Annual ARLIS/NA Conference
Grand Hotel, Los Angeles, California
Executive Board Meeting
CALL TO ORDER (McKenzie) 9:00 a.m.
Current Board members: Leslie Abrams, West Reg. Rep.; Louis Adrean, Midwest Reg.
Rep.; Peter Blank, Secretary; Elizabeth Clarke, Executive Director; Ted Goodman,
Vice-President/President-Elect; Trudy Jacoby, Treasurer; Deborah Kempe,
Northeast Reg. Rep.; Pat Lynagh, South Reg. Rep.; Karen McKenzie, President;
Kathryn Wayne, Past-President. Incoming Board members (as observers): Norine
Duncan, Secretary; Paula Hardin, South Reg. Rep.; Ursula Kolmstetter, Midwest
Reg. Rep.; Daniel Starr, Vice-President/President-Elect; Laurie Whitehill Chong,
Northeast Reg. Rep. Also attending: Lorraine Perrotta and Susan Flanagan, Los
Angeles Conference Co-Chairs, Local Arrangements; Vicky Roper, Headquarters
Rules of Order will be followed.
Incoming Board members
those in attendance were introduced.
Post-Conference Board meeting agenda
had already created a draft agenda, which will be revised as new issues are
identified during the Board meeting and the Division, Section, and Round Table (DSRT)
Los Angeles Conference progress report
(Perrotta & Flanagan)
Program sessions, special events, tours,
date the total Conference registration stands at 613, including 448 members and
111 exhibitors. In the exhibitors’ hall 85 tables have been reserved.
Over the course of the Conference 6 workshops, 11 program sessions, 5 Ask
ARLIS sessions, several poster sessions, and 16 tours will be offered. Only 2
tours had to be cancelled. The Southern California Chapter T-shirts sales are
proceeding. The Conference convocation and reception, which has limited seating
available due to the size of the Getty Center auditorium, is sold out and has a
and in-kind support, including the Getty-sponsored convocation, is now over
$60,000. This was truly a group effort, with Jill Patrick, Development Committee
Chair, and Debbie Smedstad, LA Conference Fundraiser, Wayne, and McKenzie
contributing to the overall success. Patrick produced a “2001 Fundraising
Prospectus” which itemizes the history of donors’ relationships with the
Society, combining award, conference, and other donor activities in recent
years. Patrick will continue to revise this document, which will serve as a
foundation for future fundraising efforts.
Donor policy (Jacoby)
and Bonnie James, Headquarters financial officer, have been developing an
organized donor policy regarding the invoicing and collection of donor
contributions for all donor-supported Society activities. This policy will
include a requirement that all donor-supported events must be paid for by the
donor prior to the event or activity, and all travel, etc., awards must have
funds invoiced and received prior to the annual conference. Headquarters will
log all donor activity, process all invoices, and be responsible for the receipt
of all donor contributions. Jacoby and James will continue to develop these
policies, which also include contingency plans for non-receipt of a donor’s
contribution prior to occurrence of a donor-supported activity.
item: Jacoby will
develop policies in support of this initiative. First draft to be submitted to
Board list for discussion by June 1, with St. Louis CPAC meeting occurring June
Attendance figures (Clarke)
Conference budget (Jacoby)
latest revised figures at this time suggest a net income of around $63,000.
Expenses have continually been estimated high and income estimated low so the
final figure may be significantly higher.
#38: The Board
unanimously commended the Los Angeles Conference Planning Committee for their
extraordinary support and efforts in planning the success of the 2001 annual
Executive Board conference reporting
Committee and Division, Section, Round
Tables (DSRT) assignments
repeated the Board Liaison assignments for Committees, etc. Although the RTs
were to be meeting at one time in one location this year to ease room
requirements and streamline reporting and discussion, this did not occur as
planned. Consequently Starr as incoming Vice-President/President-Elect will be
required to make the annual round of DSRT meetings.
is necessary in order to identify DSRT moderators and assist in planning
Post-conference meeting. Reporting forms and procedures were outlined.
Conference proceedings deadline
reports are to be submitted by May 1st to Ann Lally, Conference Proceedings
Future Conference Sites
2002 St. Louis Co-Conference with Visual
Resources Association (VRA) update
Financial management (Goodman/Jacoby)
the recent VRA annual conference in Chicago, Goodman and Jacoby met with the
2002 conference co-chairs: Margaret Webster (VRA Programming), Betha Whitlow (VRA
Local Arrangements), Deborah Ultan (ARLIS/NA Programs), Marianne Cavanaugh (ARLIS/NA
Local Arrangements). A preliminary budget is in preparation, with separate
revenue streams as appropriate. For example, VRA does not usually have an
exhibitors’ area, whereas ARLIS/NA does and includes this income as part of
the conference budgeting process. Appropriate means to distribute this income
are being developed. Tour income will be split depending on how many members
from each group attend the tours. Advertising income from the program will be
split as appropriate. There will be a single registration form and rate. Shared
communications regarding donor opportunities must be maintained between VRA,
ARLIS/NA, and Headquarters.
membership meetings will be held, with most awards presented at the membership
meetings. Major awards for both groups will be made at the joint convocation, to
be held at the St. Louis Museum, which will also include a speaker. A joint
membership luncheon will be held. The program proposal form distributed at the
Chicago VRA conference is the same that will be distributed at the ARLIS/NA LA
Joint Conference Planning Committee meeting will be held in June in St. Louis at
the Hyatt Union Station. Program planning will occur at this time using the
forms received from the members of both organizations. Estimated attendance for
the March 21-26, 2002 conference is 600, with room rates at $145 for both
singles and doubles. The Board expressed considerable optimism and excitement
regarding the opportunities provided by this joint conference with our good
friends and colleagues in VRA.
