CHCA BOARD OF DIRECTORS MEETING
Chestnut Hill Library
Thursday, February 26, 2009

MINUTES

Board Members Present: Louis Aiello, Anne Anderson, AnnMarie Arment, Jane Becker, Margaret
Brunton, Miguel Castaneda, Brian DeCesare, Melinda DeCesare, Joanne Dhody, Marianne Dwyer, James Foster, Stewart Graham, Thomas Hemphill, Michael Hickey, Dina Hitchcock (VP Operations), Eileen Jacobs, Kathleen Jones, Mark Keintz (Treasurer), Marie Lachat, Janice Manzi, Anne McNally, Margaret McNally, Ned Mitinger (VP Physical Division), Patrick Moran, Fran O’Donnell, Christopher Padova, Cathy Pimpinella, Jane Piotrowski (VP Social Division), Joseph Pizzano, Susan Pizzano, Ron Recko (Immediate Past President), Rob Remus, Robert Rossman, Brian Rudnick, Meredith Sonderskov, Jonathan Sternberg, Kristina Sullivan (Secretary), Walter Sullivan, Brien Tilley, and Tolis Vardakis (President)

Board Members Excused: Robert Bacino, Carol Cope, Mary Anna Ross Cowper, Marilyn Paucker, and
Pam Thistle

Board Members Absent: None

Others Present: Jim Albrecht, Scott Alloway (CH Local Production Designer), Robert Clothier
(Attorney for CH Local), Janine Dwyer, Ed Feldman, Elizabeth Haimes, Joel Hoffmann (CH Local Staff Writer), Nancy Hutter, Sonia Leounes (CH Local Advertising Sales Manager), Pete Mazzaccaro (CH Local Editor), Jo-Ann Mangano (CH Local Classified Assistant), Cheryl Massaro (CH Local Circulation Manager), Ann Spaeth, Eric Spaeth, Noreen Spota (Administrative Coordinator), Erin Vertreace (CH Local Photographer), and other people from the community (names unavailable)

Tolis Vardakis called the meeting to order at 7:32 PM and asked for a moment of silence. A representative from the Philadelphia library system announced that due to City budget cuts, the library would no longer be available to the CHCA for meetings held during non-business hours. Tolis then welcomed new Board members Melinda DeCesare, Jim Foster, and Walter Sullivan. Noreen Spota conducted the roll call.

Approval of Agenda. Before approval of the agenda, there was a discussion about Interlocking Director positions on the CHCA Board and membership on the Nominating Committee with respect to Mike Hickey’s resignation and subsequent rejoining the Board. Dina Hitchcock offered a motion to affirm that the four people elected to the Nominating Committee (Brian DeCesare, Mike Hickey, Janice Manzi, and Cathy Pimpinella) will serve on the committee along with Ron Recko. This motion was seconded by Kristina Sullivan but after additional discussion the motion was withdrawn. Meredith Sonderskov offered a motion to move the executive session to the end of the meeting. In the ensuing discussion, Tolis mentioned that the Local’s attorney, Robert Clothier, is present and will share privileged legal information with members of the Board only in executive session, which would take 15 minutes.
Various members of the public asked why everyone could not be present to hear what Mr. Clothier had to say to the Board. There was a motion to call the question (stopping discussion, requiring two thirds to pass); this motion was seconded and passed with 34 votes in favor. There was a motion to hold the executive session at the end of the meeting; this motion was seconded but it did not pass, with 10 votes in favor, 22 votes opposed, and 2 abstentions. There was a motion to approve the agenda; this motion was seconded and passed.

Approval of Minutes. Kristina Sullivan offered a motion to amend the Board meeting minutes from January 22, 2009 to include the number of votes received in the election of the Nominating Committee. This motion was seconded and passed. There was a motion to approve the minutes as amended; this motion was seconded and passed with one vote opposed (Susan Pizzano) and one abstention (Ron Recko).

Meredith Sonderskov then offered a motion that all personnel evaluations and actions be suspended until January 2010; this motion was seconded by Jim Foster. There was a point of order stating that this topic was not on the agenda for this meeting and therefore should be considered under New Business. Tolis asked everyone present who is not a Board member to leave the room for 15 minutes so that the executive session could be conducted. Various people on the Board and in the audience protested, and this was followed by various Board members stating that no votes would be held during the executive session. Walter Sullivan then offered a motion to go into executive session for a limited period of time to receive attorney-to-client advice on the subject of defamation claims; this motion was seconded. Jim Foster’s response was that the priority should be hearing concerns from the community rather than from the lawyer, and Susan Pizzano added that “rumor mills” result from executive sessions. There was a motion to call the question; this motion was seconded and passed with 30 votes in favor, 6 votes opposed, and 1 abstention (Ron Recko). Walter’s motion subsequently passed, with 27 votes in favor, 8 votes opposed, and 2 abstentions.

At 8:10 PM, when members of the community refused to leave the meeting room for the executive session, Board members went to the main part of the library. They were followed by members of the community, and the executive session could not be held.

The above minutes were prepared by Noreen Spota, CHCA Administrative Coordinator, on 3/25/09.

Respectfully submitted on 3/25/09 by:

Kristina Sullivan
CHCA Secretary

Minutes of Executive Session
Prepared by Kristina Sullivan

Nancy Hutter and a lady in an elegant black coat were in the room and were asked to leave. They refused. Attorney Robert Clothier stated that he could not make the confidential presentation with non-Board members present. A motion was made, seconded, and passed to adjourn the meeting circa 8:20 PM. Non-Board members stormed in yelling “they’re voting, they’re voting!”

Approved by the Board of Directors without amendment on 3/26/09.