|Meeting of the Board of Directors
March 27-29, 1998
FRIDAY, MARCH 27
7:00 to 10:00 P.M.
PRESENT: Dave Vogel, Linda Leger, Mike Hurley, Tiff Wood, Ron Chen, Jonathan Brown, Jay Feenan, Jack Frailey, Mary McCagg, Tim Mickelson, Elizabeth Miles, Ashlee Patten, Bob Scurria, Lawrence Terry.
ALSO PRESENT: Frank J. Coyle (Executive Director), Russ Tippett, Mo Merhoff, Juan Anzaldo, Willis Black, and Karey Clock, USRowing staff.
ABSENT: Lisa Glenn, Charlotte Hollings, Peggy Tosdal, Virginia Fox, Ellen Minzner and Alison Townley.
1. WELCOME: Incumbent President Dave Vogel opened the meeting by welcoming the new Board to Indianapolis. Board members introduced themselves.
2. ORIENTATION BY USROWING COUNSEL: Executive Director Frank Coyle introduced Jack Swarbrick, Esq., USRowing lead outside counsel and Chair of Indiana Sports Corporation, who gave the Board an orientation presentation to the Board of Directors via conference call from Austin, TX.
Mr. Swarbrick described the following major legal obligations of a board of directors of a nonprofit corporation in discharging its duties:
Dave Vogel thanked Jack Swarbrick for his presentation.
3. ELECTION OF OFFICERS: Women’s Vice-President Linda Leger assumed the gavel and solicited nominations for the President of the Association. The following nominations were received:
A discussion ensued regarding the timing of officer elections, due to the number of new members on the Board of Directors. Ronald Chen, in his erstwhile role as Parliamentarian of the Association, noted that David Vogel would continue to function as President unless and until his successor was elected and qualified.
MOTION (Mickelson/Miles): That the pending elections for officers of the Association be postponed until Sunday. THIS MOTION PASSED UNANIMOUSLY.
Dave Vogel thereupon reassumed the gavel.
4. APPROVAL OF PAST MINUTES: The following corrections to the minutes of the Board Meeting of December 5-7, 1997, were noted: (1) Page 3 under 1998, the motion to divide the budget question be listed prior to the motion to approve the 1998 budget as modified by the finance committee; (2) Page 6 under High Performance Committee motion, the AAC representative be an ex-officio member of the High Performance Committee.
MOTION (Leger/Feenan) That the minutes from the February 10, 1998 Executive Committee Meeting be approved. THIS MOTION PASSED UNANIMOUSLY
MOTION (Leger/Vogel) : That the minutes from the February 26, 1998 Executive Committee Meeting be approved. THIS MOTION PASSED UNANIMOUSLY
6. PRESIDENT’S REPORT: Incumbent President Dave Vogel reviewed the accomplishments of the previous Board, noting the work of the Board in the successful promotion of the High Performance Committee. He commented that he would like to see the Board debate issues openly in session, work as a team and act in the best interests of the sport of rowing.
7. EXECUTIVE DIRECTOR’S REPORT Frank Coyle presented the Jockey ™ TV commercial, which will begin airing nationwide on March 29 along with the print advertisement that will run in a variety of magazines beginning in May.
With regard to the USOC, Frank recognized USRowing involvement in the various USOC committees: Tiff Wood, Executive Committee; Mary McCagg, Athlete’s Advisory Council and Member Services Committee; Jonathon Fish, Athletes Advisory Council and Frank Coyle, Member Services Committee. He presented a graph depicting the type of funding USRowing receives from USOC, noting that there would likely be an increase in value-in-kind (VIK) disbursements in lieu of cash grants, and that "administrative costs" could not be included as part of the USOC grants. Frank noted the particular difficulty caused by the interpretation of coaching costs as "administrative." USRowing continues to define coaching expenses as programmatic, not administrative, and will pursue that contention before the USOC.
Frank then recognized USRowing’s:
Official suppliers: Nike, Vespoli, Texaco and GM.
Official patron: Concept II.
8. RECESS: The Board then recessed until 8:30 Saturday morning.
SATURDAY, MARCH 28, 1998
8:30 am-4:30 p.m.
PRESENT: Dave Vogel, Linda Leger, Mike Hurley, Tiff Wood, Ron Chen, Jonathan Brown, Jay Feenan, Jack Frailey, Mary McCagg, Tim Mickelson, Elizabeth Miles, Ashlee Patten, Bob Scurria, Lawrence Terry, Peggy Tosdal.
ALSO PRESENT: Frank J. Coyle (Executive Director), Russ Tippett, Mo Merhoff, Juan Anzaldo, and Karey Clock, USRowing staff.
ABSENT: Lisa Glenn, Charlotte Hollings, Virginia Fox, Ellen Minzner and Alison Townley.