Special contract with Clarke Association
Management Services[CAMS] (Goodman/Jacoby)
separate fee has been added to the CAMS management contract for FY2002, and has
been entered in the 2002 Conference Budget. This additional fee will, however,
be paid from VRA’s portion of the 2002 conference proceeds.
2003 Baltimore update (Lynagh)
conference dates are March 20-27, 2003, at the Wyndham Baltimore Inner Harbor
Hotel. The conference planning group includes Linda Baldwin-Tompkins, Local
Arrangements Chair; Kathleen Stacey, Program Chair; Anita Carrico, Exhibitions;
Claudia Covert, Fundraising; Katherine Cowan, Internet Room and Web site
manager; Don Juedes, Publications, Advertising, and Signs; Pat Lynagh,
Registration; Marjorie Chenoweth, Tours. The contract has been signed with
hotel, with rates at $139 single/$149 double.
2004 Brooklyn (Kempe)
it may be premature to list Brooklyn rather than Manhattan as the conference
site, Joy Kestenbaum, ARLIS/NY Chair, and Clayton Kirking, Past-Chair, are
extending an invitation on behalf of ARLIS/NY to host the 2004 conference.
discussion followed regarding the possibility of a conference sponsored by the
Southeast Chapter, perhaps in Atlanta, a Mountain West Chapter sponsored
conference, as well as a return to Canada.
#39: The Board
unanimously and enthusiastically accepted the ARLIS/NY Chapter’s invitation to
host the 2004 ARLIS/NA annual conference.
IFLA 2001 Pre-Conference, Boston (Jacoby/McKenzie)
Pre-Conference meeting will be held August 16 -17. Worldwide Books and other
sponsors will be providing financial and in-kind support. The conference
planning group is planning for 50 IFLA registrants (at $35) and 100 registrants
for the Pre-Conference event only (at $65).
Headquarters annual report (Clarke)
management report was presented in terms of areas that the management contract
between Clarke Association Management Services (CAMS) and the Society covers.
She stressed that it is especially important for the Board and Headquarters to
work closely together in the next two years to clarify exactly how the
management relationship between Headquarters and the Society should work. The
report contained a listing of activities undertaken to date with comments and
- Headquarters designed and set up a new financial system for the Society’s
books. This involved numerous personal communications between Headquarters and
Wayne, McKenzie, Jacoby, and Goodman. This level of input should diminish in the
coming year. Due to the amount of member input in financial issues, James spent
two days a week on Society financial matters. From Headquarters’ perspective,
this must be reduced to one day a week. Now that the financial system is up and
running, monthly financial statements, consisting of a one-page balance sheet
and a multi-page income sheet, will be mailed to the full Board. All Board
questions should be directed to Jacoby as Treasurer and not sent to James.
and Conference Planning - Clarke involved herself personally in this process for
Los Angeles in order to develop an awareness of the Society’s needs and
requirements, and made an additional trip besides the Los Angeles CPAC meeting
to assist the conference planning committee to offer support. In the future,
Susan Rawlyk, CAMS Conference Planning Manager, will perform this role. Time
allocated on conference activities averaged 3 days a week from November to
March, 1 day a week from May to November. Clarke stated that this must be
reduced to 1 day a week prior to the conference, and 1/2 day a week after the
conference. In addition, the email volume that Headquarters must be involved
with far exceeds what Clarke feels is necessary from their end for effective
Louis Conference 2002 - Proceeding as indicated.
Conference 2003 - Proceeding as indicated.
to Clarke, the existing contract between the Society and CAMS (three-year to
April 30, 2003) needs to be addressed in terms of the work that CAMS will do for
the 2004 conference, which will occur outside the current contract dates. In
addition there are a number of discrepancies between the Management Services
& Standards Guidelines, which outlines the services the Society expects from
Headquarters, and the actual contract. These discrepancies need to be flagged
and Communications - Ion Communications, a strategic partner of CAMS, is
producing the Society’s publications. They also investigate pricing issues for
the Society’s publications.
Society’s mailing list is sold for $200, with an average of 1 to 2 a week
being sold. These are distributed to list purchasers via email.
Management - Extensive effort on the part of both Headquarters staff and Katy
Poole, Membership Committee Chair, was expended to recreate the membership
database. The initial building and revision of the database has been completed,
and the first clean-up based on responses from the handbook forms is underway.
