MERAMEC REGIONAL COMMUNITY FOUNDATION

MRPC Large conference room

May 28, 2010
1 p.m.  

Call to Order:
Richard Cavender, board member, called the May 28, 2010 Meramec Regional Community Foundation (MRCF) teleconference to order at 1:05 p.m.

Members Present:
Richard Cavender, Russell Scheulen (via teleconference) and Laura Antolak (via teleconference)

Members Absent:
None

Staff Present:
Richard Cavender, Connie Willman, Bonnie Prigge, Maria Kardon and Luci Flaim 

Appointment of Officers:
Cavender suggested beginning the meeting by appointing the board officers for the MRCF. Scheulen made a motion to nominate Laura Antolak to serve as chairperson of the board. Cavender seconded the motion. Motion passed.

Antolak made a motion to nominate Scheulen to serve as vice-chairperson for the MRCF board. Cavender seconded the motion. Motion passed.

Antolak made a motion to nominate Cavender to serve as secretary and treasurer for the MRCF board. Scheulen seconded the motion. Motion passed. Cavender’s dual officer appointment will be temporary until the full board is appointed and a new officer will be appointed to fill the treasurer position.

Discussion was held by the board to revisit the appointment of a new slate of officers once the full board is appointed.

Agreements and Bylaws:
There was discussion by the board regarding the paperwork that had been submitted to the Missouri Secretary of State’s office to incorporate and those had been approved on May 24, 2010, however, the documents had not been received back yet via mail.

Cavender referred to the Community Foundation of the Ozarks (CFO) agreements and the Meramec Regional Community Foundation bylaws that were recently approved by the MRPC board. Cavender made a motion to approve the following documents recently presented and approved by the MRPC board on May 13, 2010:

• MRCF bylaws
• The CFO agreement and the affiliated MRCF to create a grant making fund.
• The CFO and MRCF agreement to create an unrestricted capacity building fund.
• The agreement between MRPC and MRCF to start the capacity building fund at the call of the MRPC board by placing $250,000 into the fund. This agreement shall be signed by the MRCF chairperson.

Cavender recommended enumerating the agreements within the minutes for clarity.

Board Composition:
Cavender discussed with the group that there will be eight other board positions within the MRCF and hope to have county nominations in before MRPC’s June meeting. Cavender encouraged all county commissioners to be thinking of potential nominees to appoint to the MRCF board. He also suggested that, prior to any board appointments being made, all of the nominees should be invited to participate in a workshop session lead by CFO in order to provide potential board members with a clear idea of what a foundation is and the role of the board.

Consensus of the group was that staff begins coordinating the workshop. Cavender mentioned to the group that CFO will officially announce MRCF’s affiliate status at the CFO Donor Dinner that he will be attending in June.

Prigge suggested kicking off the formation of MRCF by doing a big check and photo presentation at the June MRPC meeting. The photo would include the entire MRCF board.

Cavender mentioned that he will bring the documents approved by MRCF to the June MRPC meeting for Antolak to sign.

Next Meeting
There was no discussion regarding the next meeting to be scheduled.

Meeting Adjournment
Being no further business, MRCF’s first official meeting was adjourned at 1:17 p.m.

Approved by the board on ____________________, 20____

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President

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Attested by Secretary or other Officer