9. EXECUTIVE DIRECTOR’S REPORT CONTINUED: Frank showed the 1997 highlights video.
Juan Anzaldo gave a report regarding the USRowing programs. He stated that all areas of staff serve the athletes, from programs, events, and membership. The national team coaches are working with collegiate coaches to identify prospects and continue to improve our rapport with the collegiate community. The number of athletes participating in national team testing is up considerably as noted earlier. He described the two levels of funding received by the athletes from the USOC: level I based on rank and performance, level II based on need. He noted that the USOC has begun random out-of-competition drug testing, requiring that USRowing know the location at all times of national team athletes. Willie Black will handle the international competition logistical concerns regarding Lucerne and World Championships. Peggy Tosdal asked for selection criteria of national team coaches and what determines the number. Juan explained the process.
Juan gave a summary of the number of participants in USRowing programs this year: 5 ID camps, 380 athletes; 2 pre-elite camps, 80 athletes; 6 senior development camps, 70 athletes; 2 junior development camps, 70 athletes; training centers, 50-60 athletes.
Frank noted that through the USOC, the Atlantic Coast Conference (ACC) and the Atlantic 10 received grants to further develop their rowing programs.
Frank recognized the US involvement in FISA: Anita DeFrantz, FISA Vice President; Fritz Hagerman, Council Member and Chair, Sports Medicine Commission; Jay Feenan, Athlete’s Commission; Hart Perry, Junior Commission; Paul Fuchs, Materials Commission; Marilyn Shapiro, Rowing for All Commission; Jan Palchikoff, Regatta Commission; Mo Merhoff, Media and Marketing Commission; Debby DeAngelis, Women’s Commission.
Russ Tippett gave an overview regarding the status of technology at USRowing. He has secured a virtual domain (usrowing.org) for USRowing so that all the staff have individual e-mail access. The USRowing website (http://www.usrowing.org) is up on the Internet and is continually being revised.
Frank stated that Jason Williams has joined USRowing as the Director of National Events. He and Jody Pope will be working with current USRowing events and developing additional event properties.
Further, Frank commented that USRowing would be hosting two fund-raising golf tournaments: May 11th at the Farms Golf Club in Rancho Santa Fe, Calif., and June 8th at Bedens Brook Golf Club in Skillman, NJ.
10. BUDGET REPORT: Treasurer Tiff Wood remarked that the final books for 1997 have not been closed. Furthermore, he reviewed the 1998 budget commenting that a three-year projected budget will be presented to the Board at the June board meeting. The reason for the three-year budget is that the majority of USRowing’s funding revolves around a quadrennium cycle. Frank Coyle commented on the makeup and history of the Casitas Fund.
11. USOC REPORT: Tiff Wood provided a brief history of the USOC and its makeup along with a brief overview of the Amateur Sports Act of 1978. He stated that USRowing governance structure is now in compliance with the USOC.
A current concern with the International Olympic Committee is that rowing is not universal, since the majority of its participants are European-based.
Mary McCagg reported on the Athletes Advisory Council. The issues that were discussed at the recent meetings included: due process; definition of athletes; athlete support, focusing on performance based sports; drug testing, including use of EPO; and athlete marketing and athlete business cards.
The USOC out-of-competition drug testing procedures were described, including the requirement that an athlete be within a 24 hour call and provide to USRowing constant information on his or her whereabouts. Ron Chen, noting that certain states had recognized private rights of action against private employers who engaged in random drug testing, asked that USRowing check into the potential liability or exposure in being named in a lawsuit by an athlete challenging these procedures.
12. SPONSORSHIP/MARKETING: Mo Merhoff referred the Board to the report contained in the Board book.
USRowing is seeking funding for development software to capture and organize the donor base. Board participation is essential to USRowing’s fund-raising efforts, and the Board was encouraged to give at whatever level possible and also provide their thoughts regarding potential donor prospects.
Linda Leger stated that USRowing’s Board of Directors has never attained 100% giving, and asked that this Board be the first. She also encouraged the women on the Board to follow the actions of the female representatives of the last Board who had 100% giving to the Women’s Endowment.
14. SELECTION PROCEDURES Juan Anzaldo presented the singles (H1X, F1X, HPL1X, FPL1X) selection procedure for use . A discussion ensued regarding the FISA progression schedule and the advisability of having heats and repechages on the same day.
15. FIELD SERVICE REPORT: The Field Service Task Force was comprised of Mike Hurley, Paulette Bergh, Lisa Glenn and Tom Auth. Mike Hurley presented the Task Force report. He gave a brief history of the Field Service program, the current status of the program, options and a recommendation. The Task Force recommended that the field service program be coordinated from Indianapolis and be managed by a full-time Director. The Director would be responsible for hiring part time field service representatives (FSRs) in regions that demand attention based on the number of organizational members, individual members, regattas and other events. The Director, in addition to supervising the activities of the part-time FSRs, would provide direct field service support him/herself in areas not serviced by others. The FSRs would be paid primarily on a performance basis, which would include generating revenue for USRowing.