The database is designed based on current needs and required reports. Clarke
suggested that if any changes are necessary in this regard that these changes be
made at one time at the beginning of the year, not throughout the year. The
question was raised as to whose responsibility it would be to insure that
member’s address changes posted via ARLIS-L be included in the database.
item: Goldsmith to
raise issue regarding accuracy of database, address changes reported via ARLIS-L,
etc., at Membership Committee meeting.
Telephone & Fax Activities - The CAMS contract considerably underestimated
the amount of time required to respond to members’ email communication. Clarke
estimated that the CAMS staff received 23,400 emails via the management
listservs (primarily the board and conference planning lists) and directly from
the membership. This traffic is outside of ARLIS-L.
followed regarding more efficient means to communicate and distribute
information. Options included discontinuing the ongoing Board email discussions
and instituting scheduled monthly Board meetings held via web/email or telephone
conference, or increasing the length of the Midyear meeting. This issue will be
continued at the Post-conference, where Goodman is committed to alter the means
by which the Board carries on its business.
Adjourn for lunch.
Called back to order.
Site/Listserv Maintenance - Clarke feels that an appropriate amount of time
being spent by Derek Crosley on the ARLIS/NA Web Site (AWS) and management
listserv maintenance. Online conference registration was established this year.
Support and Executive Director - Clarke stated that neither the Management
Services & Standards Guidelines, nor the current CAMS contract, explicitly
state the role and duties of the Executive Director, especially beyond the role
of administrative support. If the Executive Director’s support activities are
to be continued at the current level of Clarke’s activities, especially in
regard to Board support, the current contract and the Guidelines need to be
reexamined. According to the current contract after the first year, which ends
April 30, 2001, if neither party terminates, the contract calls for a two-year
extension with termination by either party due to cause only. These issues will
be discussed in far greater detail at Post-conference. Copies of the Guidelines
and the current contract will be distributed to the incoming 2001/2002 Board.
#40: The ARLIS/NA
Executive Board unanimously commended and thanked Elizabeth Clarke and the staff
of Clarke Association Management Services for the successful transition of
management services during the first year of the management services contract.
Management calendar (Clarke)
to Post-conference agenda.
Biennial incorporation report (Clarke)
Hazard, Society counsel, makes the biennial report in Washington, D.C., where
the Society is incorporated. The next report is due next year.
Motion to accept Society annual report for 2000/01 (Goodman)
#41: The Executive
Board unanimously approved the Society’s Annual Report for 2000/2001 as
prepared by President Karen McKenzie.
Motion to change signatories (Jacoby)
#42: The Board
unanimously approved changing the official signatories on all ARLIS/NA accounts
to reflect the new and continuing officers of the 2001/2002 Executive Board:
Edward Goodman, President; Trudy Jacoby, Treasurer; and Daniel Starr,
the Los Angeles conference the local Wells Fargo account will be closed.
Headquarters communications (Jacoby)
be continued at Post-conference.
Rouse performed a full audit on the Society’s finances as of December 31,
2000, and the Society’s finances were found to be in order. Fiscal year 1999
actuals show a loss of $16,162.09. This represents the cash shortfall issue that
the Society has been struggling with in recent years. That shortfall has finally
been resolved by Motion #32, which covered the shortfall amount. The cash
revenue flow continues to be related to membership dues and conference income.
In the past,
Rouse will be handling the Society’s tax responsibilities. Although the
Society is a registered not-for-profit association, advertising income, mailing
list sales, publications income, etc., are taxable.
Expenses related to producing taxable income are deducted from that
income for the purposes of figuring taxes. For this reason, certain expenses,
such as the annual management fee, are split between taxable and non-taxable
Policy X.3: Terms of Affiliation (McKenzie)
to email Post-conference.
VRA-L is now closed to non-VRA members, the ARLIS/NA Executive Board will be
subscribed to VRA-L.
Revision of Policy Manual (Blank)
all revisions from the current and previous Boards have been forwarded to
Jonathan Franklin for adding to the Policy Manual on the AWS. In the process of
identifying the necessary revisions, a number of instances were discovered
indicating that the Policy Manual, which in fact has become a procedural manual
for the Society, is woefully out of date with numerous unnecessary duplications
of procedures. A Policy Manual Revision Task Force was created at the 1998
Tucson Midyear meeting. That revision continued with a full review of Section M,
the conference planning section, by Roger Lawson. Blank suggested that the Task
Force be reconstituted, with Sections C (Organizational Structure ) and Section
J (Finances) being the first two sections to be addressed.
question of how to proceed with the Policy Manual revisions will be deferred to
underway will be completed by Blank and passed on to Duncan for entering into
the Policy Manual.
Texts to describe Executive Committee, Executive Session, and their minutes.
item: Texts for the
Bylaws and Policy Manual related to clarifying: 1) the constitution of the
Executive Committee, which is comprised of the President,
Vice-President/President-Elect, Past President, Treasurer, and Secretary; 2) the
calling of an Executive Session, which is the meeting of the Board sans the
Executive Director, in confidential discussions; and 3), the disposition of
minutes related to Executive Committee and Executive Session discussions, will
be completed by Blank and forwarded to Duncan.
