USPS Board of Directors
Kansas City, Mo.
8 Sept. 2009
Called to order at 0830
Attendees:
C/C Creighton Maynard, SN
V/C Frank A. Dvorak, SN
V/C Robert J. Sweet, SN
V/C John T. Alter, SN
V/C David L. Hinders, SN
V/C Richard M. Peoples, SN
P/C/C Ernest G. Marshburn, SN
Called to order at 0830
Guests present:
P/V/C Robert A. Baldridge, SN
R/C Greg Scotten, SN
Mary Catherine Berube
Tom Kemp
Action items approved:
Ratification of electronic votes:
Upon motion to ratify the electronic votes on matters shown below made on 8 September 2009, which was thereafter seconded, discussed and voted upon by the Board of Directors, United States Power Squadrons, each was approved and ratified.
1) That Board of Directors, United States Power Squadrons, after consideration, input from many sources and careful reflection on how best to continue to streamline the organizational structure not only in response to budget constraints and market conditions, but more importantly, for the over-all operation of the organization, approves and recommends to the Governing Board the adoption of the proposed Bylaw amendments as submitted by the Committee on Rules by memo dated 27 July 2009, and as appears in the Call to Governing Board Meeting, dated 31 July 2009.
2) That Board of Directors, United States Power Squadrons, approve the revised ITCom policy concerning "Paid Advertising," as submitted by R/C John R. Bradley, SN, Chair, USPS Information Technology Committee to the Board of Directors, June 25, 2009, which reads as follows:
10. Paid Advertising
The receipt of payment for advertisements on a website requires discretion in the choice of ads accepted. They must be directly related to the missions of USPS. If they are not, it opens up issues of non-related business income, and associated requirements to file a tax return for this income. For example an ad from West Marine relating to boating safety equipment is benign as is an ad from Joe's Garage saying "Joe's Garage is proud to support the efforts of the Podunk Power Squadron". However an ad from Joe's garage saying "Joe's Garage-Oil Change Special $25.00" is unrelated to our missions and revenue obtained from such an ad is non-related business income and must be accounted for as such. It is essential that squadrons accepting payment for ads on their website consult an accountant to determine any potential tax liability.
We allow links and banners in return for "free Web hosting" and built-in banners from using freeware or donated software directly from the manufacturer/publisher, only when that link was the decision of the web master, and not part of the terms of the gift.
Sites may provide a page for commercial links. If provided it should inform the reader that a) we are not getting paid to display these links, b) we are not endorsing any product or service provided by organizations that are linked, c) we were not asked to provide the link, d) we are offering it as a convenience, and e) we retain the right to remove the link at our sole discretion.
Rationale: Advertising is permitted in squadron newsletters and not allowing it on squadron websites may be depriving squadrons of potential income.
3) That Board of Directors, United States Power Squadrons, approve an agreement with SailAngle.com.
Motions:
Upon motions to approve, which motions were seconded, discussed and voted upon by the Board of Directors, United States Power Squadrons, each of the following was approved:
1) To create an ad hoc committee to investigate hiring a professional firm to manage USPS investments.
2) 2010 Budget as submitted by the Budget Committee and the National Treasurer.
3) To recommend that the Governing Board approve holding an annual meeting at the Jacksonville Hyatt Hotel on 29 Jan.–1 Feb. 2014 and 21 Jan.–25 Jan. 2015, at a rate of $139.
Discussions:
1) Tom Kemp reported that he did not receive a response to a follow-up letter to the executive vice president of the Tampa Bay Buccaneers concerning the tragic boating accident involving members of the team.
2) Kemp reported that he had contacted potential corporate members and they are asking for direct contact with USPS members. The Board discussed that it is against USPS policy to provide mailing lists to outside organizations and that we should offer to deliver messages on behalf of corporate members.
3) Kemp discusssed the Cooperative Advertising Program, which was approved during the April 2009 Board of Directors Meeting. He distributed a proposed calendar of events. The program calls for distributing funds to squadrons four times annually and is based on educational course purchases and related advertising. Information on the program will be distributed in the October 2009 broadcast.
4) The Board discussed a proposal to create a USPS brand name with no further action.
5) Kemp reported that gross Ship’s Store sales for the period ending 31 Aug. 2009 were approximately $92,000. He reported that gross margins on sales were approixmately 20 percent. He noted that net Ship’s Store sales year-to-date were $44,824.
6) Kemp reported on a test project with Hampton Roads Power Squadrons where members placed USPS flyers in Virginia Welcome Centers, which were stamped for return to USPS Headquarters. He reported that no responses had been received to date. He suggested that squadrons should concentrate on distributing USPS materials at marinas and boating-related facilities.
7) Kemp updated the Board on a proposal to Broward College in Florida to teach an 80-hour USPS course at the college. He also reported on a proposal to teach ABC3 at South Broward High School.
8) Kemp reported that he would attend the 2009 Marine Dealer Conference & Expo on 16-18 Nov. 2009 in Disney’s Coronado Springs, Lake Buena Vista, Fla. Representatives from the Educational Department will present USPS seminars.
