Free Sample Minutes of Incorporators Meeting

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					                                    Minutes Maplewood Memorial Library
                                         Board of Trustees Meeting
                                               July 21, 2010

       The July meeting of the Board of Trustees of Maplewood Memorial Library was called to order by
President Hilaire at 7:40 p.m. She read: “Pursuant to Section 3, Chapter 231, Public Law
1975…adequate notice of this meeting has been provided to the public by posting and maintaining the
annual notice of regular meetings on the Main Library Bulletin Board, and the office of the Municipal
Clerk mailing the annual notice of this meeting to the Star Ledger and the ews Record.”

       1. Roll Call
       Present were: Ms. Buchanan, Mayor DeLuca, Ms. Hilaire, Mr. Markel, and Dr. McCaffrey.
Absent were: Mr. Duncan, Mr. Huemer and Mr. Woolard. Also present: Mrs. Kennedy, Director, Margo
Brown of the library staff, Laura Nial of the Friends of the Library, and Susan Joseph, Co-chair of the
Foundation Committee.

       2. Minutes
       Mayor DeLuca moved the minutes of the June 16, 2010 meeting, Ms. Buchanan seconded and the
motion carried.

       Ayes: Buchanan, DeLuca, Hilaire, Markel, and McCaffrey.
       Nays: None

       3. Public Comment:
       There was none.

        4. Report of the Library Director
        Mrs. Kennedy’s June report was placed on file. She added that the asbestos abatement was done
and the air tested satisfactorily. The next phase of the building project will start within one week. A
sample of the roofing material can be viewed behind the library. Some of the library funding from the
state has been restored through June 2011, but there is a possibility the governor will ask for more cuts.
The NJLA website will have updates on Bill A2679 which dedicates a line item on property tax bills to
fund municipal free public libraries and Bill A2911 which requires transfer of municipal free library
surplus amounts above 20% to municipality for its general purposes. The Hilton library will have a
presence at Octoberfest on October 30. They will provide information on cancer awareness and possibly
have a speaker from Atlantic Health Services. The Children’s Room has been very busy during the
Summer Reading Club. This year’s numbers have not yet been compared to last year’s.

        At this time, Mayor Deluca spoke about the issue of cuts. There is now a 2% property tax cap.
Maplewood currently collects roughly $25-26 million in taxes. The 2% cap allows for $500,000 in
increases next year. $17,000,000 is spent on salaries now. Next year, there is a contractual obligation to
increase salaries by 3.25%. To meet that obligation, $552,500 is needed which exceeds the tax cap
already. This could impact the library obligation. Something has to be tightened up somewhere. The
Board needs to define what value Hilton has in its current form and in some form that it might evolve to.
Should it continue as a general library or as something different? It has to be defined early and often
before the budget process in the fall. The Township asks for a preliminary budget in October.

        Mayor DeLuca added the computer lab at Hilton can define it as a learning center. ESL classes
are also held there. Perhaps it could become a technology center or a business library; things that might
add value so it is defined as not just the branch of the library.
Minutes, July 21, 2010

        Mrs. Kennedy asked if bill A2679 was passed, would it make a difference? Mayor DeLuca
explained library funding would still be included in the tax cap. The 1/3 mil requirement is part of the
state mandates the League of Municipalities and mayors are trying to shed. Library funding is not
excluded from the tax cap. Mrs. Kennedy clarified that this bill would dedicate a line on the tax bill
similar to the Open Space Trust Fund. Mayor DeLuca stated there would have to be a referendum for
that. There’s going to be a reevaluation next year, and the property value should go up from $2 billion to
$4 billion in worth. The 1/3 mil is now based on $2 billion and will be based on the reevaluated property
value. The cap is a really difficult thing. The Mayor has been trying to get the legislature give towns like
Maplewood that have a contract a year to let the contract run out. Ms. Hilaire thanked Mayor DeLuca for
that information. Ms. Buchanan moved to accept the Director’s Report, Mr. Markel seconded and the
motion carried.

       Ayes: Buchanan, DeLuca, Hilaire, Markel, and McCaffrey
       Nays: None

       5. Report of the Treasurer
       In Mr. Huemer’s absence, Mrs. Kennedy presented the June report. She added that the checking
account was transferred from Bank of America to Valley National Bank. The Wells Fargo account was
closed and the money was transferred to the existing New Jersey Cash Management Fund. Ms. Buchanan
moved to adopt the Treasurer’s Report, subject to audit, Mr. Markel seconded and the motion carried.

       Ayes: Buchanan, DeLuca, Hilaire, Markel, and McCaffrey
       Nays: None

         6. Claims
          Ms. Kennedy presented the Claims to July 21, 2010. They totaled $26,935.72. Mr. Markel moved
that the claims be paid, Ms. Buchanan seconded and the motion carried.