ARLIS/NA Web Site (AWS) (Blank)
AWS Administrative Board (AWSAB) (Blank)
I. and J. were discussed jointly. The responsibility of Derek Crosley, AWS
Webmaster, is to upload files onto the AWS and oversee server and file
maintenance. The role of the new AWS Editor, Jonathan Franklin, is to edit all
files and forward them to Crosley. Duncan, as incoming Secretary, will be
forwarding Board files (Board, Committee, DSRT, etc., pages) to Franklin. Blank
commended the AWSAB for their efforts this year. Next up on the AWSAB agenda is
a complete redesign of the site.
reviewed the details of the AWSAB’s initial report and implementation
proposal. Jacoby suggested maintaining a separate fund line for sponsorship vs.
advertising vs. job listing income.
issues to be resolved include: solicitation of sponsors, logging/invoicing of
sponsors, and necessary communication with the Development Committee. AWS
sponsorship will need to be incorporated into the Development Committee’s
ongoing analysis of ARLIS donor and sponsorship activities, which is on their
agenda for 2001.
item: Hardin to attend
the Development Committee meeting and report back on their concerns to the
Leadership discussion lists (Blank)
suggested that due to the time investment required by the both the Secretary and
Crosley as listmaster in creating and continually revising the lists, and in
light of their extremely low usage, that the chapter officer, committee chair,
and DSRT moderator lists be discontinued, and communication to these groups be
made via ARLIS-L. It was suggested that the message subject line would
specifically state: DSRT Moderators, Chapter Officers, or Committee Chairs as
Scannell has been appointed the new ARLIS-L Moderator. Honoraria will start with
Jan. 1, 2001.
#43: The Executive
Board unanimously thanked and congratulated Mary Molinaro for her work as
moderator of ARLIS-L. The listserv has functioned as a vehicle of communication
for the Society since the early 1990s and has grown into a primary communication
mechanism for the Society as well as others interested in art librarianship, and
includes almost 2,000 subscribers from 35 countries. On behalf of ARLIS/NA and
all those who utilize ARLIS-L, the Board acknowledges Ms. Molinaro’s 10 years
of dedication to the Society.
item: Goodman to
inform Molinaro of the Board’s passing of Motion #44. An appropriate gift will
be purchased for Mary Molinaro to help express the gratitude of the Society.
Membership meeting (McKenzie)
meeting agenda was reviewed. Duncan will take minutes.
Publications Committee (Abrams)
Revisions to publications pricing (Jacoby)
in the past have been priced to, at best, cover costs, but not produce a revenue
stream for the Society. Consequently prices on Society publications have been
raised, as have shipping charges, to insure that all production costs are met.
The new publications brochure will list these new prices. In the coming year
prices will be increased an additional 25% to create a revenue stream.
Individual members will receive a 15% discount. It was suggested that either
NetLibrary take over ARLIS/NA out-of-print Occasional Papers or that they be
printed on demand via pdf files.
item: Abrams to inform
Publications Committee that the Board would like clear guidelines established on
pricing which will clearly create revenue streams above cost for the Society and
guidelines for distribution of older publications.
ArtMARC Sourcebook (McKenzie)
recently signed a contract for this joint ARLIS/ALA publication to be made
available full-text via NetLibrary. Royalties will continue to be shared between
ARLIS/NA and ALA.
Guidelines for joint publications (Abrams)
recent Occasional Paper co-published with VRA raised the issue of the absence of
guidelines for co-publications.
item: Abrams to charge
Publications Committee with creating joint publications guidelines.
Reformatting of AWS version (Abrams)
has been considerable variance of opinion regarding format of Update.
Linda Zieper, Update Editor, attempted
a survey to gauge the membership’s feeling on Update
format but only received 24 responses (15 reported problems downloading pdf
files). 680 out of approximately 1000 renewals are requesting Update
in print. Jacoby reported that this increase in requests for print distribution
was resulting in a budget overrun for this line. Discussion followed on possible
means to distribute Update including:
electronic distribution as both pdf and html file; charging an additional amount
for mailing print version; continuing to offer both electronic and print formats
to the members. Costs are as follows: production and postage for 680 copies is
$1,600 per issue, $9,600 a year (estimate $2.35 issue, $14.10 a year). Fiscal
year 2000 advertising revenue for Update
is estimated at $3,500 advertising.
item: Abrams to take
Board charge to Publications Committee with producing a cost- effective and
implementable business plan for revised formatting and distribution of Update.
Budget overruns (Jacoby)
Editor’s concerns (McKenzie)
to the lag time between receipt of ARLIS/NA Jobnet ads and their eventual
appearance in Update the ads will be
removed from Update.
item: Duncan to revise
JobNet text on AWS and JobNet email text footer on ARLIS-L ads mailed out from
Art Documentation (McKenzie)
in production and mailing should be alleviated by the recent move to produce and
mail Art Documentation from the same
city. Stephanie Sigala will definitely be retiring as one of the Co-Editors, and
Betsy Peck-Learned is considering retirement. Kathy Corcoran, Publications
Committee Chair, and McKenzie have identified two possible candidates.
#44: The Executive
Board unanimously recognized Betsy Peck Learned and Stephanie Sigala for their
sterling service as Co-Editors of Art
Documentation since 1996.
