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CHCA EXECUTIVE COMMITTEE MEETING

Christ Ascension Lutheran Church
Thursday, April 12, 2007

MINUTES

Executive Committee Members Present: Lou Aiello (VP Operations), Maxine Dornemann (Immediate Past President), Janine Dwyer (At-Large), Tom Fleming (At-Large), Jim Foster (At-Large), Tom Hemphill (At-Large), Nancy Hutter (At-Large), Ned Mitinger (Treasurer), Jane Piotrowski (VP Social Division), Susan Pizzano (VP Physical Division), Ron Recko (President), and Ann Spaeth (Secretary)

Executive Committee Members Absent: None

CHCA Board Members Present: Carol Cope, Mary Anna Ross Cowper, Joanne Dhody, Ed Feldman, Marie Lachat, Howard Lesnick, John Levitties, Virginia Mallery, Anne McNally, Meredith Sonderskov, Kristina Sullivan, and Walter Sullivan

Others Present: Martha Benedum (newly hired CHCA Community Manager), Libby Brown (Society Hill Civic Association), Ed Budnick (Interim Community Manager), Dick Doyle (Ad Hoc Committee Chair), Rosanne Loesch (Society Hill Civic Association), Pete Mazzaccaro (CH Local Editor), Dottie Sheffield (Ad Hoc Committee Member), Edwin Sheffield, Noreen Spota (CHCA Administrative Coordinator), and Tolis Vardakis

Ron Recko called the meeting to order at 7:30 PM. Ann Spaeth conducted the roll call.

Casino Issue. Rosanne Loesch and Libby Brown from the Society Hill Civic Association circulated materials about the effort to restrict the location of casinos away from Philadelphia neighborhoods. “Casino Free Philadelphia,” a coalition of citizen organizations, organized a petition drive in the hopes of putting a legally binding referendum on the May 15 ballot that would prohibit the construction of a casino within 1,500 feet of any home, school, library, house of worship, park, or playground. This group is educating voters about protecting their neighborhoods from the possible effects of casinos including a decrease in property values, a rise in crime, and an increase in traffic. Ms. Loesch and Ms. Brown came to request that CHCA 1) endorse their goal along with other neighborhood organizations and 2) publicize the May 15 vote. Tom Hemphill offered a motion to recommend support to the full CHCA Board; this motion was seconded and passed unanimously.

New CHCA Community Manager. Lou Aiello introduced Martha Benedum, who was approved by the full Board on March 22 as the new Community Manager. Martha spoke briefly about her background and will begin her work on May 23, 2007.

Approval of Minutes. The Executive Committee meeting minutes from March 8, 2007 were approved as submitted.

Ad Hoc Local Committee. Pete Mazzaccaro proposed that the following people serve on this new committee: Jim Albrecht, Walter Fox, Howard Lesnick, Eileen Reynolds, and Lea Stanley. Ron Recko suggested that this committee should consist of 5-7 members; Nancy Hutter suggested that members of the Executive Committee should also be members. Susan Pizzano offered a motion to recommend approval to the full Board of these individuals to serve on the Ad Hoc Local Committee, giving the option to Pete as to whether additional people from the Executive Committee or the Board should be added to those already named. This motion passed with one abstention (Lou Aiello).

Approval of Bowman Property “Memorandum of Understanding.” Ron stated his opinion that dialogue can continue regarding the conflicts between Richard Snowden/Bowman Properties and the CHCA/Local, but that the Ad Hoc Committee no longer has standing. Their report is complete, the conflicts have not been resolved, and two members of the committee (Jim Albrecht and Kathy Jones) have resigned. Referring to Draft II of the Memorandum of Understanding, dated 4/11/07, Ron felt that CHCA could apologize to Snowden if he apologizes for the signs that went up on the day of the AbZOOlutely kickoff last September, and if all vandalism charges are dropped. Most offensive, in Ron’s view, are the empty properties; he suggested that Snowden come to the CHCA annual meeting and describe his plans for Chestnut Hill. Dick Doyle, Ad Hoc Committee Chair, disagreed with many of Ron’s comments, noting that the committee worked very hard on preparing a balanced report identifying the sequence of events from five years ago to the present. Also, the empty properties were not the purview of the committee’s efforts since it was charged with investigating the conflicts between Snowden and the CHCA/Local. The committee has attempted to resolve the disputes, but none of the recommendations to the CHCA described in the report have as yet been acted upon by the Board; the Memo of Understanding is a “transitional document.” Dottie Sheffield, one of the committee members, felt that this conflict has gone on long enough, and Tom Fleming, another committee member, stated that Snowden has agreed to certain improvements in his properties and has agreed to drop the vandalism charges. Tom also stated that we are very close to a settlement. Various people offered the view that the CHCA Board will not agree to the memo’s proposed terms and that the CHCA cannot compel the Local to apologize. John Levitties suggested that if the Board agrees that mistakes were made by the CHCA as stated in the committee report, they should admit responsibility and attempt to rectify those mistakes. Pete Mazzaccaro noted that apologies do not belong on the front page of any newspaper but admitted that although no malice was intended, mistakes were made by the Local. Susan Pizzano suggested that if the Local does not wish to apologize, the CHCA could buy an advertisement in the paper in order to do so. Ned Mitinger felt that the Ad Hoc Committee may be making progress, and after further discussion he offered a motion that it should continue its efforts for the next four months to try to resolve this conflict. This motion was seconded and passed with 9 votes in favor, 1 vote against (Jim Foster), and 1 abstention (Nancy Hutter). Ron stated his intention to appoint two additional committee members: Howard Lesnick and Meredith Sonderskov (subject to Board approval).

