September 16 2019 Minutes

DRAFT MINUTES

Orinda Horsemans’ Association

Board of Directors Meeting

September 16, 2019

Call to Order

The newly elected OHA board met to select officers and identify priorities for the coming year. Due to the board transition, the draft agenda was discussed and accepted at the meeting opening.

Attendees

Lisa McLaughlin, Bob Reid, Diane Livoti, Michael Bowen, Alix Quay, Wakean McLean, and member Kim Zvik. Sally Weare sent regrets.

Approval of Minutes

The board approved the membership meeting minutes without change.

Officers’ Reports

None: See Item No. 1, below.

Main Motions

  1. The board discussed roles of officers, needs for coming year and proceeded with nominations and selection by unanimous consent as follows:
    1. President, Lisa McLaughlin
    2. Vice President, Bob Reid
    3. Treasurer, Diane Livoti
    4. Secretary, Michael Bowen
    5. EBMUD Liaison, Wakean McLean (AQ secondary, MB tertiary as requested)
  2. Board voted to make Vice President keyholder and Treasurer signatory on bank account in order to clean former office-holders from current signatory list. VP and Treasurer will need to meet with Cheryl, Page and Morris at Wells Fargo to execute change.
  3. The board agreed to provide greater transparency of board issues and decisions by informing the membership about Executive Session topics to the degree possible (see below).
  4. The board discussed priorities identified at the membership meeting and took the following decisions subsequent to the discussion:
    1. The board will seek authorization and funding to install a hay tent next year at the Upper Sullivan, while using tarps for this year.
    2. Board will ask Linda Furtado to serve as a team leader to assemble a team to inspect the boundary fence and report back to board on areas needing attention.
    3. Board will assign a member to develop a proposal to place an equestrian gate to north of existing gate into the Upper Sullivan from Beer Can area.
    4. Board will investigate the feasibility of improving the Seaview Trail.
    5. Board directed Wakean to review priorities identified at the membership meeting for compatibility with EBMUD lease. Capital improvement proposals determined to be compatible with the lease will be scheduled for review and possible approval in October. Non-capital improvement repairs will be identified for future membership work parties. Members will be encouraged to review list. Concerns about compatibility or decisions about priorities shall be directed to the board, not to the membership at large.
  5. The Board reviewed OHA Pasture Tasks and assignments. Members are referred to attached “Interest Survey List” circulated at Membership Meeting for final decisions on assignments.
  6. The Board discussed horse health reporting and assigned MB to seek assistance on developing a consolidated reporting form for individual member submission to OHA on an annual basis. In concept, the form would include sign-offs for vaccinations, teeth floating, etc.. The form would be submitted to the board annually to demonstrate compliance.
    1. MB will request Sally and Megan to develop a consolidated form for individual member submission that 

Unagendized Discussion Topics

  1. KZ inquired who monitors hay status – discussion ensued about hay maintenance.
  2. DL indicated preference for OHA purposes via the OHA credit card, rather than through individual reimbursement, which is laborious.
  3. Board discussed number and status of open spaces. OHA has a 38 horse capacity. Some buffer is maintained in the event of drought or other factor that might necessitate herd reduction. There are three open spaces, with Sarah Cohen maintaining membership roster and updating interview process. 
  4. Member KZ departed, and expressed strong opposition to the board adjourning into Executive Session and asserted that it is inconsistent with a cooperative structure.

Executive Session

Extensive discussion ensued regarding the nature and benefit of executive session as well as the need for transparency between the board and membership. 

The board also noted that Article IX of the Bylaws state “In all instances … the rules contained in the 1997 edition of Merriam Webster’s Rules of Order shall govern this organization.” That edition states on page 53 about executive sessions:

“Organizations go into executive session when they want to discuss matters that should not be shared with the general membership. Such issues include…issues that might cause embarrassment, such as discipline and personnel matters. In any organization, anything pertaining to discipline should be handled in executive session…In most cases, only officers of the organization may attend an executive session…”

The board determined that ongoing conflicts necessitate confidential executive discussion about disciplinary actions, but that the general membership would benefit from knowing more about existing and potential future conflicts and issues affecting the well-being of OHA. Accordingly, the board voted to include executive session topics consistent with adopted rules of order, but not details of board discussions. The board also agreed that it will begin a thorough review of rules, and disciplinary policies with possible updates to propose.

 

Announcements

DL announced possible closure of El Sobrante Stable (“Chadd’s Place”) and likely arrival of many new applications to OHA for spots. DL will talk to Morris about former EBMUD horse lease on Alhambra Rd.

Dues are past due, and penalties will begin to accrue beginning October 1.

Next meeting scheduled for October 4, 2019 at 6:30.

THIS DATE WAS LATER ADJUSTED TO OCTOBER 15, 2019 AT LISA’S HOUSE BY CONSENSUS.

Adjournment

Meeting adjourned at 11:10 PM.

 

 

Secretary

Date of Approval