Minutes

Board Meeting of the Belgian Sheepdog Club of America

February 19, 2011

Call to order8:00 pm Conference Call Present: Chris Curran, Barb Swisher, Tami Worley, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter

Announcement of a quorum

Report of President: A treat to be at Westminster and to see our breed show at the level they did. I want to thank all of you for your service to this board. You have all taken the high road and wanted to do the best for the BSCA. You have made my job a very fulfilling one.

Report of R. Secretary

Motion to approve theJanuary minutes by Curran and second by Marie For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain:

Report of C. Secretary The nominating report was mailed and nominations are being returned. Final reminder on dues notices is going out at the direction of the treasurer

Member applicants: eight applicantsawaiting publication in 61.1

There are currently 271 on the Notice List and 450 members

All phone and mail correspondence was answered in a timely manner.

Report of Treasurer

1. Motion to approve the January Financials by Votava and second by Swisher For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter

2. Audit: The former Treasurer did send the copy of the two checks written. The check for $1741.45 was written to Colortex for screen printing. The check for $300 was for AKC for the application fee for the 2010 Agility Trial. Votava moves that we publish the audit on the website and in the next newsletter. Members to be notified of its publication by mass e-mail and the ten without e-mail by mail. Second by Marie. For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain:

The required audit is now officially completed and that the books were found to be in order and items that needed further investigation have been rectified. We have reviewed and haveno problems with any actions taken by Vickie Marie in the pursuit of the audit and consider the matter closed. Throughout the whole process Mr. LaBounty and his firm acted in a professional andimpartial fashion. Mr. LaBounty has been in the business for over 30 years, specializes in non-profits,and has many clients; we would be remiss in our responsibility to the BSCA membership not to consider his suggestions very seriously.

3. Report of the subcommittee of Curran and Marie with recommendations for a book keeping/accounting firm and a consolidation of the audit and parent club recommendations: The recommendations need to be sent to the membership for input before a final decision.

Votava moves and Buckwalter seconds the following:

1. The Finance Committee will consist of the following three members appointed by the BSCA Board of Directors—the Board liaison to the Finance Committee and two members of the BSCA in good standing who are also not members of the Board of Directors. The Board shall appoint one of the committee members to serve as Chair of the committee. The Finance Committee will be charged with (1) conducting internal audits of the BSCA financial records each January and July and submitting a report to the Board and (2) advising the Board on how to invest any idle funds that the BSCA has. The Finance Committee will replace the existing Audit Committee. The Finance Committee also shall aid the Treasurer in the preparation of an annual budget.

2. BSCA Treasurer is to use a national bank to hold BSCA funds. The Treasurer is to arrange to have the bank sent duplicates of the monthly bank statements to the club President and/or the Chair of the Finance Committee.

3. The (1) BSCA President and (2) the Liaison to the Audit (Financial) Committee are to have access to all bank accounts and have signatures on file with the bank and the right to sign/co-sign any checks with the Treasurer.

4. All checks over $1,000 shall be reviewed and approved either by the President or the liaison to the Finance Committee. This review can be done by email and need not be a hindrance to prompt payment of bills. The Treasurer will retain a copy of the email approval.

5. The Treasurer shall provide support for deposits made into the Club accounts by copying each check received and the associated correspondence for attachment to the deposit slip. This will help insure that any funds received will be posted to the proper account in the Club's accounting system.

6. The Treasurer shall provide support for disbursements made by the Club by copying each check written and attaching it to the invoice or other supporting documentation. In addition, the check signer should initial and date the invoice or supporting documentation to indicate they have reviewed and approved the disbursement

For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain:

4. Proposed Budget: Correct the Believe Campaign to $750. Lower initiation fee to $150 and raise new member dues to $600. We need to increase Meet the Breed to $1000 and printing expenses $500. Delegate to $1000. Proposed profit to be $1000.

5. Curran to work with current audit committee for transition

Reports:

Delegate Report: There are 7 people running for the AKC Board of Directors.

Breines and Kraft move and second the voting for Bob Amen John Ronald Karen Burgess

For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain:

4-6 month puppy class has been discussed at AKC and both RoseCity and RockyMountain both had the class and it went very well.

Membership Committee

The Believe Campaign will close out this week and the puppy photo shoot is coming along

Newsletter – Newsletter Proposal received: We had been approached by Bear Publication to consider them. Ramona Kraft investigated the on line publishing and the Bear Publication.

The review of the costs show that our Alphagraphics agreement is currently more cost effective. The March issue will be the first for our new editor Cathie Rossman and Alphagraphics and we believe this should make us on time, control costs and provide us a beautiful newsletter with reasonable advertising costs.

