First Unitarian Universalist Church – Austin, TX

Minutes – Board of Trustees – July 20, 2010

In Attendance:

Trustees: Eric Stimmel, President, Chris Jimmerson, Vice-President, Nell Newton, Immediate Past President (Ex-Officio)), Margaret Borden, Eric Hepburn, Brendan Sterne, Susan Thompson, Michael West, Laura Wood

Executive Team: Sean Hale, Executive Director

Visitors Present: John Keohane

Call to Order

The President called the meeting to order at 6:40PM.

Adoption of Agenda

The Trustees present adopted the agenda

Motion: Brendan Sterne—adopt the agenda

Second Michael West

Discussion: None

Vote: All Affirmative

Reading and Lighting of the Chalice

Visitor’s Forum

John Keohane announced that his Committee is seeking additional members to the Denominational Affairs Committee.

Consent Agenda Items

The Trustees had read the consent agenda items prior to the meeting.

Motion: Chris Jimmerson—Adopt the agenda

Second: Brendan Sterne

Discussion: None

Vote : All Affirmative

Process Evaluation

Michael West speaks on Process Evaluation:

• Presented a matrix for process evaluation of board meetings. He will mark verbal behaviors. Purpose to give each member feedback and to ensure a more productive meeting.

Settled Minister Search Committee, by Michael West

Board Liaison Committee Chairs: Sharon Moore, Michael Kerry

• Financial needs mentioned.
• Between now and October, we will need to have a compensation package; we also will need a contract.
• A negotiating team will be needed by November. One board member, one non-board member will comprise the team.

Chris Jimmerson motioned, Brendan Sterne seconded to adopt Values-Mission-Ends statement.

• Approved.

Recommendation to adopt governance philosophy:

• Motion to adopt by Eric Hepburn, seconded by Susan Thomson.
• Affirmed

Recommendation to adopt Policy Based Governance as the model the Church will pursue for Our Governance:

• Motion to adopt by Eric Hepburn, seconded by Susan Thomson.
• Affirmed

Report on request for consultant-coordinator.

• Sean suggests Walter Pearson, District Consultant, to visit to discuss staff salaries.
• Request for invitation to Walter Pearson from the board.
• It was decided that we should try to wait for Ed Brock’s presence before Walter Pearson conducts any workshops.

Report from General Assembly.

• Chris Jimmerson: Highlight was developing deeper relationships with other church members. We have a lot in common with other UUs.
• Nell Newton: Empowered by so many UUs in one place. Most interesting workshop was on racism. “Bless Those Who Serve” a book for military, developed by UUs, had a special recognition ceremony.
• Sean Hale: We confirmed a lot of things we’re doing right, a lot of strategies for the future. Paid volunteer coordinator is on staff for larger congregations.
• Eric Stimmel: Attended Board Presidents’ meetings. Spoke with other congregations about best practices. We’re in relatively good shape. A membership coordinator on staff is highly recommended. Thank you to church for sending him to General Assembly.

Linkage Discussion / Governance Team – Susan Thompson

• How much time is the Board willing to commit to?
• Chris Jimmerson suggested the idea of “linkage launch”
• Sean Hale cautioned against the use of jargon (i.e. “linkage”) as being alienating.
• The use of surveys was also discussed.
• No decisions made.

Discussion of Governance Made – Brendan Sterne

• Not making a decision tonight.
• Some ideal broad characteristics were outlined.
• The consensus is that effective teamwork is more important to the growth of a congregation than a “rock star” minister.

Process Evaluation – Michael West

• 211 “verbal observations”
• First half of meeting – 51% verbal interactions were questions
• Second half of meeting: fewer questions, building on ideas that other people had proposed.

Draft Covenant of Healthy Relations for the Board and the Executive Team was read aloud by the group.

With no further discussion, the meeting adjourned before going into executive session at 9:10 p.m.

Respectfully submitted,

Laura Wood

First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes

Tuesday, May 18, 2010 at 6:30 p.m.

First UU Church of Austin, 4700 Grover, Austin, TX  78756 in Room 13

In Attendance:

Trustees:  Nell Newton, President; Eric Stimmel, Vice-President; Kae McLaughlin, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President (Ex-Officio); Margaret Borden; Jeff Hutchens, Derek Howard; Aaron Osmer, Youth Trustee; Brendan Sterne; Michael West, Laura Wood.

