Approved by Board of Directors on March 13, 2017

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CHAUTAUQUAESCAPE, ENGAGE. ELEVATE

Minutes of the Pegular Meeting of theColorado Chautauqua Association Board of Directors

January 23, 2017Pocky Mountain Climbers Club Room in the Community House

Directors Present: Shelly Benford, Bill Briggs, Tom Galey, Bob Morehouse, Susan Osborne,Tom Thorpe, Kip van den Honert, Lisa Shoemaker, Lisa Morzel, Nan Anderson, John Kenyon,Julie Rogers, and Cindy Schmidt

Directors Absent: Michelle Estrella, Dominick Sekich

Staff Present: Andrea McGimsey, Jeff Medanich, Ann Obenchain, Charlotte O’Donnell, SuePerkins, Michael Matts, and Wanona Tara

Visitors Present:

I. Call to Order. Determination of Quorum. Introduction of Guests, and PublicComments

Colorado Chautauqua Association (CCA) Board President Shelly Benford called theregular meeting to order at 6:00 pm and established that a quorum was present for theconduct of business. She opened the floor for public comment. Guest Deb van den Honertinvited board members to the next event of the Cultural Residency program, a watercolorclass at her home on January 31st~

Approval of the Minutes of December 12 2016 Pe ular Board of DirectorsMeeting:

President Benford asked for corrections to the draft minutes of the December 12, 2016

meeting. Ms. Schmidt noted several typos. Mr. Thorpe clarified several points under theBuilding and Grounds Committee. Mr. Morehouse moved (Mr. van den Honert seconded)to approve the minutes as corrected. The December 12, 2016 minutes were approved asamended (9-0-4). Ms. Rogers, Ms. Anderson, Ms. Schmidt, and Mr. Kenyon abstained as theywere absent from the December 12, 2016 meeting.

Approved by Board of Directors on March 13, 2017

Ill. President’s Report:

President Benford welcomed the CU MBA board fellows who will work with CCA during2017. Caleb Garrison will work with the Finance Committee and Ms. Perkins. Chris Wu willwork with the Spirit Committee and Ms. Obenchain.

IV. Committee Reports:

Building and Grounds Committee Report

Mr. Thorpe reported that the committee met on January19, 2017. The City reports thatthe Baseline 2A project, monitored by Mr. Medanich and Tina Bishop, still has anticipatedcompletion in late March though it is currently a few weeks behind due to weather.

Mr. Medanich and CCA’s masonry contractor investigated the two columns at King’s Gateand found no evidence of lights ever being placed inside the columns to provide illumination.For historical accuracy, the Building and Grounds Committee recommended that the lanternhousings be reconstructed without any illumination. Restoration of the rose garden andQueen’s Gate masonry are the other two items which are key parts of the $50,000 funded byCCA.

CCA’s Facilities and Preservation team will now be doing landscape and snowmaintenance with electrical vehicles and tools. This will greatly reduce noise and otherpollution. Mr. Medanich added that this was a great step in the direction of meetingsustainability goals and lessening complaints from visitors.

The Building and Grounds Committee also reviewed and approved a small additionapplication for Cottage 803 which will now go to city landmarks board.

Mr. Thorpe expressed gratitude that no complaints had been received regarding theBaseline 2A project. Mr. Briggs and President Benford offered thanks to Ms. Anderson, Mr.Thorpe, Ms. McGimsey, and Mr. Medanich for their work.

Governance and Nominations Committee Re ort

Mr. Briggs presented the Governance Committee’s draft motions for approval of BoardPositions Description, Conflict of Interest, and Anti-Discrimination documents. Ms. Osbornemoved (Mr. Kenyon seconded) to approve the Board Positions Description documentwith changes as recommended by the Governance Committee. The motion passed (13-0-

0). Mr. van den 1-lonert moved (Mr. Galey seconded) to approve the Conflict of InterestPolicy without changes and as reviewed by the Governance Committee. The motion

Approved by Board of Directors on March 13, 2017

passed (13-0-0). Ms. Anderson moved (Ms. Osborne seconded) to approve the Anti-Discrimination Policy without changes and as reviewed by the Governance Committee.The motion passed. (13-0-0).

The Governance Committee will propose a board self-evaluation process in March.

Chautau ua Access Mana ement Plan CAMP Committee Re ort

Mr. Kenyon reported that the most recent working group meeting on January 19 went well.The meeting focused on parking and transportation, including transit routes, frequency, andmodes. Ms. Schmidt expressed great interest in a trolley as an attractive alternative to busses,especially because they can be rented for a short time during the summer pilot period. Mr.van den Nonert pointed out that an important aspect of the transit route is continuousmovement without the need to enter the Chautauqua grounds where turning around becomesdifficult.

Mr. Kenyon spoke against any parking penalties for staff, but is in favor of offeringincentives. He added that staff makes up a small percentage of parking spot users and trafficon the grounds. Ms. Osborne agreed that staff should not be penalized and noted thatincentives such as offering staff eco-passes will not work if public transit does not pass closerto Chautauqua. Mr. van den 1—lonert added that Transportation Demand Management is partof the lease language, but is not compulsory.

