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Council on Member & Region Affairs Meeting Minutes

Meritage Resort

Napa, CA

February 19, 2009

I. Call to Order

Darryl Hill called the meeting to order at 8:00 a.m. PST. The agenda was reviewed and no changes were made.

Council Members Present:

Darryl Hill Senior Vice President, Chair

Terrie Norris Vice President, Region I & CoMRA Vice Chair

Jim Gallup Vice President, Region II

Greg Smith Vice President, Region III

Mike Belcher Vice President, Region IV

Jim Weaver Vice President, Region V

Jim Morris Vice President, Region VI

Stephanie Helgerman Vice President, Region VII

Bob McClay Vice President, Region VIII

Warren Brown President

Chris Patton President-Elect

Fred Fortman Executive Director

Guests:

Tom Lawrence Vice President, Council on Professional Affairs

Rick Pollock Vice President, Professional Development

George Pearson Vice President, Practices and Standards

Jim Smith Vice President, Finance

Paula Goedert Legal Counsel, Barnes & Thornborg

Staff Present:

Terry Wilkinson Director, Member/Region Affairs

Julie Neuleib Manager, Chapter/Student Services

Dewey Whitmire Director, Professional Affairs

Jim Drzewiecki Director, Finance

II. Council Operations. Darryl reminded the Council that the discussions should focus on Goal 6 and 8.
III. Council Meeting. The Council held a conference call meeting on February 5, 2009 to discuss member address changes.

Motion 08-09#4: Terrie Norris made a motion, seconded by Greg Smith to approve the Council on Member and Region Affairs February 5, 2009 conference call meeting minutes. Motion approved.

IV. Senior Vice President Report. Darryl noted that the Senior Vice President Report stood as submitted. He reminded everyone of his target goals for the year which are:

A. Make sure the Council on Member and Region Affairs activities are consistent with the Strategic Plan.

B. Increase membership to the level of 33,000 members.

C. Develop a Council Global Growth and Support plan.

V. Membership. Terry provided a current update on membership. The membership count is 32,177 representing a -.11% growth and a retention rate of 86%. Discussion took place on the economy and the likely affect on membership. Promotions currently underway were also noted.
VI. McKinley Membership Study. Terry reported that the McKinley Membership Study is completed and the final reports have been received. These reports include: telephone interviews, survey of membership, environmental scan and marketing plan. It is recommended that the Council take time after the meeting to review the reports and consider a strategic discussion on membership in the future. Some of the key recommendations include segmenting marketing information. A key segment for ASSE should be where members are at in respect to their career stage. A statistic that stood out to the researchers was that 64% of our members consider ASSE their primary association. To grow, this number needs to be higher. Discussion took place on the interest for the Council to become more strategic and the interest in discussing membership as one of the strategic topics.
VII. Incorporation and Foreign Corporation Filing. Paula Goedert participated in the meeting by conference call for this discussion. Paula covered the following points:

· Incorporation: Incorporation was done for ASSE because of the legal climate that:

A. Members may be personally liable if the Chapter is not incorporated.

B. Incorporation puts a hard shell of protection around the members.

C. Members are only responsible for the bad things they do themselves.

· Incorporation in Illinois: Illinois was chosen as the state to incorporate in because we have one permanent address – headquarters located in Des Plaines, Illinois.

A. Chapters were not required to incorporate in Illinois. Four chapters incorporated in their own state.

B. If the Annual Report renewing the Chapter’s Incorporation status is not renewed each year, the corporate status is dissolved, leaving members vulnerable to liability.

· Foreign Corporation Filing: Most nonprofit organizations with chapters do not have their incorporated chapters file as a Foreign Corporation in other states because most states do not penalize. Not having a permanent address creates a problem. In addition, if the Foreign Corporation Agreement is not renewed yearly they would have to reapply as a Foreign Corporation leaving the chapter with more expense. Regardless, of action on Foreign Corporation, it does not affect the protection provided by Incorporation.

Discussion took place. No action taken.

Paula noted that links to state Foreign Corporation forms can provide and assist in filling out the forms.

VIII. Chapters. Julie provided information on the status of chapters.
· Stars Reports: To date, 78.8% of the Chapters have turned in Stars Reports. The response rate should be 100% per SOG 8.10.

· Officer Reporting: This year, 100% of the Chapters have submitted Officer Reports. However, not all the reports are complete nor all the offices.

