(Note: Next Meeting will be on December 5, 2010 4PM Mountain Time,5PM Central Time,6PM Eastern Time)
The meeting was conducted remotely, with members connected through Fred’s Skype either by phone or computer. Difficulties in getting members hooked up and maintaining signal quality delayed the start of the agenda by about 20 minutes. Tim and Gerry were together, while everyone else was connected in individually.
(Secretary’s Note: For future meetings, all Board members should connect either with a headset for their computer or by phone.)
Action Items are bolded.
Board members present included: Henry, Gerry, Mary, Fred, Tim, and Kiley.
Lynne was not present. Fred has continued to call the phone numbers he has for Lynne, but has not yet been able to reach her. Fred will continue to try to get in touch with Lynne.
The meeting was brought to order, with any new items placed under New Business to be discussed after the Old Business section of the Agenda was discussed. With the Agenda adopted, the Board moved to consider the Old Business.
I. Old Business from previous Board Meetings
a. Compile a list of names, addresses, emails, phone #s, birthdays, anniversaries, for everyone in their family and provide that information to Fred. (Henry, Gerry, Mary, Tim)
o This information is desirable for several reasons, including getting the word out (marketing) about the family reunion.
o Kiley had already sent the basic info for her family group to Fred.
o Everyone else committed to get this task completed by Thanksgiving.
o Fred will compile and distribute.
b. Compile list of those in each family group who has paid dues, how much, and when. Provide documentation whenever possible. Send to Kiley (All)
o Tim said Charley paid $50 this year (2010).
o By unanimous decision, this info is to be provided to Kiley by Thanksgiving. The list of information should include, for each family member:
How much they paid
When that was paid
How that was paid (cash, bank check, cashier’s check, etc.)
c. Encourage family members to pay dues (All)
o Tim said that we need to incorporate the ability of people to participate in the Ranch – to spend some time there. We should encourage everyone to visit and spend time there. Fred suggested that everyone should contact their own family members about the dues structure, timing, and need. That is in addition to using the blog site and email. Henry said it would be good to put pictures on the blog, to emphasize the beauty of that place. Tim said he would email pictures to Fred and Fred said that once he got them he would post them on the blog site.
d. Pay Board Dues (All)
o Fred will review the records and then will update the Board. The Board members will send their information to Fred in the meantime. Once that info is received, Fred and Kiley will provide another update.
o Henry said that he will call Deanne and Charley and discuss the possibility of them helping to pay their family group’s board dues. This plays into Mary’s ability to continue to serve as her family members’ Board member. Everyone wants to see Mary continue as the Board member, and yet they are aware of the need for each family group to pay the Board dues. This topic will be discussed further at a later meeting.
e. Check out bundling the insurances (Gerry)
o Gerry had checked into using an insurance company in Lake County, to provide a bundled package for the buildings and vehicles. However, that company can’t cover properties up in the Swan. Gerry will coordinate with another company (Flathead Farmers, in Kalispell) who will come up to the Ranch and look at it. None of the Ranch buildings or vehicles are insured now, except for the Dodge pickup.
o The Dodge pickup has license plates (permanent plates, which you can put on vehicles older than 10 years in Montana). The pickup is insured through Gerry’s insurance this year, which has cost him $198.
o Fred stated that it is imperative that we all separate Ranch/Trust business from our own personal businesses, and that the Trust should be paying the insurance directly. If someone wants to take on extra Trust expenses, that is up to them, but they should route those funds through the Trust accounts so it can be accounted for.
o Henry reinforced the need for clear accountability to the extended family, about making the transactions and costs transparent to everyone.
f. Look into ways to lower vehicle insurance costs (Gerry)
o Same thing as above - bundling will reduce the cost.
g. Pay taxes retroactive to 2008 (Tim)
o Tim stated that he thought that he had permission to not pay taxes on his house if he kept it open for the family after Mom’s funeral. Fred replied that the records show no indication of that and the Board notes from 2008 and from 2010 all show Tim’s statements that he would separate out his house from the Ranch for taxes with the County and he would pay those taxes. Fred further stated that he was not part of any decision to exempt Tim from paying his own taxes, an observation that was repeated by other Board members.
o Tim said that he will talk with the County, get the separation of his house from the ranch for tax purposes, and determine how much it would be for each year (2008, 2009, 2010) if he would have paid them at that time.
o Gerry made a motion that Tim would pay taxes for 2009 and 2010. Henry seconded the motion. Under consideration, Gerry withdrew the motion. The Board agreed that this topic will be discussed more at the next meeting, after Tim finds out what the tax payments would have been.