       Ayes: Buchanan, DeLuca, Hilaire, Markel, and McCaffrey
       Nays: None

       7. For Information
               A. Asbestos Abatement
               Mrs. Kennedy reported the asbestos abatement was done and the roof and elevator
construction are to be started simultaneously within a week. A door has been added to the plans where a
wall will be constructed in the basement. This will allow access between the proposed computer lab and
storage area. This is a result of Laura Nial pointing out to the architect that access between the two areas
would have to be made through Memorial Hall without a door.

                 B. NJ State Library Trustee Institute
                 Mrs. Kennedy reported the NJ State Library Trustee conference is Saturday, September 25
at the Marriott Princeton Hotel, and the topic will be advocating for fundraising. There is no cost for the
first trustee to attend and $150 for additional trustees. If anyone is interested in attending, they should
contact Kathy Goldfine.

              C. Fundraising/Advocacy Committee Reports
              Mrs. Hilaire introduced Susan Joseph, Co-Chair of the Foundation Committee.          Ms.
Joseph gave the following update from their July 19 meeting:
Minutes, July 21, 2010

                 Christine Phelan, a soon-to-be fourth year student at Rutgers Law School, who is participating in
the Community Law Clinic’s Summer Session, spoke to us about the legal processes involved in creating the
Maplewood Memorial Library Foundation. She outlined the steps in the process, which begins with the completion
of Articles of Incorporation. Once those are filed with the State Attorney General’s office, we need to apply for a
Federal Tax ID number (FEIN); then we can apply for Federal Tax Exempt status. (The Community Law Clinic
will actually handle all of the paperwork involved for us.) Once Federal Tax Exempt Status is obtained, an
exemption from State taxes can be applied for.
                Bylaws must also be finalized. It is important that the Foundation’s Mission Statement be
contained in both the Article of Incorporation and the Bylaws, and that the statement is consistently expressed in
both documents.
                  The most immediate step for the Foundation Committee is to finalize the Mission Statement, as the
Articles of Incorporation cannot be completed without it, and the filing of the Articles of Incorporation starts the
rest of the filings process.

                 Ms. Phelan also spoke of some important aspects of a Foundation’s operation, such as the
responsibilities of Board Members, and various specialized committees and service providers (e.g., auditors) that
may be needed to assist the Board with its duties. She also spoke briefly about how the process of recruiting Board
Members to the Foundation might work.

                 Ms. Joseph added that three people are needed to be incorporators. Two people from the
Foundation Committee and three Library Board members, Ms. Buchanan, Ms. Hilaire, and Dr.
McCaffrey, attended the July 19 meeeting. Three other committee members couldn’t come but said they
were still interested. Katherine Hilaire, Katherine McCaffrey, and Kathryn Huang agreed to be
incorporators, but Library Board Trustees may not be able to be incorporators. The Foundation
Committee is looking for people to serve on the Foundation Board who might contribute in different
ways. Some people are interested in just writing checks. Mayor DeLuca suggested the incorporators and
Foundation Board members make a personal contribution to gain credibility. It could be a pledge over a
period of time. There was discussion about what type of person might be best suited to sit on the
Foundation Board handling the business end versus actively asking for contributions. The Board should
consist of about seven people. A few names of prospective Foundation Board Trustees came up including
a member of the Friends of the Maplewood Library Board. Christine Phelan was not in favor of having
Library Board trustees on the Foundation Board as well.

                Grassroots Fundraising: Ms. Buchanan reported that to date, over $800 has been raised by
the Lemonade Stand effort. There was an article in the News Record and on MaplewoodPatch
publicizing it. Ms. Buchanan held up a poster of a lemonade pitcher filled up to indicate $800 in proceeds.
It will be on display at both libraries. Half of the proceeds will go towards adult books and DVDs and
half to children’s books and DVDs. Dr. McCaffrey suggested placing a lemon shaped bookplate or
sticker on materials purchased with the proceeds.

                Ms. Buchanan and Ms. Hilaire had a conference call with Julie Doran from the Village
Alliance to discuss the Show Us Your Card event planned for September. Ms. Doran gave advice on how
to contact the prospective merchants and ask them what works best for them as far as collecting and
forwarding contributions. Different merchants might want to use different methods such as a percentage,
a set amount, or a collection receptacle placed in their establishment. Betsy Wald met with the
Springfield Avenue Partnership and also got advice on how to proceed. Mr. Markel will e-mail Leah and
David Gomberg, fundraisers for Clinton School for additional ideas.
Minutes, July 21, 2010

                 Advocacy Committee: Dr. McCaffrey e-mailed committee members asking them to
participate in the September Show Us Your Card project and/or other committees but has not heard back
from anyone. Ms. Buchanan will send invitations to them requesting their help. Mayor DeLuca will
write a letter to the restaurants asking them to participate. Luke Finn from Indigo is willing to participate.
He raised $200 hosting a Lemonade Stand, supplied baked goods, and gave out 10% coupons for Indigo.
A Thank You from the Grassroots Committee will be sent to Mr. Finn. Mayor DeLuca suggested
thanking all the Lemonade Stand participants publicly in the News Record and on the library’s website to
reinforce the effort. Dr. McCaffrey offered her daughter’s help in putting together a poster to be
displayed in the library, thanking the participants.