9) R/C Scotten reported that the Marketing and Public Relations Committee is working with the Educational Department to disseminate materials to squadrons on teaching seminars.
10) V/C Hinders reported that the Board had reviewed the OCom Reference Guide for items that should be deleted or updated. Following review by the Committee on Rules the document will be renamed Board of Directors Reference Guide.
11) V/C Sweet reported that he is working with Rose Point Navigation to replace the nearly obsolete digital chart software from Maptech.
12) V/C Sweet reported that the Governing Board will be asked to approve two new Educational Department committees in February 2010. The Outreach Committee will focus on working with outside organizations and parties such as colleges seeking to use USPS material for their programs, including classroom and distance learning. The On-the-Water Certification Committee will be responsible for Boat Operator Certification as well as on-the-water training and certification.
13) V/C Sweet reported that no further action was taken subsequent to LawCom contacting the BoatEd attorney to discuss a potential conflict concerning the use of USPS intellectual property rights in the ABC Course and Manual.
14) V/C Sweet will open discussions with the USCG Auxiliary to offer USPS courses to its members, possibly through the corporate member process.
15) V/C Sweet reported that the NASBLA National Boating Education Standards Committee is in the process of rewriting boating education standards.
16) V/C Sweet discussed cooperative use of courses with CPS members. He noted that some materials may need to be modified to meet the needs of CPS members.
17) V/C Sweet reported that the USPS Educational Fund approved a grant to fund 50 percent of the costs for the Trailer Boats magazine ads.
18) The BOD discussed a suggestion from a life member to encourage life members to make an annual contribution to USPS in lieu of dues. It was noted that life members contributed more than $15,000 in 2009.
19) V/C Dvorak reported that he is searching for a member to chair the Headquarters Development Committee.
20) V/C Dvorak reported that there is interest in developing provisional squadrons in Oswego, N.Y. and Muskogee, Ok. He will ask the Governing Board to charter Sabine Sail & Power Squadron during the Governing Board Meeting on 12 Sept. 2009.
21) V/C Dvorak reported that he would ask the Governing Board to dissolve the following squadrons: St Joseph/9; Covina/13; Santa Monica/13; Attleboro/14; Gloucester/18; Beaumont/21 and Apollo Beach/22.
22) V/C Dvorak reported that R/C Jean Hamilton, SN, would report on the status of the ad hoc Redistricting Committee during the 9 Sept. 2009 OCom Meeting.
23) V/C Peoples reported that as of 31 Aug. 2009 revenues exceeded expenses by $163.
24) V/C Peoples reported LawCom is reviewing a Conflict of Interest Policy, a Record Retention Policy, and a Whistleblower Policy. These policies are necessary in order to comply with new IRS 990 requirements.
25) V/C Peoples reported that the Finance Committee is updating the Fiscal Policy.
26) V/C Sweet reported that the Educational Department is merging the Publications Support Committee, the Educational Department Operations Committee, and the Curriculum Coordination and Development Committee into the Publishing Committee in 2010.
27) V/C Dvorak reported that the Recreational Boating Safety and Vessel Safety Check committees will merge in 2010.
28) V/C Hinders reported that The Ensign and Publications committees will merge into the Communications Committee in 2010.
30) V/C Hinders reported that membership numbers have been in a steady decline since 2001. In 2001 membership numbers dropped 1.18 percent and in 2008 membership numbers dropped 5.55 percent. Projections indicate that membership would drop below 30,000 in 2012 and below 20,000 in 2015 if the decline continues to drop at the current rate.
31) V/C Hinders updated the Board on order processing at headquarters. He reported that the average days to ship was less than one in August compared to nine in March. The goal is to ship orders within 3 to 5 days of receipt.
31) V/C Hinders reported that the number one hit on the USPS Website is boating classes.
32) V/C Sweet reported that he is waiting for invoices from the producer of the Small Boats Can = Safe Boating TV Show to submit to the USCG.
33) The Board discussed the need to include an outside director on the Board. The Board agreed that an outside director is not feasible at this time due to membership downturn and finances. C/C Maynard noted that the matter is still on the table and that members are requested to submit names, addresses and curriculum vitae or background information for nominees with past management and financial experience in medium-to-large businesses.
34) P/C/C Marshburn reported that he is working with a District 5 member to possibly develop a squadron in China.
35) V/C Dvorak reported receiving feedback from districts that they are not interested in participating in a joint hospitality event at the 2010 Annual Meeting.
36) P/V/C Baldridge discussed member unification. The concept is that all new members would join as Active, Apprentice, Corporate or Honorary members. Existing Family members will have the option to remain as Family members or convert to Active membership. P/V/C Baldridge noted that family unit dues removed the national dues price incentive for family members. P/V/C Baldridge will present the concept to district commanders and during the general membership and squadron officers meeting.
37) Mary Catherine Berube reported that headquarters is working with the Educational Department on designing a new membership certificate.
Adjourned at 1520.