Review Editor duties far exceed the already considerable time commitment the
Society relies on from its numerous volunteers. An honorarium was recommended by
the Art Documentation Editors.
#45: The Executive
Board unanimously approved an annual honorarium for the Art Documentation Review Editor of $500 a year, effective Fiscal
2001 renewals (Clarke)
Membership database update
[see 4.A. above]
have been identified and will be approached at conference registration to renew.
The Membership Committee continues to be concerned about the absence of
coordinated procedures between the Committee and Headquarters for contacting
non-renewals. This item is on the agenda for the Committee’s meeting.
Merger of Michigan and Midstates Chapters (Adrean)
to declining membership and lack of activity in Michigan it has been recommended
that the Michigan Chapter be absorbed into the Midstates chapter.
According to Bylaws Article XIII, Section 7, the Board has the authority
to authorize the dissolution of chapters.
#46: The Executive
Board unanimously approved the dissolution of ARLIS Michigan
and its merger with ARLIS Midstates, in accordance with the Society’s
and the Chapters’ Bylaws.
COMMITTEE STATUS REPORTS
Special Committee for the Architecture Lecture Series (McKenzie)
Architecture Lecture Series will not be established. The Special Committee was
thanked for their efforts and dissolved. The Committee’s files will be
forwarded to the Development Committee.
Database software requirement.
Development Committee wants to create a donor database, which will be maintained
by the Development Committee, but had no specific suggestions regarding
software. The Board felt that this was an excellent idea but that the database
should not be maintained at the committee level, but more likely by
Headquarters. This data should then be readily available to the Development
item: Clarke to
discuss this issue at the Development Committee meeting with a report back at
Development Officer (Wayne – Midyear action item)
Midyear the Board considered the need for a full-time or designated Development
Officer. For consistent fundraising success, centralization, continuity,
relationship building, and enthusiasm are essential. While the Development
Committee is already in place, it cannot provide the necessary continuity to
build the relationships that are essential for successful long term fundraising.
Clarke is interested in engaging is this activity on behalf of the Society.
Conference Speakers Fund update (Jacoby)
initial donation from John Benjamins was $2,500, and an additional $1,325 has
been contributed by members. The proceeds from the Los Angeles conference silent
auction are earmarked for this fund. The target for this fund is an endowment of
Draft of donor card (Jacoby)
Board reviewed the draft donor card and made suggestions for the Development
Committee. The Development Committee will incorporate these suggestions and
discuss with Clarke.
Gerd Muehsam Award (Abrams)
Revision of committee manual
Committee had concerns regarding the currency of the existing Committee manual.
item: Abrams to charge
Gerd Muehsam Award Committee with revising Committee manual.
awards calendar dates already suggested to Secretary.
Committee wishes to increase the award, which has not changed since the award
item: Abrams to charge
Gerd Muehsam Award Committee with creating a proposal to increase the award and
report back at Post-conference.
George Wittenborn Awards (Adrean)
passed out a list of this year’s winners of the Wittenborn Awards which will
remain confidential until the Award announcement at the convocation.
International Relations Committee (Abrams)
Committee is reviewing their charge in an effort to increase their
responsibilities. They are concerned that they are not receiving the affiliate
publications. These are being delivered to Headquarters, which forwards them to
McKenzie as President.
Getty Grant Program (McKenzie)
grant from the Getty Foundation of $4,200 will enable a Chinese art librarian,
Gu Yinhia, to attend and speak at this year’s conference. Betty Jo Irvine and
Ed Teague will serve as his conference mentors.
Membership Committee (Goldsmith)
commended Katy Poole for her considerable efforts in guiding the Membership
Committee during this difficult period of management firm transition.
Committee has produced a draft of a new brochure.
item: Headquarters to
produce estimates for printing the revised membership brochure. April 30.
Committee has produced a draft letter to be sent to Honorary Life Members.
item: Goodman to
approve draft text and sign letter.
was suggested that individuals be able to join the Society or renew membership
item: Headquarters to
provide estimate for producing online membership form.The Board had several
suggestions regarding revision of the form, which seems to require far too much
information and could perhaps be simplified.
Professional Development (Lynagh)
Rare Book School Internship
Committee is uncertain as to who has to approve award documents and if full
Board approval is required for all award documents.
item: Lynagh to
communicate Board’s interest in the timely completion of the guidelines and
that they be forwarded to Jonathan Franklin for posting on the AWS Awards page.
item: McKenzie to add
Rare Book School Internship Award to next Handbook.
New award for electronic publications
centered around the similarity between the existing Worldwide Books Publications
Award, which includes electronic formats, and a proposed Worldwide electronic
resources award. Both awards are limited to Society members.
item: Blank to take
reservations regarding the similarity to the Committee and Whitehill Chong to
report back at Post-conference.
Collection Development (Kempe)
issues for the Board.
issues for the Board.
North American Relations Committee (Lynagh)
Art Association (CAA) wants the Society mailing list, but the Committee is
unsure if CAA is eligible to receive the list as an affiliate association.