        8. For Discussion
               A. Meeting Protocol
               Ms. Hilaire pointed out that the Trustees should be mindful of mentioning specific names
when the public is present. There might be important issues the Board wants to discuss which requires
going into an executive session. Input from the public should be limited to the allotted Public Comment
               B. Cameras at the Library
               Mrs. Kennedy asked if the Trustees still wanted her to bring in a police officer to discuss
the usefulness of data captured by public cameras. The majority of the Trustees are not in favor of
placing a camera outside the library and the issue was dropped.

                C. Libraries as Cooling Centers
                Dr. McCaffrey asked if a grant was available from PSE&G if the library was designated as
a cooling center. Money from a grant would enable the library to extend its hours. Mayor DeLuca
reported that the DeHart Center and the First Aid Station are designated cooling centers. There is no
known grant money available to enable the library to extend its hours. The Township has to be notified if
the library wants to be designated as a cooling center so they can direct people where to go. Mrs.
Kennedy was directed to contact Joseph Manning to have him designate the libraries as cooling centers.

              D. Landscaping at Hilton
              The Department of Public Works has been working on other projects and hasn’t had the
manpower to prune and water the grounds at Hilton branch. There is a spigot that requires a special
wrench. Mayor DeLuca will ask Eric Burbank to contact Mrs. Kennedy to work something out. Betsy
Wald would like to create a pleasant outdoor space with seating where patrons could sit and read.

                E. Custodian Transferred Permanently
                Mrs. Kennedy reported the library’s custodian will be transferred permanently to the Police
Station and the library will be getting a custodial service in his place. In additional to cleaning and
maintaining the building, the custodian also transported books between both Main and Hilton every day,
brought the book drop up from the basement every day, set up the meeting rooms for programs as
necessary, and performed other building maintenance jobs that might involve heavy lifting. He also
watched over annual elevator, fire, and boiler inspections. Mayor DeLuca explained the Police Station’s
custodian is retiring and the Town does not want to add another position to the employee pool so the
custodian is being shifted from the library to the Police Station and the Town is expanding out contracted
services. Mrs. Kennedy will make up a list of custodial services the library requires. There was a
discussion about establishing and tapping into a team of volunteers who would be willing to help the
library complete tasks the custodian used to do. Mayor DeLuca cautioned, “There will be more cuts to
Minutes, July 21, 2010

come. The governor is on the warpath to decimate government and the services it provides. We’re
powerless at this point against what he’s doing. We’re at the tail end of it and I need decision making.
We’re going to be making decisions which are horrible. You have to roll with the punches a lot more
than we have in the past.” Ms. Hilaire would like the Mayor to address the staff with this news at a
general meeting. The Trustees would also attend.

              Mayor DeLuca will contact the School superintendent to discuss student behavior at the
library. Dr. McCaffrey would like to set up a joint venture with the schools so students could partake in
community service and help keep the library grounds clean. The Key Club at Columbia High School
performs community service.

        10. New Business
        Ms. Buchanan stated the Westfield Library does get a percentage from a water and juice machine
placed in their building. Dr. McCaffrey spoke to Kari Capone, the owner of Kari’s Café, about the
prospect of setting up a concession in the library. Ms. Capone would be willing to bid for the concession.
Mayor DeLuca will look into the plans for Café Maplecrest for guidance.

       Ms. Buchanan addressed the need to paint the staff door that faces the parking lot. Volunteers will
be sought for the job through e-mails to the Advocacy Committee. Dr. McCaffrey will handle this.

        11. Public Comment
        Susan Joseph is associated with a non-profit that has a wish list in their newsletter. She will post
an ad for a person to paint the door to this wish list.

      There being no further business, Mayor DeLuca moved to adjourn the meeting at 9:15 p.m.
Mr. Markel seconded and the motion carried.

       Ayes: Buchanan, DeLuca, Hilaire, Markel, and McCaffrey
       Nays: None

                                                              Respectfully submitted,

                                                              Jeffrey Markel

Description: Free Sample Minutes of Incorporators Meeting document sample