or action is requested. This requirement does not apply to reports that are informational only. Motion 70 – Second by 20M Move to strike “45” and insert “15”. Motion carried by voice vote. The amended main motion carried by voice vote with one voting in opposition.
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Motion by 11 – Second by 68 — (Submitted on handwritten note)
Move to amend Section 166 of the PNW Policies and Procedures titled “District Committee Management by the Governor” to insert the wording “No Member can be assigned, appointed or elected to any more than one office or District Chair in any year”. Motion by 15 – Second by 20M Move to refer to Administration Committee for further study. Motion carried by voice vote.
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Motion by 64 – Second by 54 – (Submitted in writing)
Move that a study committee of five current Lt Governors will be formed from the current board to investigate and make a recommendation to the standing board on developing fair, confidential, and objective employment practices, evaluation criteria, job description, policies, and handbook for the Executive Director and district employees and contractors. The committee shall present a written report and recommendation to the board at the 2008-2009 Mid Winter Board meeting. By a standing vote of 35 in favor and no standing in opposition, the motion carried. It was clarified that references to “current Lt Governors” and “current board” meant those of the 2008-2009 Board. Governor-Elect Wendy requested resume’s from interested Board members to assist her in selecting the committee members.
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Motion by Acting Secretary Michael Duffy – Second by 15 Move to refer to committee the matter of the Trustee Governance system discussed with the board of earlier today. Point of Order. The motion was ruled out of order due to the pending un-ratified status of the maker’s membership on the Board.
(Scanned copy of the maker’s written notes follows here.)
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Motion by 56 – Second by 15 Move to adopt the concept of Trustee Governance by assigning the following language for review and a report to the Board at Tri-K. Specifically, that language, (referring to Bylaws amendment recommendations), beginning with the words “ARTICLE V OFFICERS” and ending with the ARTICLE XI, Section 5 language.
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(NOTE: During the making of the motion, reference was made to the “pink sheet” document which had been distributed for the 2007-2008 Board that met earlier in the day. A scanned copy follows on the next two pages
of these minutes.)
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Motion by 68 -- Second by 15 Move to postpone until Medford Convention. Motion by 18 – Second by 54 Move to amend by striking ‘Medford Convention” and insert “Tri K Conference”.
An inconclusive voice vote was immediately retaken with a standing vote showing 16 in favor and 19 in opposition. The amending motion failed.
By standing vote, the motion to postpone failed by a vote of 13 in favor and 23 against. Motion by 48 – Second by 11 Move to amend by striking the word in the first sentence “adopt” and insert the word “research”. A unanimous voice vote indicated that the motion to amend carried. By standing vote the main motion carried with a vote of 32 in favor and 4 against. Governor-Elect Wendy Falkowski assigned the matter to Long Range Strategic Planning Chair Norm Olson who is expected to be assisted by Past Governor Bobbe Godwin and International Vice-President Sylvester Neal. Further information and/or a report is expected to be made available to the Board well in advance of the Tri K Conference. Motion by 68 – Seconded by …several voices, to adjourn. Without further adieu, Governor-Elect Wendy so ordered the adjournment at 6:17 PM. Respectfully submitted, Michael Duffy Acting Secretary Pacific Northwest District Kiwanis International