Bylaws XIV, Section 5, states that affiliate societies have the rights and
privileges deemed appropriate by the Executive Board. Policy Manual X-3 states
that mailing lists will be given to affiliate societies at the request of their
Committee is also interested in insuring that Society membership brochures are
regularly distributed at affiliate society conferences. The Committee also
questioned whether there was a limit to the number of societies we should
affiliate with. The Committee will continue to bring possible affiliates to the
attention of the Board as necessary.
meeting was adjourned at 5:45 p.m.
meeting was called to order, March 30, 9:10 a.m.
Travel Awards (Kempe)
Thames & Hudson Award
Thames and Hudson award was funded for this year only. The Board suggested that
the Committee attempt to obtain this funding for next year.
item: Kempe to charge
Committee with contacting Thames & Hudson for funding next year.
Mirvish Award will continue at its current level.
Committee wanted to create an award geared towards students and/or early career
professionals. The Board suggested that the student aspect be coordinated with
the Gerd Muehsam Award Committee and an effort be made to increase the funding
available via that award. Research Libraries Group already funds a first year
item: Travel Award
Committee to talk with Gerd Muehsam Award Committee about enhancing the travel
support for the Muehsam Award.
included bundling award mailings with other Society mailings and building-in
searchable terms for the award pages on the AWS.
other issues were raised.
Divisions, Sections & Round Tables (DSRT) Highlights (Goodman)
& Art RT is interested in attracting new members. They had 10 attendees for
their RT meeting at the Pittsburgh conference. The Public Library Division
continues to have member attendance problems, primarily due to a lack of travel
funding for public librarians. The Art & Design Schools Section continues to
be interested in gathering statistics for accreditation purposes.
item: Goodman to
communicate Board policy from Toronto Midyear Executive Board meeting regarding
statistics support to Architecture & Design School Division.
Guidelines for running a successful meeting (Kempe/Adrean – Midyear action
and Kempe distributed a select bibliography and a one-page tip sheet for running
successful meetings. Nancy Norris
wrote a very good document on successful conference session moderating which was
distributed on ARLIS-L.
document to go into the Conference Planning Manual. Adrean to forward tip sheet
and bibliography to Conference Planning Manual.
Ad Hoc Advisory Group
Report to date (McKenzie)
brief summation of relations with the Society’s Financial Advisor since the
Toronto Midyear meeting was presented by McKenzie, who reported that attempts to
obtain financial recommendations by Jacoby, and later by Goodman, received
little response. A Financial Advisory Group, an ad hoc committee of Goodman,
Jacoby, and Abrams, was created and they submitted an interim report. The report
outlined difficulties in communication and an apparent divergence of opinions
between the Financial Advisor and the Board in regards to the Society’s
financial needs and goals. Goodman made a final request on Jan. 23, 2001 for
advice regarding the current stock and bond holdings.
interim report was updated by McKenzie, who stated that the ad hoc committee
felt that funds residing in a Schwab money market account under the Financial
Advisor’s management were being perceived by the Financial Advisor as being
available for continuing investment as he saw fit.
the ad hoc committee’s recommendation and McKenzie’s approval, on March 12,
2001, approximately $40,000 was removed from the Schwab money market account
managed by the Financial Advisor and deposited at CIBC, the Society’s bank, in
a U.S. dollar money market account similar to the Schwab money market account.
Another $9,400 remains in the Schwab money market account. The funds currently
invested in stocks and bonds remain invested with the Financial Advisor. The
full Board was not informed of this action because it was felt that there was no
time to communicate these actions.
March 21, 2001 Goodman phoned the Financial Advisor’s office again seeking the
information requested Jan. 23. A fax was received with that information, and
also announcing that the Financial Advisor was severing his relationship with
the Society as of the end of the day, March 30, 2001. Thus the investments in
both stocks and bonds, as well as the Schwab money market account. are now not
being actively managed by the former Financial Advisor, but are available for
direct Society management as a standard investment retail account at Schwab.
advisory ad hoc group of past Presidents has been formed by Goodman, including
Ann Abid, Susan Craig, Lyn Korenic, Ed Teague, Jacoby, Starr, Goodman, Abrams,
and McKenzie. This group will meet at conference for informal discussions on the
sentiment among advisors and auditors contacted (Headquarters; Mills, Rouse; the
current Finance Committee) is that the Society is not financially equipped to be
invested in high risk instruments such as stocks, but should be invested in low
risk interest-bearing instruments.
will report briefly on the financial advisor’s severance with the Society at
the Membership Meeting. Goodman will bring the Presidential ad hoc sentiments
back to the Post-conference meeting. Discussion as to the most appropriate means
by which the Society should be invested will continue at Post-conference. Schwab
must be contacted to see what the process is to change the signatories on the
retail account and what procedures would be followed for transferring funds and
trading in the account. [Goodman and Blank contacted Schwab following the
meeting and obtained information regarding signatories and account access.]
Finance Committee (Jacoby)
Revisions to Committee
suggested an ad hoc committee be formed of members from the Board and previous
Board members who are familiar with Board finances to review the charge of the
Finance Committee. Concern was voiced about the history of inconsistency in
developing and maintaining an investment and financial strategy for the Society
and the nature of the current Committee charge. It was suggested that language
indicating the Committee's role as an oversight group be foregrounded.