Curran moves that the BSCA give the BSDRT Board permission to publish on their website rescue stories and articles published in the BSCA newsletter. Seconded by Swisher For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Sonja Ostrom, Ramona Kraft and MaryGrace Buckwalter Against: Abstain:

2011 National Specialty: Treasurer, Peri Norman’s Address is incorrect in the premium list and this is being handled on the websites and notice lists. Please get people involved in the raffle. There are limited RV spots available at the hotel but arrangements have been made for dry parking at the Park.

Motion by Kraft second by Curran to advance $2000 to the 2011 National Specialty For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain:

Sportsmanship Committee Curran moves we accept the proposed standards and selection process for the AKC Good Sport Award as submitted by Jill Miller. Second by Swisher For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain: – Nominations close March 1, 2011

Store Working with the webmaster and to bring to the membership that the new store with vendors would be listed and donations would be received from the vendors.

Unfinished business

We need to follow up on the committees and look at further defining of the committees.

Votava moves that we establish a $100 petty cash fund for use by the Newsletter Editors for incidental expenses that will have full documentation to the treasurer for reimbursement to the petty cash fund. The current Chase account will close. Second by Marie For: Chris Curran, Barb Swisher, Terri Votava, Estelle Breines, Vickie Marie, Ramona Kraft, Sonja Ostrom and MaryGrace Buckwalter Against: Abstain:

We will post the Crufts qualifications in the Newsletter and on the Notice list.

New business

Request by Anita Meeks that we redefine the colors other than black and black with white on the AKC registration forms.

The following note will be sent to Ms. Meeks: While we understand your plight this is a question that must come to the membership for input. If you would like to have this happen please place it on the agenda for the annual meeting.

Karen Hodges of Michigan requested total support for a show, including BSCAs paying AKC fees for such a show and using BSCA insurance coverage. Current practice is to provide $50 stipend for Supported Entry and Regional Specialties. A change in that practice requires member input and approval.

There being no further business the meeting was adjourned at 10:50 pm

Subcommittee Report Back to the Board regarding recommendations

MEMO To: BSCA Board From: Christopher Curran Second Vice President

Date: February 13, 2011 Re: Recommendations for changes in the financial procedures of the BSCA

At last month's Board meeting Vicki and I were charged with investigating what changes in BSCA finances would be appropriate. First, we were to solicit bids for bookkeeping services. Second, we were to review what changes suggested by Mike LaBounty and by the speakers at the AKC Parent Club meeting. As you will see, since Evergreen Accounting will be presenting a bid for the bookkeeping services, we have had to proceed in a manner that avoided as much as possible any conflicts of interest. For this reason I am the main source of the proposals in this memo; I have solicited suggestions from Vicki but have not placed any of the burden of wording the proposals on Vicki. This memo contains a report on the status of our search for a bookkeeping service as well as some concrete proposals for changes in how the BSCA handles its finances. Correct me if I am wrong but I believe all of the proposed changes can be accomplished as a part of regular Board business.

I. PROGRESS ON GETTING BIDS FOR BOOKKEEPING SERVICES

Mike LaBounty gave me a verbal bid; we would need to get a bid in writing if we choose to pursue hiring his company. However, Vicki says that "Mike's proposal can't be accepted as is if we separate the Club and Trust treasurers." This issue is awaiting information from Sharon Roundy after she contacts an attorney. I have a bid from Evergreen Accounting in an email from Vicki; again we will need a written bid if we pursue hiring this company. Finally, Vicki told me that Tami's accountant gave her an informal estimate of the cost of using her as our bookkeeper. This information is a bit vague at the moment but we can have her provide a formal bid if we want to. Thus, we do not have anything to act on at the moment but here is the information I have right now.

1. LaBounty's Turn-key bookkeeping services

 Keep 2 sets of books—one for the BSCA and one for Rescue

 Be available for consultation

 File 990s annually

Costs

 Setup fee $400

 $250/month

Tami’s Accountant

 $50 per hour

Vicki told me: "My monthly 'bookkeeping/accounting' service for something like this would be $100 to $150 a month to do the following:

 reconcile the bank accounts

 post the deposits

 post the checks

 create a general ledger for all transactions that month

 create a balance sheet and income statement with current month and year-to-date figures

 prepare everything at yearend for the tax accountant to prepare the 990s

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II. PROPOSED CHANGES IN THE RULES AND PROCEDURES

I suggest that we make the following changes to the Rules and Procedures. The sources of these suggested changes are contained in item III.

1. The Finance Committee will consist of the following three members appointed by the BSCA Board of Directors—the Board liaison to the Finance Committee and two members of the BSCA in good standing who are also not members of the Board of Directors. The Board shall appoint one of the committee members to serve as Chair of the committee. The Finance Committee will be charged with (1) conducting internal audits of the BSCA financial records each January and July and submitting a report to the Board and (2) advising the Board on how to invest any idle funds that the BSCA has. The Finance Committee will replace the existing Audit Committee. The Finance Committee also shall aid the Treasurer in the preparation of an annual budget.