Executive Team:  Janet Newman, Interim Minister (Ex-Officio); Sean Hale, Executive Director (Ex-Officio)

Visitors Present: Stephanie Canada, Eric Hepburn Klondike Steadman, Susan Thomson

Call to Order

The President called the meeting to order at 6:33 p.m.

Adoption of Agenda

The Trustees present adopted the agenda after the President noted that she would skip Item VI.E. as related materials were not yet ready (Appendix A, page 2).

Motion: Eric Stimmel – Adopt the agenda.

Second: Aaron Osmer

Discussion: None

Vote: All affirmative

Reading and Lighting of the Chalice

The President lit the chalice, reminding those present that they were engaging in holy work for the church. The Interim Minister led the trustees as they read the board covenant (Appendix A, Cover Page) in unison.

Visitor’s Forum

Stephanie Canada reviewed potential policies for the library collection and noted the current collection list (both in Appendix B), adding that the list is also available online. She informed the trustees of a candle blessing to be held in support of the Amarillo Unitarian Universalist Fellowship, which has been under attack by conservative religious groups (see Appendix C).

The President thanked her for her wonderful work on the library. Ms. Canada noted that Paul Fishers and Andi Wyndham had done much of the work on the library.

The President welcomed future board members Eric Hepburn, Klondike Steadman and Susan Thomson.

Consent Agenda Items

The trustees had read the consent agenda items prior to the meeting.

Motion: Chris Jimmerson – adopt the consent agenda items.

Second: Brendan Sterne

Discussion: None.

Vote: All Affirmative

Discussion and Action Items

Retreat and Values/Mission/Ends Session: The Vice-President noted that details regarding the May 22 retreat would be discussed immediately after the meeting. The Secretary reminded the group that the values/mission/ends session was scheduled for June 12 from 9 am to 4 pm in Austin. The President announced that the service on July 18 would be dedicated to presenting the new values/mission/ends to the congregation.

Fellowship Committee Chair: The nominating committee had recommended Sally Scott to serve as Chair of the Fellowship Committee.

Motion: Michael West – Appoint Sally Scott as Chair of the Fellowship Committee

Second: Chris Jimmerson

Discussion: None

Vote: All Affirmative

Interim Minister Search Report: Michael West reported that the Interim Minister Search Task Force was still hard at work and that they had interviewed a wonderful group of candidates. The task force was checking a variety of reference resources for each candidate.

Motion: Chris Jimmerson – Express the board’s great appreciation to Michael West and the Interim Minister Task Force for their dedication and terrific work.

Second: Aaron Osmer

Discussion: None

Vote: All Affirmative

Check Signing Policy Revision: The Treasurer reviewed the suggested revisions to the check signing policy for the operating account, which would make the Executive Director the primary signatory (Appendix A, Page 34).

Motion: Chris Jimmerson – approve the revision as presented.

Second: Michael West

Discussion: None

Vote: Affirmative – 9, Negative – 0, Abstain – 1 (Aaron Osmer)

Governance Discussion – Covenant Between Board and Executive Team: The Secretary and Interim Minister presented the draft of the covenant that they had created based upon discussions at the prior meeting (Appendix A, page 36), with the Secretary noting that the Interim Minister had done the writing. The Minister noted that she had received input from the Executive Director. The Trustees discussed several ways to clarify the covenant and agreed to revise it so that it would read as follows:

Covenant of Healthy Relations for the Board and the Executive Team

With the mission and vision of the First UU Church of Austin uppermost in mind, we, the Board and the Executive Team, covenant with one another to:

• Presume good faith in all our interactions
• Publicly support one another’s decisions and leadership
• Address concerns directly with each other in a timely manner and encourage others in the church to do the same
• Speak with one voice
• Communicate crucial issues with one another in a timely manner
• Demonstrate patience and trust as we all learn new modes of governance.
• Support each other in the face of congregational misunderstandings and disagreements
• Conduct ourselves openly and respectfully in times of agreement and disagreement
• Agree to be called back into covenant.

Motion: Brendan Sterne – Adopt the covenant as amended.

Second: Margaret Borden

Discussion: None

Vote: All Affirmative

The Trustees discussed several ways to ensure the covenant would be treated as a living document, including a suggestion for reading it together at the end of each meeting.

