MINUTES of ACTV Board of Directors

Meeting Date: November 10, 2005.

 (Accepted unanimously at the December 8, 2005 Board Meeting)

 

Call to order:

The regular monthly meeting of the ACTV Board of Directors was held in the ACTV Conference Room on November 10, 2005. The meeting convened at 7:40 PM, Isaac BenEzra presiding.

 

Board Members present:

Isaac Ben Ezra (President) Geraldine Vatan (Vice-President), Anna Carter (Treasurer), Josna Rege (Clerk), Mary Paris, Rusty Rowell, Ernest Urvater.

 

Members absent:

Rev. Bobby Wallace

 

Quorum status:

This constitutes a quorum of the Board

 

Others Present:

Peter Morales, Trish Hill, Paulette Brooks, Jean Haggerty, Julia Shively, ACTV Bookkeeper.

 

MOTION:

A motion was made and seconded to:

Approve the October 12 minutes as amended.

The motion passed unanimously.

 

MOTION:

A motion was made and seconded to:

Approve the October 27 (Annual Meeting) minutes.

The motion passed unanimously.

 

New Board Appointees:

Prospective Board Members Jean Haggerty and Paulette Brooks were introduced by President BenEzra. Information on each candidate had been circulated previously by mail.

MOTION:

A motion was made by Mr. BenEzra and seconded by Rusty Rowell to:

Appoint Jean Haggerty to a 2-year term on the ACTV Board of Directors.

The motion passed with 6 in favor, 1 abstention.

 

MOTION:

A motion was made Mr. BenEzra and seconded by Ms. Paris to:

Appoint Paulette Brooks to a 3-year term on the ACTV Board of Directors.

The motion passed with 6 in favor, 1 abstention.

 

Executive Committee Report:

President BenEzra gave the report. The Executive Committee met to prepare the agenda for this meeting. It sees ACTV’s focus at this time as developing a fulltime professional staff and strengthening the board’s committees. Another key focus is the relationship with the Cable Advisory Committee and the CAC’s proposal that the Town of Amherst take over the PEG access functions of ACTV. An Ad Hoc Committee has been established to work toward the renewal of ACTV’s contract with the Town of Amherst. Mr. BenEzra reported that the Ad Hoc Committee would be bringing a proposal for renewal of ACTV’s contract to the Board. Ms. Carter noted that the Executive Committee is not a decision-making body, rather that it works between the monthly Board meetings, prepares meeting agendas, and makes recommendations to the Board. 

 

Committee Reorganization:

Committee                              Convenor

Finance Committee                  Anna Carter, Treasurer

Outreach/Membership             Josna Rege/Mary Paris

ByLaws                                  Rusty Rowell

Personnel                                Geraldine Vatan

Nominations                            Ernest Urvater

Technology                    Rusty Rowell

The convenors are responsible for calling a meeting of the committee, upon which the committee will elect a chair, who will be responsible for reporting back to the Board Meeting.

 

Financial Report:

Ms. Carter and Ms. Shively presented the financial report (attached), with Ms. Shively giving the Board some instruction in reading the report.

MOTION:

A motion was made by Ms. Vatan and seconded by Mr. Urvater to

Accept the July-September 2005 financial report, subject to audit.

The motion passed unanimously.

 

Set-aside of funds for attorney to assist in preparation of new contract:

Mr. BenEzra urged the board not to go into our contract negotiations with the town without the aid of an attorney.

MOTION:

A motion was made by Mr. Urvater and seconded by Ms. Vatan to

Set aside $2000, in consultation with the Finance Committee, to engage an attorney with an expertise in contract law to assist ACTV with its preparation of a new contract with the Town of Amherst.

The motion passed unanimously.

 

OLD BUSINESS

Motion tabled from October 12th Board Meeting:

MOTION: ACTV staff and Tech. Committee should conduct an investigation and

evaluation of all systems.

A motion was made by Ms. Carter and seconded by Ms. Vatan to

Refer this motion to the Tech. Committee to begin the process, in consultation with the staff, and to present a plan to the Board of updating the existing equipment inventory, preparing a detailed list of who owns what equipment.

The motion passed unanimously.

 

OLD BUSINESS

Motion tabled from October 12th Board Meeting:

MOTION: ACTV should conduct an in-house audit and review of all transactions with Copen and Lind. Additional hours will be allotted to the bookkeeper to prepare a detailed report to the board.

After some discussion, it was decided to refer this proposal to the Finance Committee, to return to the Board after 2-3 months with a recommendation.

 

 

Program Manager Search Recommendation [Executive Session]:

MOTION

That the Board approve the Program Manager Search Committee Recommendation of Kenneth Carroll.

The motion passed with 5 in favor, 2 opposed, and 1 abstention.

 

It was further agreed, unanimously, that the Program Manager’s salary would be started at 27,000, to be increased up to $1000, based on merit, after the initial probationary period.

 

Adjournment:

The meeting was adjourned at approximately 9:15 PM.

 

Respectfully submitted,

 

Josna Rege

Clerk