Oversight Committee Recommendations. Jim Foster, Oversight Committee Chair, distributed the report and recommendations that were originally considered, then tabled, at the January 25, 2007 Board meeting. He reviewed the following seven recommendations:

1) We locate a copy of the Fund Bylaws [already done] and clarify all aspects of its intended purpose and operational requirements. Once accomplished, this information should be summarized and combined with that in the Fund Declaration of Trust into a short document that, after legal review, should be distributed to all Board members and Trustees. This is no way precludes a full reading of the Declaration included with the Bylaws of the Association.

2) All Trustees [this refers to the former Trustees] be notified in writing of the findings of this committee that they had acted outside of the parameters of the Declaration, and a clarification from the Chairman that he and all others understand the requirements and limitations of the Declaration be forwarded to the President of the CHCA in writing. Furthermore discussion and agreement regarding restrictive language in borrowing resolutions also be accomplished notification to the CHCA President and any such institutions with which we have a fiduciary relationship, whether or not borrowing is taking place at this time.

3) For at least the past fiscal year [ending 3/31/06] we require our accountant (or another one) to provide fully certified financial statements for all three entities. It is essential to establish a benchmark before moving forward.

4) We separate the Local completely from the CHCA for financial reporting purposes and give strong consideration to making application for non-profit status for the CHCA. In this regard we clearly define just what percentage of time CHCA employees spend on Fund activities of any type, and expense that time to the Fund proportionally.

5) Accountant-prepared [not internally generated] interim financial statements, preferably quarterly, be prepared and reviewed by the Treasurer in detail at Board meetings.

6) Review all borrowing resolutions in all financial institutions with which we do business and make sure they conform to the Bylaw/Trust Declaration requirements.

7) Give serious consideration to dividing the CHCF deposit funds among local banks with which the CHCA has a good relationship. Concentration may not serve the purposes of our organizations. [The Fund Trustees make this decision, but the CHCA Board can recommend this course of action to them.]


Ned Mitinger suggested that we send this list to the Fund Trustees. Ann Spaeth stated her opinion that the CHCA should not be separate from the Local, as this would make the paper easier to sell; also that the CHCA should not become a 501(c)(3) organization because this may prevent us from being permitted to weigh in on zoning issues. Jim Foster stated that we need a clarification of the legal status of the CHCA vs. the Local and that quarterly financial statements should be published in the Local. Tom Fleming noted that dividing the Fund’s assets among various banks could make fundraising easier. Janine Dwyer recommended that CHCA consider hiring an accountant possessing specific expertise with non-profits. Tom Fleming offered a motion, seconded by Tom Hemphill, to bring all of the above recommendations to the full Board. This motion was followed by discussion but no vote was taken.

Report from Treasurer. Ned Mitinger reported that Draft #4 of the CHCA, Fund, and Local budgets for 2007-08 will be available for review by the Board next week. He also stated that $70,000 will be allocated to programs from this year’s Fund Drive, and requested that an estimate be prepared for the proposed audit so that it could be approved by the Board as part of the budget for this fiscal year.

Report from Vice President of Social Division. Jane Piotrowski reported that she and Janine Dwyer have begun planning for this year’s Black and White Gala to be held in September. Plans are also well underway for the Annual Dinner / Meeting to be held on May 2. Tom Fleming offered to donate the wine for this event, and he thanked Jane for all of her efforts with the Fund Drive.

Report from Vice President of Physical Division. Susan Pizzano reported that there will be a Tree Tenders meeting on April 19 at the Library.

Report from Vice President of Operations. Lou Aiello reported that the Awards Committee has selected recipients for the four awards to be presented at the Annual Meeting, and verbiage has been sent to the calligrapher for the plaques. In keeping with the elections procedures approved by the Board, five Judges of Election have been identified: Judge Armand Dellaporta, Kathlyn Egan, Brian Rudnick, Pastor John Saraka, and Carl Shaifer. These individuals will be presented to the Board for approval at its meeting on April 26. As required in the bylaws, self-evaluations from four employees (Interim Community Manager, Administrative Coordinator, Bookkeeper, and Editor) have been distributed to the Executive Committee, and they will be reviewed at the May Executive Committee meeting. Lou requested that any comments should be sent to him, and these will be shared with the President.

Report from Interim Community Manager. Ed Budnick reported that a new lease for the 8436 Germantown Avenue space (formerly occupied by Stylos) has been approved by the Fund Trustees and it is hoped that the lease will be finalized by Monday. Ed suggested that the Executive Committee and Board review the election procedures closely, as some glitches may become apparent.

Old Business. Janine Dwyer inquired about whether the Fund Trustees are in favor of a three-way separation of the financial statements. Jim Foster responded that the Trustees are considering this issue.

Having run out of time, the meeting was adjourned at 10:00 PM.

Respectfully submitted,
Ann Ward Spaeth
CHCA Secretary

Minutes prepared by Noreen Spota, CHCA Administrative Coordinator, and approved by the Executive Committee on 5/10/07.