Minutes_Special_Board_Mtg_062111_draft

							Minutes from 01/25/2011 Special Board Meeting
Attendance: Karen Terhaar, Michael Valley, Sonia Miller-Van Oort, Kate Shamblott, Ron
Clarke, Jill Prohofsky, Mark Mathison, Vanessa Bera, Briana Boeser, Steve Semler and Cindy
Monturiol. Joe Rinaldi arrived at 8:15pm. Natalie Wobbema was also available for questions.

Absent: Richard Barnett

Meeting called to order at 6:35pm

The agenda was approved.

The regular April and May board minutes were approved.

No public comment though each introduced themselves.

PTO Report: Mary Kruse is the new PTO chairperson and an ex-officio member of the ISLA
board. The new PTO board took over last week. The PTO calendar for the 20111-12 school
year has been created. The PTO will close out its books on 6/30/11. The Back to School event
has been scheduled for 8/14/11 at Bryant Lake. The garage sale is on 9/10/11 and 3 family
nights have been set and numerous fundraising events are being finalized. The PTO is preparing
for the incoming Language Assistants. All prior IRS issues have been resolved. The PTO has
met with the Executive staff and the administrative staff in 2 separate meetings to continue a
good working relationship.

Conflict of Interests regarding tonight’s agenda: Briana Boeser and Vanessa Bera regarding
Qcomp and Briana’s request for a leave of absence. Jill Prohofsky regarding discussions about
the possible state shut down. Sonia Miller-Van Oort regarding Mis Amigos.

Board confirmation of Teacher New Hires: Karen Terhaar – The board confirmed Sara Divers,
6th grade; Diana Amezquita, ½ time Kindergarten; Kelsie Knutsen, 3rd grade; Dana Helstrom,
Special Education. Mark Mathison moved, it was seconded and approved to confirm the hiring
of all the proposed teachers.

Financial Report: Michael Valley – Michael moved, it was seconded and adopted the April 2011
financials. A $100,000 line of credit has been secured with the bank until 12/2011. At that time
an additional amount of $100,000+ will be available after learning of the state’s plans to catch up
on the latest back pay.

Mis Amigos: Michael met with Donna Arribe. Both parties are interested in a lease agreement
of $9/sq ft for a single classroom that will house two Campaneros classes. There is also a
willingness to increase the program fee from 10% to 15%. The finance committee will look into
the tax implications of leasing to a ‘for profit’ organization. Michael Valley moved, it was
seconded and passed, with Sonia Miller-Van Oort abstaining due to a conflict of interest, to
direct the finance committee to negotiate a final lease agreement with Mis Amigos including all
material terms discussed in this board meeting and subsequently signed by the Executive
Director. ISLA is in compliance with MDE on leasing since the amount being received is so
small compared to the gap between what Leaseaid is paying ISLA and the lease amount being
charged ISLA by CSDC. The terms are to include being subject to MDE and state regulations
and to indemnify and hold harmless ISLA. CSDC will be willing to sign a consent form to allow
the sub-lease. Make sure the wording is appropriate to the use of the property by Mis Amigos.

Mark moved, it was seconded and passed, with a friendly amendment from Eric Peterson, with
Sonia Miller-Van Oort abstaining due to a conflict of interest, to direct the finance committee to
negotiate a final agreement including an increase in the Companeros program fee from 10% to
15% of gross revenues with Mis Amigos.

The finance committee deferred to Natalie Wobbema regarding the Government Standards
Board’s redefined fund balance designations. Michael Valley moved, it was seconded and
passed to adopt the fund balance policy as presented.

Request for Leave of Absence: Karen Terhaar - Briana Boeser has requested a leave of absence
without pay between Jan 9 and March 30, 2012 for professional development as outlined in letter
handout. Karen stated this is not an unusual request by a teacher and that she can work with this
request with minimal impact on Briana’s class. Karen recommends the board accept the request.
Jill Prohofsky moved, it was seconded, to accept Briana’s request for a leave of absence as
outlined in the presented letter. Mark Mathison moved, it was seconded and passed with Briana
Boeser and Vanessa Bera abstaining due to a conflict of interest, to amend Jill’s motion to
include “without precedential effect on future requests in the absence of a leave of absence
policy. After extensive discussion on the vulnerability of the school based on the board
approving such a request without a leave of absence policy in place Sonia Miller- Van Oort
outlined the thought process behind any such board action:

       1. How the requestor expects to spend her time will benefit ISLA upon her return
       2. Sufficient notice was given to effectively cover the leave of absence
       3. It is a cost-neutral request
       4. The requestor has been with ISLA for 4 yrs providing value and demonstrating a
          mutual commitment with the school
       5. The board can learn from this ad hoc experience to better inform its future policies on
          leave of absences and help set effective parameters

Jill’s motion to accept Briana’s request was subsequently voted on and passed with Michael
Valley voting nay. Mary Kruse stated that this request was representative of ISLA’s
commitment to education and fits the IB profile.
Mark Mathison moved, it was seconded and passed, with Steve Semler abstaining, to direct the
HR committee to consider the pros and cons of adopting a set of leave of absence policies and to
report back to the board at the August board meeting.

Government Shutdown: Sonia Miller-Van Oort – K-12 is not a protected service and ISLA
received a generic letter from MDE alerting us of the possibility of the shutdown and MDE not
being able to pay out monies due after 6/30/11. Kate Shamblott talked to Karl Jenstadt of CSDC
who suggested we talk to Non-Profit Assistance as well as our bank to see what financial aid
they can offer. He also suggested we ask for volunteer donations from parents by alerting them
to our weekly/monthly financial needs. Our first rent payment is due in September.