Governance Discussion – Philosophy of Governance: Brendan Sterne gave copies of the information from the Bridge to Our Future sessions that had been held in the church to the Trustees and that he had assembled. He noted that the task for Trustees leading up to the values/mission/ends session on June 12 was to deepen their understanding of the values, possibility statements and peak experience stories that the congregation members had expressed. He suggested that recalling the nuances of discussions Trustees had observed and thinking about whether the possibility statements might be classified as “within” (differences made in the internal personal and spiritual growth of individual congregants), “among” (differences made in the church community and between congregants) and/or “beyond” (differences benefiting the greater Austin community or even further afar).

He noted that the Governance Task Force had held a discussion with Joe Sullivan, consultant for the governance transition. In speaking with Joe, the team had agreed that while we are on track toward moving to Policy-Based Governance (PGB), we are still growing into the potential for it, deepening our understanding of it and strengthening our commitment and ability to explain it to all those who might be affected. The Alternative to PGB is really the status quo with trying to apply additional best practices. PGB is the only coherent theoretical medical combined with best practices.

He noted that we are still forming our philosophy of governance, which could be thought of as our governance principals. He gave some examples of such principals:

• Governance that has integrity and it truthful
• Governance that is strategic versus day to day focused
• Governance that is proactive rather than reactive

The Trustees discussed how important monitoring would be under PGB so that the board does not lose track of its own accountability. Even with monitoring under PGB, things may get missed; however, this is less likely with PGB than the status quo because it calls for proactive monitoring such the Internal Audit Committee.

Eric Hepburn related a video involving research that indicates that our over use of incentives and punishment may eliminate some possibilities of undesired behavior but also has stopped truly creative behavior. The Trustees discussed that one principal of our governance is that we would like to free our people to reach their true potential. We want a system of accountability and authority that empowers people.

In relation to this discussion, The Vice-President noted that based upon board input, the Executive Committee had met with the Executive Director the past week to go over his performance review. This procedure will need to be codified as we move forward.

The Interim Minister noted that the final appraisal of the Interim Ministry was due in June and could be in form of a letter from the President. The President agreed to complete such a letter.

Celebration of Board Year and Review of Goals Set at the Beginning of the Year:

Andi Wyndham and Scott Butki had joined the group. Andi presented to Aaron Osmer, Youth Trustee, a card and gift to express appreciation for his work in the church and to wish him well as he prepares to enter college.

The Trustees expressed great appreciation to Derek Howard and Jeff Hutchens, whose terms were expiring at the end of the month. Derek and Jeff expressed their confidence in the new board and the great work that is going on. The Trustees also expressed their great appreciation to Sheila Gladstone, Immediate Past-President, for her steadfast leadership in the church. Sheila noted how well the Trustees had supported one another and her during difficult times. She also expressed confidence in the work that the board had begun in the past year and in the new board members.

The Trustees thanked Nell Newton and praised her leadership during the past year as Board President. Nell noted her appreciation for the support of Eric Stimmel who had served as Vice-President during the year and expressed her confidence in him as he assumes the role of President in the coming year.

Gifts were given and well wishes were bestowed.

The President reviewed the goals the board had set at its retreat prior to the board year (Appendix A, Page 37). The church had accomplished many of the goals or was in the process of working toward them. While a few had not been met, even for these, progress had been made and ways of more fully meeting them in the future were being planned.

With no further business, the President adjourned the meeting at 8:35

Respectfully Submitted,

Chris Jimmerson

Secretary

Appendix A

First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes

Tuesday, April 20, 2010 at 6:30 p.m.

First UU Church of Austin, 4700 Grover, Austin, TX  78756 in Room 13

 In Attendance:

Trustees:  Nell Newton, President; Eric Stimmel, Vice-President; Kae McLaughlin, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President (Ex-Officio); Margaret Borden; Jeff Hutchens, Derek Howard; Aaron Osmer, Youth Trustee; Brendan Sterne; Michael West.

Executive Team:  Janet Newman, Interim Minister (Ex-Officio); Sean Hale, Executive Director (Ex-Officio)

Staff Present: Brent Baldwin, Director of Music, Lara Douglass, Director of RE

Visitors Present: Sandra Ries, Chair of the Nominating Committee

Call to Order

The President called the meeting to order at 6:36 p.m.