· Membership: SOG 8.10 requires Chapters chartered after 1970 to have a minimum of forty members; Chapters chartered prior are required to have a minimum of twenty-five members. The following Chapters are currently in violation of SOG 8.10, based on a report run in the last two weeks:

§ Region III, South Plains, 37 members

§ Region IV

· Pine Belt, 30 members

· Wiregrass, 22 members

· Papua, 7 members

§ Region VI, Delmarva, 26 members

§ Region VII, Northwest Tennessee, 33 members

· Chapter Web pages. An audit of Chapter web pages was recently conducted.

No Web Page Found

Council on Member and Region Affairs (2008-2009): Meeting Minutes - 2/19/2009

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1. Region II – Craters of the Moon

2. Region IV

a. Ark-La-Tex

b. Augusta

c. Imperial Calcasieu

d. Wiregrass

e. Papua

3. Region VII

a. Golden Circle

b. McKinley

c. Michiana

d. Northeast Tennessee

e. Northern West Virginia

f. Nigeria

Council on Member and Region Affairs (2008-2009): Meeting Minutes - 2/19/2009

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4. Region VIII

a. Eastern New York

b. Northeast Pennsylvania

Council on Member and Region Affairs (2008-2009): Meeting Minutes - 2/19/2009

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ii. Outdated Web pages

1. Region I – Western Australia

2. Region II

a. Four Corners

b. Sierra Nevada

c. Snake River

d. Southern Arizona

3. Region III

a. Arkansas

b. Central Texas

c. East Texas

d. Paso Del Norte

e. Sabine Neches

f. South Plains

4. Region IV

a. Florida Suncoast

b. North Florida

c. Savannah Area

d. Southern Mississippi

e. Tennessee Valley

5. Region VI

a. Eastern Carolina

b. Western Carolina

6. Region VII

a. Anthony Wayne

b. Maumee Valley

c. Northwest Tennessee

d. Southwestern Ohio

e. West Michigan

f. West Tennessee

7. Region VIII – Genesee Valley

Discussion took place. Warren Brown suggested that the minimum on any Chapter website should be the ASSE Customer Service phone number.

ACTION ITEM: 0809#7: Elizabeth Dunn and Julie Neuleib will contact the Chapters with out of date or no web pages and work with them to get their web pages updated/online. She will also send a summary to each RVP with the results.

IX. Student Sections. Julie reported that she is working with Elizabeth Dunn and the Academic Practice Specialty to increase student involvement. Julie reinforced that the student members are the future of ASSE. Julie encouraged the RVP’s to work with their Chapters on increasing student membership and involvement. She invited any RVP or ASSE member to contact her should they need assistance with this.
X. Region Reports. The Regional Vice Presidents were encouraged to share their plans for the year, recent ROC meetings and PDCs.
A. Region 1 – Terrie Norris noted her report stands as submitted. The Inland Empire Section has previously been setup, but included in the report for official notification.

B. Region 2 – Jim Gallup’s report stands as submitted. He further shared some additional notes which include:

a. The goal of the Region is to become financially independent.

b. He would like the ROC to become virtual meeting due to the expense.

c. The Region is involved in an Oil and Gas Conference that has about 4,000 attendees.

d. The Middle East Chapter is seeking oil and gas professionals to give virtual presentations that they can charge for to raise money to send members to PDC.

C. Region 3 – Greg Smith’s noted that his report stands as submitted. A monthly conference call is held with the Region. Several of the struggling chapters are improving. The Region PDC has been moved from August to October and will be held in Oklahoma. Region III will also be hosting the Society PDC in June.

D. Region 4 – Mike Belcher shared that his report stands as submitted. He shared that a Tallahassee section maybe formed soon with the assistance of Pam Perrich. The plan for chapters with less than 40 members will be to merge them into existing chapters as sections.

E. Region 5 – Jim Weaver stated his report stands as submitted. Jim shared that 15 out of 16 of Region 5’s chapters are Bright Stars or higher.

F. Region 6 – Jim Morris noted that the Region 6 report stands as submitted. CVENT was used for the Region 6 PDC and had the highest registration. The next PDC is in September. Kuwait is the Region VI nominee for Chapter of the Year. The Region also submitted the first Region SPY winner from outside the US. Jim demonstrated the Region VI NING site.


G. Region 7 – Stephanie Helgerman shared a few items from Region 7. The last ROC meeting was held with the Future Safety Leaders Conference. The Region’s website will now show upcoming PDCs. The Central Ohio Chapter is attempting to form a student section with a local community college.

H. Region 8 – Bob McClay shared that his report stands as submitted. The Region is working on web site improvement with the assistance of Student Sections. The Lehigh Valley Chapter has been salvaged. Chapters are currently working on updating their bylaws and Long Range Plans.