Managing Investments (Jacoby)
number of opinions were voiced regarding possible investment options, including
whether the Society should be invested at all in individual stocks or bonds,
what might be meant by a “conservative” investment approach, what approach
the Board would take in regards to developing a long-term investment policy,
whether the Society actually has funds available for long-term investment given
the designated nature of much of the Society’s funds and the desire to
maintain six months’ operating expenses readily available in short-term
investments, and what the disposition should be of the funds currently invested.
These and other questions will be addressed by the ad hoc group appointed by
Goodman as well as the 2001/2002 Executive Board. Goodman will also be
soliciting commentary and input from throughout the Society.
discussed included the means to design stability and experience into whatever
type of financial oversight group the Board intends to establish, the failure of
reporting the financial transactions taken on behalf of the Society to the full
Board, the difficulty in obtaining clear communications from the Financial
Advisor, and the positive and negative performance aspects of the stock and bond
selections made by the Financial Advisor.
gift that had been selected and paid for by the Board was presented to McKenzie
as a thank-you for her service as President. McKenzie presented Goodman with a
presidential survivor kit, as well as small gifts for each member of the
departing Board. There was no further new business.
#47: The Executive
Board unanimously approved the adjournment of the Los Angeles Pre-conference
meeting was adjourned.
meeting for continuation of discussion of Pre-Conference Agenda item 8. Finance.
Current Board members: Leslie Abrams, Western Reg. Rep.; Louis Adrean, Midwest
Reg. Rep.; Peter Blank, Secretary; Elizabeth Clarke, Executive Director; Ted
Goodman, Vice-President/President-Elect; Trudy Jacoby, Treasurer; Deborah Kempe,
Northeastern Reg. Rep.; Pat Lynagh, Southeast Reg. Rep.; Karen McKenzie,
President; Kathryn Wayne, Past-President. Incoming Board members (as observers):
Norine Duncan, Secretary; Paula Hardin, South Reg. Rep.; Ursula Kolmstetter,
Midwest Reg. Rep.; Daniel Starr, Vice-President/President-Elect; Laurie
Whitehill Chong, Northeastern Reg. Rep. Also attending: Grace Reid, former
Chair, Finance Committee.
order: 7:00 a.m.
additional meeting was requested by outgoing Board members [Adrean, Blank,
Kempe, Lynagh, and Wayne] for the purpose of reviewing the history of financial
and communication concerns during the past year in hopes that the incoming Board
would be more fully informed and therefore more able to negotiate the investment
issues to be faced in the coming Board year.
Board members found the March 12 transfer of funds from the Financial Advisor to
CIBC without prior approval of the full Board or reporting to the full Board
very disturbing, as that action countermanded previously stated Board policy.
provided contextual information from the previous Board (1999/2000) and a
chronology of investment related motions from the current Board's Toronto
Midyear meeting and later email motions.
J-17 of the Policy Manual stated that the sole point of contact with the
Financial Advisor was the Finance Committee Chair, who must in turn keep the
Treasurer informed. ["The Finance Committee Chair has primary
responsibility for maintaining communications with the Investment Advisor. The
Chair must keep the Treasurer aware of any material developments stemming from
this channel of communication." [1999/2000 Board, email Motion #23, passed
July 30, 1999.] This policy was in effect until the following motion.
#20: Unanimously approved rescinding Motion #23, passed by the 1999/2000
Executive Board, regarding communications with the Financial Advisor, and that
the Treasurer be designated as the primary communicator to the Financial
Advisor. [Toronto Midyear Executive Board meeting (Sept. 22-23, 2000).] Due to
continuing difficulties in communications between the Finance Committee, the
Treasurer, and the Financial Advisor, it was felt the Board should simplify the
communication procedure between the principals by rescinding the 1999/2000
Board's Motion #23.
#21: Unanimously approved that in order to: 1) preserve and safeguard the
Society’s assets and, 2) increase the amount of funds available for operating
expenses from three months to six months, that Trudy Jacoby, Treasurer, contact
the Financial Advisor, with a request for information regarding the advisability
and the full costs associated with the following range of investment options:
1) Immediate divesting of all stocks and bonds currently
held and reinvesting into short term guaranteed financial instruments.
Initiating a phased transition of up to one year to accomplish the same result,
with suggestions for the time period and strategy of the transition.
3) Maintaining some financial presence in stock, bond, or mutual fund
investments after the six months available operating expenses fund target has
been reached. [Toronto Midyear Executive Board meeting (Sept. 22-23, 2000).] Due
to concerns about the stock market and the desire to have additional funds
available for operating expenses the Board wished to obtain advice regarding a
full range of investment and divestment options.
Motion #30: Following
notification from the Financial Adviser of his intention to terminate his
association with the ARLIS/NA because of disagreement with unanimous Board
motions 20 and 21, I move that the Board end the association with the Financial
Advisor and convert the ARLIS/NA Schwab account to a standard "retail"
account. This action will permit
the Executive Board to carry out its legal responsibilities with respect to
protection of Society funds and oversight of investment strategies. [Email
motion failed to pass, Nov. 15, 2000.]