h. Investigate potential for conservation easement (Gerry)
o On November 14, the day before the Board meeting, Gerry met with Lewis Cogan, who works with the Five Valley Land Trust. Gerry gave Cogan a tour and Cogan will report to the FVLT Board. That Board will let us know if they would consider the conservation easement. Gerry indicated that the easement would be in perpetuity. Cogan was reluctant to talk about how much money the FVLT might be willing to put toward the easement, but he did talk about how they came up with the funds. They are a facilitator that gathers funds from the county, fish and game, and other sources. The amount the easement providers (our Trust) would receive is determined by subtracting (A) the amount the property would be worth with the easement from (b) the amount the property would be worth without the easement.
o Cogan was fishing for what our Trust would need financially to make the easement work. He pointed out that this is not simple process; it requires lots of communicating and negotiation. It is very detailed because they don’t want to leave anything out. There are 13 steps to go through. The first two are done – contact with FVLT and the initial site visit. The next step is for them to tell us if they want to look into it more, and then we would need to let them know if we want to continue to look at the feasibility. If there is a preliminary approval letter for them to proceed further, we would have to send to them a letter of intent as to what purposes for which we would want the easement. The FVLT asks the land owners to write a brief article that explains their reasons for pursuing an easement. The next step after that is for them to checking into property rights, mineral rights, and other potential encumbrances. They do a baseline report on the ecological and physical structures of the property. We would need to let them know what kind of improvements we have envisioned and we would have to work with them to determine whether those can be accomplished within the terms of the easement. The local county planning board has to be in the loop.
o There is also a requirement for land owners to make a stewardship donation. For each easement, they are looking for money that the land owner could donate back to them. That would be to cover the expenses for title insurance, appraisals, etc. That would come off the top of the funds the land owner would receive for the easement.
o Providing the appraisal is at the bottom of the list, which Gerry pointed out as not practical. The appraisal really should be provided up front. Cogan indicated that the appraisal is needed after it has been determined that a mutual interest exists between the two Boards.
o How would the payment work? A certain amount would be provided to the land owner up front and then more later, depending on how soon they can pull together the funds from outside sources. Gerry indicated that Cogan had a suspicion that the difference between (A) and (B) would be a big number.
o Gerry said that if our Board wants to proceed, he can call FVLT on Monday morning to initiate the next steps. The Board voted unanimously to proceed with that process. Gerry also said that Cogan mentioned that the FVLT has very few properties with historic buildings. Working with the State of Montana’s registry for historic buildings might be a way to obtain funds to fix up the cabin, and it may make the easement more appealing to the Five Valleys Board.
i. Fix Fuel Leak on Welder (Tim)
o Welder is up at the ranch and Tim will get it fixed.
j. Sell Welder (Tim)
o Tim said that he would advertize the welder in the paper (Pathfinders) the day after the Board meeting. He said he thought the machine was worth $2,000 to $3,000. Fred suggested that Tim put the welder on Craigslist, and offered to do that for him if Tim were to send him the information.
k. Set Up Tax Payments on Tim’s House with County (Tim)
o This was covered in an earlier agenda item.
l. Document Tim’s Payments for Water (Tim)
o Tim said the records should be in the check register as deposits. Fred said he would look through the records to verify.
m. Review Stream and Pond Design (Board)
o Gerry indicated that the Swan Valley Ecosystem is committed to doing the work, using the engineering firm River Design Group. They are working on the design and have flown an elevations study.
o Kiley inquired about which account the funds from SVE would be used. Gerry indicated that as soon as the existence of the project account in Kalispell is verified, Gerry will have the direct deposit information changed for deposits to be made in the project account.
n. Pay off Credit Card ASAP (Kiley)
o In order to pay off the credit card, the funds from the savings account at the Whitefish Credit Union need to be moved over to the new Trust account that Kiley has set up. There is not enough money in the account to pay it off as is.
o To move the funds, each of the Trustees needs to sign a letter saying that Kiley is assigned the role of managing the account as a successor trustee, in the role of Trust treasurer. That letter needs to include:
The account number (955629)
The names of the trustees
The date of the decision to assign Kiley access to the account as treasurer
The day the trust was established (Clark Family Trust established February, 6 1991)
o Kiley said that she would call the bank the following week to ask about whether the letters need to be notarized, and if they could be done in parallel; that is, if each Board member could send in their own letter and they could be used as one authorization.
o Once he receives information from Kiley about the appropriate letter process, Fred will draft the letter and distribute.