XI. Admissions Committee – Terry discussed that the committee has held several conference calls since December. Committee members conducted a high-level review of 10 certifications/designations that have been recommended for consideration for Professional Member status by members. The committee determined that 6 of the certifications showed enough merit to request for a formal application from the appropriate certifying bodies.

XII. Diversity Committee – Terry shared that so far $13,144 has been collected for the Diversity Scholarship. A total of $23,000 is needed to endow the scholarship. There will be a $1,000 scholarship awarded in 2009.

XIII. Leadership Conference Committee – Darryl discussed that the Congress of Councils approved a new model for the 2009 Leadership Conference. The conference plan will be signed off on by the Council. There will be a change to the SOG sometime this year. The new model will be similar to the PDC with the Leadership Conference Committee handling content decisions and not logistics decisions.

XIV. Online Chapter Leader Training Task Force – Julie noted the report stands as submitted in the Senior Vice President report. The goal is to have several training presentations completed and online by May 31. Ideally the Chapter President, Vice President, President Elect, Secretary, Treasurer and Membership Chair modules will be ready to go so these officers can take the training prior to taking office.

XV. Future Safety Leaders Conference Committee – Julie shared that the report stands as read in the Senior Vice President Report. We are negotiating a contract to hold the event in Indianapolis.

XVI. Student Activities Committee – Julie stated that the committee report stands as read in the Senior Vice President Report.

Motion 0809#5: Greg Smith submitted a motion, seconded by Terrie Norris, for the funding of Two thousand ($2,000) to support efforts of the Region III Student Leadership conference per Society guidelines. Motion approved.

XVII. Incorporation Project Update – Terry discussed an option that Paula Goedert has recommended to make the paperwork processing easier. The state incorporation renewal documents require a chapter officer to sign the document. Julie then files the paperwork with the state. Some associations make provisions that a staff person is appointed as an Assistant Secretary solely for the purpose of signing and executing the Illinois Annual Incorporation Report. If ASSE were to implement this, it makes it easier on the chapters and reduces a step that delays the annual filing. If not, the Manager of Chapter/Student Services has to submit the document to the chapter to sign. Discussion took place.

Motion 0809#6: Jim Gallup made a motion, seconded by Terrie Norris made a motion to appoint the Manager of Chapter/Student Services as Assistant Secretary of Chapters for the sole purpose of signing and executing the Illinois Annual Incorporation Report. Discussion took place. Terrie Norris made a motion, seconded by Greg Smith to table the motion. Table of the motion passed.

XVIII. Chapter Online Reporting Project – Julie reported on the status of Chapter online reporting. Staff is currently finalizing a key piece for the Online Chapter Officer Reporting. Once it is done, the new Officer Central and Members Only sites will go live and staff will proceed with other projects. The order of remaining projects (upload enhancement, online officer reporting, interactive bylaws page and Chapter Stars).

XIX. Stars Task Force – Terrie reported on the work of the Stars Task Force. The task force determined there is a need for a Chapter of the Year procedure and criteria.

The new SOG 8.11 specifies the process for selecting the Chapter of the Year. This will reduce cost and time for the Society.

Motion 0809#7: Terrie Norris made a motion, seconded by Greg Smith, to approve SOG 8.11 to establish a procedure for the selection of the small, medium and large and the rookie of the year honorees. Motion passed.

Jim Morris, Jim Weaver, Greg Smith and Terrie Norris have volunteered to complete the evaluations for the 2007/2008 Chapter of the Year submissions.

Terrie discussed the need for a Chapter of the Year petition template.

Motion 0809#8: Terrie Norris made a motion, seconded by Greg Smith, to approve the Chapter of the Year petition template and post it on Officer Central. Motion passed.

Terrie also emphasized the need for an evaluation spreadsheet.

Motion 0809#9: Terrie Norris made a motion, seconded by Greg Smith, to approve the evaluation spreadsheet that RVPs will use to evaluate chapter annual performance reports, as well as, Chapter of the Year petitions.

XX. Global Committee – Jim Morris discussed the activity of the Global Committee. Activity has been on hold until strategic direction is set by the Board of Directors Global strategic discussions. The committee has recommended the Council’s focus be on 1) supporting chapters and society sections, 2) meeting the needs of members and 3) development of a global online community. The committee has been using a NING site.

XXI. China Affiliate Subcommittee – Darryl discussed the work of the China Affiliate Subcommittee. A former US resident and member of the Bakersfield Chapter is now living and China and researching opportunities to establish a Chapter in China.