Approved that Ted Goodman, Vice-President/President-Elect, be designated as the
sole ARLIS/NA contact person with the Financial Advisor, and that his contact be
governed by the following procedures:
1. He acts
solely on directions provided by the Executive Board.
Communication between Goodman and the Financial Advisor will be in writing
whenever possible, all communications will be cc'ed to the Executive Board, and
any necessary telephone communications will be briefly minuted to the Executive
Board. [Email motion passed, Nov. 17, 2000.] Due to deteriorating communications
it was necessary to make Goodman the sole Board contact with the Financial
Advisor and to clearly establish procedures for that contact.
Authorized Ted Goodman to contact the Financial Advisor to arrange the transfer
$46,000 from the Schwab account to the ARLIS/NA account at Headquarters in order
to cover our last quarter expenses for FY2000. [Email motion passed, Dec. 6,
2000.] This motion demonstrates how Motion #31 was to be enacted, in this case
to transfer funds so the Society's recurring annual shortfall would be covered.
[see 4.G.1. above.]
the primary concern was the failure of following established Board policy,
clearly a secondary concern related to the outcome of the March 12 funds
transfer, which resulted in the Financial Advisor terminating his association
with the Society. Also, there was uncertainty regarding the current status of
the accounts. McKenzie and Jacoby reiterated the status of the Society's
accounts. The $40,000 transferred from the Schwab money market account that was
prior to the transfer still under active management by the Financial Advisor was
moved to a similar U.S. dollar money market account with CIBC, the Society's
bank. There are still funds remaining in the Schwab money market account, as
well as the Schwab portfolio of specific stock and bond holdings invested in by
the Financial Advisor. No changes were made to any of the stock and bond
holdings. Board intent was confirmed as no trading at this time, but Goodman
stated that this position must also be considered as part of the ongoing
investment discussion. This Schwab account is now a standard retail account
instead of an actively managed account. The present signatories are still Wayne,
McKenzie, and Jacoby.
currently has two linked checking accounts, one in U.S. dollars and one Canadian
dollars, the latter for Headquarters administration. Bonnie James at
Headquarters keeps the Society's books in U.S. dollars.
then focused on the existence of a Society investment strategy and whether or
not that strategy had been communicated and implemented. Jacoby and Goodman
raised several issues relating to Policy Manual J-12, “Investment
Instruments,” which has been extensively revised over the years. Currently
J-12 states that investments will be held in three areas: long-term funds,
short-term funds, and operating funds. Although J-12 does indicate a range of
mutual fund and bond types that would be appropriate, it does not list
investment in individual stocks as an investment option for the Society.
stated that investment policy as outlined in J-12 was not followed by the
Financial Advisor. One of the reasons that Goodman has called an ad hoc group of
past presidents is to review the history of the Society’s investment policies,
the existing policy in J-12, and the current range of the Society’s
investments. He expects this discussion to continue over the next 3-6 months,
during which time the charge of the Finance Committee will also be examined and
revised as necessary. Starr indicated that he hoped this survey effort would
also consult a range of individual members as well.
returned the discussion to Motion #21, which charged the Treasurer with
obtaining specific investment advice from the Financial Advisor in an effort to
increase funds available for operating costs from three to six months. She
stated that she wrote to the Financial Advisor as requested by the motion,
requesting information on the advisability of the three options outlined in
Motion #21. At that time the Financial Advisor indicated dissatisfaction with
the Society’s intent to change its investment direction and stated that there
was no substantial cost to liquidate. Specific advice on the three options was
questioned both McKenzie and Goodman as to their interpretation of policy as
outlined by Motion #31, which designated Ted Goodman,
Vice-President/President-Elect, as the sole ARLIS/NA contact person with the
Financial Advisor, acting solely on the direction of the Executive Board.
replied that since it was felt that the Financial Advisor had not been
forthcoming with the investment advice as requested by Motion #21, and his
position that the Society’s money market funds continued to be available for
investment in individual stocks and bonds, that time was of the essence and
required immediate action, and that the March 12 transfer of funds from the
account managed by the Financial Advisor to CIBC was made in good faith, in
compliance with the intent, if not the letter, of Board policy. McKenzie offered
her apology for lack of communication to the full Board in these matters.
stated that he felt that the Financial Advisor’s communication indicated an
intent to continue investing in individual stocks in spite of the Board’s
desire to not move in that direction. He also apologized if the money market
funds transfer from Schwab to CIBC precipitated the Financial Advisor’s
decision to terminate.
Lynagh, Kempe, Wayne, and Adrean voiced their concerns regarding the lack of
communication and the decision not to follow Board policy without prior Board
discussion, which led to a breach of trust among the full Board. If Board
members are not permitted the option to participate in decision-making, they are
not allowed to exercise the responsibilities for which they are elected.
reminded the Board that a need exists to clarify the role of the Executive
Committee. On behalf of the outgoing Board members, he thanked the continuing
and incoming Board for the opportunity to air these concerns.
was adjourned at 8:10 a.m.