2. BSCA Treasurer is to use a national bank to hold BSCA funds. The Treasurer is to arrange to have the bank sent duplicates of the monthly bank statements to the club President and/or the Chair of the Finance Committee.

3. The (1) BSCA President and (2) the Liaison to the Audit (Financial) Committee are to have access to all bank accounts and have the right to co-sign any checks with the Treasurer.

4. All checks over $1,000 shall be reviewed and approved either by the President or the liaison to the Finance Committee. This review can be done by email and need not be a hindrance to prompt payment of bills. The Treasurer will retain a copy of the email approval.

5. The Treasurer shall provide support for deposits made by the Club by copying each check received and the associated correspondence for attachment to the deposit slip. This will help insure that any funds received will be posted to the proper account in the Club's accounting system.

6. The Treasurer shall provide support for disbursements made by the Club by copying each check written and attaching it to the invoice or other supporting documentation. In addition, the check signer should initial and date the invoice or supporting documentation to indicate they have reviewed and approved the disbursement.

7. The Board shall appoint an individual separate individual from the club Treasurer to be Treasurer for each National Specialty. The Treasurer for the National Specialty shall report to the club treasurer so that the Club maintains ultimate control.

III. SOURCES FOR PROPOSED CHANGES IN THE RULES AND PROCEDURES

Among other things, the discussion by Dr. Newman at the AKC Parent Club meeting included the following recommendations:

1. The work of the Audit Committee needs to be on an ongoing basis with periodic reviews of checks and bills.

2. The bank statements should have a duplicate sent to the club President and/or the Chair of the Audit Committee.

3. The Treasurer is responsible for keeping up with insurance for the club.

4. There needs to be a quarterly balance sheet presented by the Treasurer although more often is preferable.

5. The checking account should be in a National bank.

6. All checks over $1,000 should require at least two signatures. Also, it probably makes sense to have an additional officer available to be a second signer of large checks.

7. There needs to be an internal audit quarterly or, at least annually.

8. There needs to be an external audit when there is a change of Treasurers.

9. The Treasurer is responsible for preparing the proper tax forms.

10. Bond your treasurer!

11. Do not use debit cards (just say no!).

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12. Use a separate person to be Treasurer for the National Specialty but have this person report to the club treasurer so that the Club maintains ultimate control.

LaBounty's Recommendations / Response by the Board
Recommendation 1: Consider requiring two Board members, in addition to the Treasurer, being authorized to have access to all bank accounts. Never allow a bank account of the Club to have only one person authorized to access it. / I suggest that we put into the Rules and Procedures the requirement that (1) the President and (2) the Liaison to the Audit (Financial) Committee are to have access to all bank accounts.
Recommendation 2: Consider separating the check signing function from the general ledger input and bank account reconciliation functions. This could be accomplished by hiring a bookkeeping firm to provide monthly accounting services and to have the Treasurer still be the primary check signer. The bookkeeping firm could maintain all accounting records and the related receipts and disbursement support. This structure would eliminate the process of transferring Club records from one Treasurer to the next. / I think this is an idea with a great deal of potential if it does not cost too much. I suggest that we investigate hiring a firm, perhaps LaBounty & Associates, to manage our bookkeeping. Personally, I think this step would reduce the probability of the types of problems this Board has faced this year
Recommendation 3: Consider improving the support for deposits made by the Club by copying each check received and the associated correspondence for attachment to the deposit slip. This will help insure that any funds received will be posted to the proper account in the Club's accounting system.
Recommendation 4: Consider improving the support for disbursements made by the Club by copying each check written and attaching it to the invoice or other supporting documentation. In addition, the check signer should initial and date the invoice or supporting documentation to indicate they have reviewed and approved the disbursement. For amounts in excess of $500, consider requiring a second review and approval. / I feel that we should put both of these recommendations into the BSCA Rules and Procedures under the duties of the Treasurer. The logical thing to do would be to require that the second review and approval be handled by the President or the Liaison to the Audit (Financial) Committee. The amount of $1000 may be too low but I do think we need to set some minimum amount that would trigger a second review. This review could be done by email and need not be a hindrance to prompt payment of bills.
Recommendation 5: Consider developing a process of preparing an annual budget. Throughout the year at each Board meeting there should be a discussion of the Club's finances with a review of both the balance sheet and income statement. The income statement review should include an analysis of actual vs. budget as well as a forecast for the year.
Recommendation 6: Consider establishing a formal investment policy for the Club's surplus funds. / I suggest that we create a new committee (the Finance Committee) with the charge of (1) aiding the Treasurer in preparing an annual budget, (2) auditing the financial records, and (3) developing an investment strategy for the Club's Surplus Funds.

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