o. Sell Jeep (Kiley)
o Henry made an offer to purchase the Jeep for $6000. He offered to pay a down payment of $1500 and then pay the Trust the remaining sum of $4500 over time at 10% interest. Tim made a motion to accept Henry’s offer, modified to an interest rate of 6.5%, which was seconded.
o Under discussion, Fred pointed out that the Board needs a set of criteria under which to decide to make loans or not. Fred also noted that it would be to Henry’s advantage to acquire a loan from a bank at a lower interest rate, and to the Trust’s advantage to have the $6000 in the bank all at once. Fred said that he had no doubt that Henry would very likely be able to pay the payments, and the issue has to do with the process, not the person.
o The motion passed. Henry will send to Kiley a check to the Clark Family Trust for the down payment of $1500. Henry will afterward make monthly payments to the Clark Family Trust, due on the 3rd day of each month, at an amount calculated from a balance of $4,500 at 6.5% interest over a two-year payment period. That amount will be approximately $200.
o Kiley said that the title was not signed over to the Trust. It is still in the name of Bernice Clark. To transfer the title to Henry, Kiley will provide a copy of the death certificate to the DMV. When the title is done, the Clark Family Trust will be the lien holder. The Jeep will be collateral for the loan.
o Fred will draft the contract with Kiley’s help.
o Kiley will get the Jeep’s battery, which is no longer working, replaced. She will look at the warrantee. The battery will be paid for by using part of Henry’s down payment.
p. Acquire Inventory from Deanne and Jason (Mary)
o Henry said that he would follow up on this topic when he calls Deanne about dues.
q. Post Inventory on Blog (Fred)
o Fred said he would post the inventory on the blog site as soon as her receives the information.
r. Develop Ranch Behavioral Guidelines (All, Mary to coordinate)
The Board spent 5 minutes brainstorming the items that would go onto a list to be posted at the Ranch buildings to instruct visitors as to the expected etiquette. This is an initial list and may be added to in the future.
o Leave the place as good or better than when you arrived.
o Bring essentials with you (laundry soap, dish soap etc., paper goods) if you staying for more an extended time.
o If you get it out, put it away, if you drop it, clean it up, etc, (Mary will flesh out).
o If you break it, fix it or tell the manager about it.
o Sweep up.
o Do the dishes.
o Clean the bathroom.
o Haul all garbage away; pack it in, pack it out.
o Do the laundry.
o If you use the bedding, wash it, fold it and leave it on the bed. If you can’t, notify the manager.
o If you use fire wood, replace it. Clean out the firebox when it needs it.
o If you use tools in the shops, put them away in the right place; Do not take tools away from the shops.
o If you see a mess, no matter if you made it or not, clean it up.
o Take responsibility for your pets – any damage your pet does is your responsibility to repair or replace.
o Take responsibility for your minor children – any damage your minor children does is your responsibility to repair or replace.
o Only catch and release fishing is allowed.
s. Decide on Method to Distribute Residential Lots by Family Group (Board)
o Because of the uncertainty of how distribution of family residential lots may affect the negotiations on the conservation easement, this topic was tabled for later consideration.
t. Develop Schedule of Activities for Family Reunion – 8/6-8/2011 (Mary and Henry, with Board review)
o All Board members and other family members are encouraged to attend the family reunion, as well as to provide ideas for events/activities. Fred said that if people sent ideas to him, he would post them on the blog site.
o Fred also offered to try to contact cousin Mary Flud, who lives in Las Vegas.
o All Board members were encouraged to get feedback from their family members on who might be coming.
o The Board is open to changing the date to some time in July to accommodate more people. Discussion of this was under New Business, and was not done at this meeting.
u. Finish Engraving on Grandma Bea’s Headstone (Kiley to arrange for spring 2011)
o Kiley will call in the spring.
v. Allowing steers for family members? (Board)
o This item was tabled for later discussion.
II. NEW BUSINESS
a. Change due date for dues to better coincide with tax year (Fred)
o A motion to change the due date for dues to September 15 was made and seconded. Discussion focused on aligning the timing better with when the property taxes are due. The motion passed unanimously.
THE BOARD TABLED THE FOLLOWING ITEMS BECAUSE OF THE LATE HOUR, IN ORDER TO SET THE NEXT MEETING DATE AND ADJOURN:
b. Review of financial accounting (Kiley and Fred)
c. Project Updates
d. Other new business
o Changing the date for the Family Reunion
o Discuss Mary’s dues in light of Board policy for Board dues
III. Next Board Meeting Date and Time
a. Dec. 5, 4pm Mountain Time
IV. Adjourned
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