Mr. Kenyon invited the board to participate in the public open house on January 26 at6:30pm in the Community House. He will also send out the online questionnaire created bythe city. Ms. Obenchain will send the same questionnaire in her Wednesday newsletter to allCCA members. The City’s CAMP working group will meet on February 23.

Sustainability Committee Report

Ms. Osborne reported that she will soon be emailing the Sustainability Committee to setup a potential meeting in February. Ms. Osborne explained that the committee is waiting tohear from City of Boulder’s Karl Guiler regarding the next steps in the permit process for asolar installation on the ~nchanted Mesa Reservoir.

Spirit, Community Engagement, and Resource Development Committee Pepsrt

Ms. Schmidt reported that the Spirit Committee met on January ii. At their meeting, Mr.

Galey reported that CCA Archivist Kate Gerard has finished scanning all photographs and willnow work on the 3D catalog. Mr. Galey will contact cottagers to encourage them to save any

Approved by Board of Directors on March 13, 2017

items which may be of historic value. At the committee meeting, Mr. van den Honert reported

on preservation of the historic community and traditions. Ms. Schmidt reiterated the goals ofChautauqua for 2030 included in the strategic plan and added that the Grand Assembly willhelp make progress towards this vision.

For development, Ms. Rogers congratulated staff on exceeding 2016 goals and gave thanks

to the board for 100% contributions in 2016. CCA staff will begin planning for the 120th

summer in 2018. The board can help with development by spreading the word about the treesteward program or introducing potential sponsors to Ms. Obenchain before late March.

Upon request of Ms. Rogers, Ms. Obenchain will provide a list of donors who are alreadyconfirmed or under consideration.

The tree program has six donors so far. Though a complete tree costs $i,ooo, there is nominimum contribution for the general fund. Those who purchase a complete tree will be ableto identify its location on a virtual tree map since there will be no physical sign on the tree. Ms.Anderson inquired whether tree dedication could be recommended to those who holdfunerals or celebrations of life at Chautauqua. Ms. Obenchain confirmed that contractorChrist Mortuary will disperse tree program brochures to costumers as part of memorialofferings. Mr. Galey added that private cottage owners will be excited by this program.

Ms. Schmidt concluded by stating that the Spirit Committee will remain as one committee.They will reassess as work advances and propose a split if necessary.

Finance Committee Report

Ms. Perkins expressed her thanks to staff and board for making 2016 a financially strongyear. Revenue exceeded budget by $io8K or 11% in 2016, due in part to SCPD funding andincreased donations. Nightly revenue was above budget by $199K and public events exceeded

budget by $184K due to two additional concerts and higher ticket service fees. Expenses wereup $157K or 4% above the 2016 budget. This was partially due to the two extra concerts.Salaries fell below budget by 10% but contract services were up 24% due to the need to relyon contractor housekeeper staff. Almost all adjustments have been made; the anticipatedyear-end net income is $570K. CCA’s staff submitted its books to the auditor and is awaiting aresponse. Though CCA spent most of the capital budget, some things could not take place in2016. For example, the 2A project work was delayed. Cash in the bank was $4.56 million as ofDecember 2016.

V. Executive Director’s Report

Ms. McGimsey thanked staff and the board for their work in 2016.

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She then introduced CCA’s new Director of Cultural Resources and Operations MichaelMatts. Mr. Matts thanked the staff and board for their welcome and explained his backgroundin environmental communication and historic building preservation. He worked for theNational Historic Trust for Preservation in several offices throughout the west and midwest.Most recently he worked in the cultural resources field for a private firm and his own

consulting firm.

CCA staff is participating in the SCFD Tier II process for potential changes to the fundingformula which could impact CCA starting in 2019. Ms. McGimsey highlighted the return ofMurmuration as the opening event for the 2017 season. She invited board members to attendthe VIP party occurring directly before.

Ms. McGimsey reported that the CCA and City staff are meeting about CAMP often. Ajoint board meeting to discuss CAMP is still being planned by the City. Ms. Schmidt suggestedthat the board decide which five members will represent CCA and volunteered herself. Mr.van den Honert, President Benford, and Mr. Briggs also volunteered. Though absent, Ms.Estrella volunteered at a previous meeting and will be included as well. Mr. Kenyon will bepresent, but as a member of the CAMP Working Group, and will therefore not be counted inCCA’s allowance of five representatives.

In preparation for the executive committee session Mr. Galey recused himself along withCU Board fellows, Mr. Wu and Mr. Garrison, and guest Ms. van den Honert.

VI. Executive Session

President Benford declared an Executive Session at 7:03. CCA staff members remainedfor the first half of the session and left for the second half of the meeting.

VII. Resume regular meeting for action on the record

President Benford reconvened the meeting at 9:15pm. There was no action for the record.

VIII. Ad~ournment

The meeti was adjourned by President Benford at 9:15pm.

Bill BriggsSecretary. CCA Board of Directors