One congressperson’s expectation is that the shutdown will go past 6/30/11 but not past 9/1/11
due to the pressure to start school.

Sonia Miller-Van Oort moved, it was seconded and passed, with Joe Rinaldi abstaining since he
only just arrived at the meeting, that the finance committee explore financial options with Non-
Profit Assistance and to increase our line of credit with our bank to proactively manage ISLA’s
cash flow issues arising from a potential government shutdown. It was generally agreed we
would not approach parents for help until the need was more immediate. The finance committee
deferred to Natalie Wobbema who explained that the approved budget shows we are covered
through July, but without state funds, starting in August and through September 2011 ISLA will
run into cash flow problems of approximately $400,000 to $500,000. The facility committee
will check with vendors to see what financial help they can offer by offering extended terms.

Qcomp Application Report: Steve Semler – The Key decision points are:

       1. The plan keeps the overall structure and components intact.
       2. Same level of performance evaluation and monitoring
       3. Scaled back the teacher career ladder to reflect actual needs and to meet the net sum
          zero budget
       4. Reduced the number of release days and may find it is possible to further reduce them
       5. Reduced performance bonuses to meet the net sum zero budget
       6. Karen Terhaar has the flexibility with release days to accommodate special needs

If ISLA votes to apply for Qcomp then the application process requires that minutes from this
board meeting be included with the application which needs to be submitted by July 1, 2011.
Steve assured the board that there are no restrictions that would keep ISLA from effectively
designing and implementing a compensation plan suitable to ISLA. There are no penalties for
stopping the program at ISLA’s discretion. We simply choose to stop. ISLA needs to report to
MDE annually in October in order to renew our application. The school will receive $50,000
annually regardless of the teachers earning the bonuses.
A resolution for moving forward was handed out. Steve Semler moved, it was seconded and the
resolution was passed with Briana Boeser and Vanessa Bera abstaining due to conflicts of
interest.

Fundraising: Sonia Miller-Van Oort – Sonia reviewed the proposed organization chart for the
capital campaign committee. It is the same chart as presented in the feasibility study except with
the 2 – 3 co-chairs working with Marcie Wagner and all of them reporting to the ISLA board.
The Capital Campaign finance committee is responsible for prioritizing the fundraising budget
and making recommendations as needed to the board. The various committees were described.
The immediate need is to select a nominating committee whose sole purpose is to select and
request participation of the co-chairs. Ron Clarke moved, it was seconded and passed, with a
friendly amendment from Eric Peterson, that the board approve the Executive Committee asking
Eric Peterson, Natalie Wobbema, Michael Valley, Lisa Firth, Mary Kruse, Kathryn Hoffman,
Jon Baugh, and Andy Babula to the Nominating Committee along with Karen Terhaar and
Marcie Wagner to choose Capital Campaign co-chairs. Sonia Miller-Van Oort moved, it was
seconded, and passed to indefinitely postpone forming the fundraising foundation.

Executive Directors Report: Karen Terhaar – The number of students withdrawing in writing
from ISLA is currently 18. Most are kindergarteners not returning to first grade due primarily to
transportation to school. This is an on-going problem for certain out of district areas. It is hard
to control since we must follow the state mandated lottery process. The costs to ISLA are very
high:

       1. Enrollment time
             a. Extensive administrative hours from Emily Smith
             b. Time consuming school tours
             c. Many meetings and phone conversations

The loss of the three 5-6th grades is more predictable because some school districts start middle
school in 5th or 6th grade and parents want their children to start middle school together with their
neighbors. ISLA has attracted 9+ new students to enroll in 1st grade. We need to try to increase
the student enrollment in the upper grades to closer to 20. Possible areas that could help
replenish the student body are:

       1. Kindergarten applicants who didn’t get in through the lottery
       2. Marketing to Bloomington, Edina and HSD who don’t offer Spanish immersion
          programs
       3. Better educate long distance applicants about the long term commitment implications
          of commuting to ISLA
       4. Better differentiate ISLA as a destination school rather than just a stopping off point
       5. The community of ISLA parents, teachers and students
       6. Differentiate what makes the upper grades so special at ISLA
IQS has been approved by MDE as ISLA’s authorizer. Action item: We need to follow up with
HSD to secure the signed letter from HSD mutually absolving each other of further obligations.

Karen thanked the out-going board and continuing board members who are stepping down from
officer positions.

Governance Committee: Jill Prohofsky – There is some upcoming board training.

HR Committee: Steve Semler – Defer the sick pay policy to a future meeting

Facility Committee: Kate Shamblott – There will be facility tours set up in the next 3 weeks or
so. The construction is progressing rapidly and is very exciting to see. Currently the
construction is a week ahead of schedule and Bauma is aggressively aiming for occupancy by
July 15, 2011. There are some remaining construction issues:

       1. The desired sidewalk will cost an additional $12,000 and so is being deferred for now
       2. Due to unexpected code enforcement, the kitchen will be up to $22,000 over budget
       3. Kate expects to have an update on contingency money that is still available.
             a. Most contingency dollars are spent in the last 2 weeks of construction
       4. Concern: ISLA must create a process by which CSDC is informed of relevant
          changes at ISLA on a consistent and timely basis

Sonia thanked Theresa Aleckson for her 2 years of dedication as the outgoing PTO chairperson.

Meeting adjourned at 10pm.