General discussion ensued comparing various structures and models of field service programs. The historical success of the Field Service program (and its predecessor Regional Technical Coordinator program) in providing tangible evidence of USRowing services to its members was noted. USRowing staff will prepare its recommendations on staffing a Field Service program, and a comprehensive proposal, with backup information, will be presented to the full Board for action in June.
16. ELECTION OF OFFICERS (CONT’D): In light of the need to consider presidential appointments to committees, it was agreed by unanimous consent that the election of officers, previously deferred to Sunday, should now be taken up by the Board immediately. Vice-President Leger assumed the gavel.
A. The following nomination was previously received for President of the Association:
No other nominations were received.
B. The following nomination was received for Secretary of the Association:
No other nominations were received.
A vote was taken by ballot: Tiff Wood, 11 votes; Liz Miles, 4 votes; 1 abstention. Tiff Wood was therefore elected Treasurer of the Association.
17. STANDING COMMITTEE APPOINTMENTS: Dave Vogel nominated Tolly Allen as the Midwest region representative to the Masters Committee.
19. RECESS: The Board thereupon recessed until 7:30 AM Sunday morning.
SUNDAY, MARCH 29, 1998
7:30 AM - 2:00 PM
PRESENT: Dave Vogel, Linda Leger, Mike Hurley, Tiff Wood, Ron Chen, Jonathan Brown, Jay Feenan, Jack Frailey, Lisa Glenn, Charlotte Hollings, Mary McCagg, Tim Mickelson, Elizabeth Miles, Ashlee Patten, Bob Scurria, Lawrence Terry, Peggy Tosdal.
ALSO PRESENT: Frank J. Coyle (Executive Director), Russ Tippett, Mo Merhoff, Juan Anzaldo, and Karey Clock, USRowing staff.
ABSENT: Virginia Fox, Ellen Minzner and Alison Townley.
20. EXECUTIVE SESSION: The Board held an executive session with only board members present, in order to discuss matters of common interest or concern. At the conclusion of the executive session, USRowing staff were invited to return.
21. EXECUTIVE COMMITTEE: President Vogel noted that Jay Feenan had been selected by the athlete members of the Board to serve on the Executive Committee. The Executive Committee for the next two years will therefore be: President Dave Vogel, Vice-presidents Linda Leger, and Mike Hurley, Treasurer Tiff Wood, Athlete Representative Jay Feenan. Secretary Ronald Chen will be a non-voting member.
22. FISA REPORT Jay Feenan presented an overview of FISA. He reviewed the makeup of the various commissions and the issues that were raised at the Joint Commissions meeting held in March in Zagreb. Also, Mo Merhoff, a member of the Media and Marketing Commission discussed the issues raised at their latest meeting. The board received written reports from Hart Perry, Junior Commission and Debby DeAngelis, Women’s Commission.
23. USROWING GOVERNANCE: Linda Leger gave a presentation outlining the accomplishments of the Board of Directors over the last year. The previous Board of Directors devised a strategy and worked toward the goal of having the High Performance Committee amendment pass at the annual meeting. There was a 100% commitment from the entire Board of Directors to enact this change, and at the 1997 Annual Meeting, the High Performance Committee was formed. She then reviewed the current makeup of the USRowing governance structure showing the makeup of the Board of Directors, standing committees and appointed committees.
Linda Leger then presented a list of possible governance items that the Board might choose to review: weighted voting, board size, board term, and composition of the board, committees and corresponding terms. A discussion was held regarding the various action items.
Dave Vogel stated that the Board would ask Linda Leger and the Long Range Planning Committee to continue to review these items and report back to the Board in June. At that time the board will take ownership of specific action items and make plans. Secretary Chen noted that in his supervisory role over internal governance procedures, he plans to redraft the Bylaws for consideration by the Board simply from the perspective of linguistic clarity and internal consistency.
Dave Vogel stated that the Board would give Linda Leger and the long range planning committee authority to review these items and report back to the board in June. At that time the board will take ownership of those items and take the next step.
24. HIGH PERFORMANCE COMMITTEE: Dave Vogel nominated Amy Fuller and Paul Fuchs as the Presidential appointments for the High Performance Committee. He stated that he has talked with Amy Fuller about the appointment and she would accept the position; however, he has not talked with Paul Fuchs. If Paul Fuchs declines the position, Tom Auth would be the next appointment and would accept. He commented on the items that were lacking on the current committee, i.e., gender representation, regional diversity and lightweights. A discussion was held regarding the composition of High Performance Committee.
25. BOARD NOMINATING COMMITTEE The appointment of a Nominating Committee will be addressed at the June meeting.
26. BOARD ETHICS COMMITTEE: President Vogel Vogel nominated the following members to serve on the Ethics Committee:
B. Bob Scurria asked if there would be Board liaisons to the committees. President Vogel stated that the Executive Committee will examine the matter for liaisons, and asked members who were interested in serving as liaison to a general or standing committee to inform the Secretary.
C. Jay Feenan asked about the status of the Paul Fuchs presentation at the December board meeting. The USRowing events department will review it.