Adoption of Agenda

The Trustees present adopted the agenda (Appendix A, page 1).

Motion: Margaret Borden – Adopt the agenda.

Second: Brendan Sterne

Discussion: None

Vote: All affirmative

Reading and Lighting of the Chalice

The trustees read the board covenant (Appendix A, Cover Page) in unison and the President lit the chalice.

Visitor’s Forum

No visitors were present at the meeting who wished to speak during the visitor’s forum.

Consent Agenda Items

The trustees had read the consent agenda items prior to the meeting.

Motion:  Brendan Sterne – adopt the consent agenda items.

Second: Michael West

Discussion: None.

Vote: All Affirmative

Discussion and Action Items

Nominations Committee: The Chair of the Nominating committee presented the Leadership Slate for the upcoming year (Appendix A, page 36). She noted that the Nominating Committee would be interviewing a candidate to chair the Fellowship Committee shortly.

Motion: Chris Jimmerson – Appoint the committee chairs and board-appointed nominating committee members as recommended by the Nominating Committee

Second: Derek Howard

Discussion: None

Vote: All Affirmative

The Trustees expressed appreciation to the Nominating Committee, specifically phrased as “you guys rock”. The Trustees also expressed their appreciation for the committee chairs and nominating committee members who had agreed to serve.

Governance Discussion – Speaking with One Voice: The Treasurer gave an overview of the policy-based governance (PGB) principle of the board speaking with one voice (or not at all). She summarized the major points from resources located at http://www.carvergovernance.com/pg-np.htm and http://policygovernancetalk.blogspot.com/ (scroll to “Rigorous Debate”). She highlighted that board members must speak up when discussing high-level, policy decisions and be willing to engage in debate. After such debate though, the board speaks as one voice under PBG.

She gave an example for board discussion wherein a church member expresses discontentment with personnel policy and wants something done about it.  The member particularly dislikes the paid holidays days, which they find excessive in number and some frivolous in nature.  They would like to see staff work on Martin Luther King Day, Memorial Day, and others, just as people do “in the real world” because this member certainly does not get those days off.

The Trustees suggested the following way to handle such a situation:

• Invite them to a board meeting
• Do not invite them to a board meeting and inform them that the board has voted to delegate Holiday Policy to the Executive within certain limitations. Ask if they have spoken with the Executive and if they have not, redirect to the Executive.
• Would the Executive have a conflict, as Holiday Policy would affect them too?
• Ask them to tell me more – find out if there are any mission/policy issues and if not move the conversation to mission/policy. People often just want to be heard. Redirect to Executive after hearing their concerns.

The Treasurer gave a second example in which a staff person approaches a board member because they believe the staff receive too few paid holidays and that Veteran’s Day, Columbus’s Birthday, and others should get added, just like government employees, bankers, and others. There was general consensus that the staff person would be redirected to the Executive.

As a final exercise, she raised the question of whether individual board members should vote in a congregational meeting on matters upon which the board as a whole has made a recommendation.

The Trustees discussed the following:

• Board members may have more influence and a board member voting against would not be “speaking with one voice” and could raise questions within the congregation over whether the board had really settled the matter amongst ourselves before making a recommendation.
• Should not a member in good standing be able to vote, even if it is a board member?
• If the recommendation to the congregation will involve the staff having to carry out a policy, the board not speaking with one voice could undermine staff efforts.
• Perhaps think of the board as one entity – as a servant of the church wherein Trustees may be giving up some autonomy they might normally have as a church member when they agree to serve on the board.
• If the board has not reached the point on any particular issue where individual members feel comfortable speaking with one voice, even if they were in the minority on the issue when the board held its vote, it may be too soon for the board to speak.
• The situation might be analogous to parenting wherein the parents must be providing the same message.

The President noted that this was for discussion purposes, as the church is not yet functioning under PGB. A Trustee asked for a “straw poll”, as even though the church is not fully under PGB a congregational meeting was scheduled soon. The President asked for a show of hands on whether Trustees would be comfortable with each of the following options as regards individual Trustees voting on board recommended items at congregations meetings (will total more than attending as Trustees could vote for any option with which they would be comfortable):

All Trustees would be asked to vote for the board recommendation: 2

All Trustees would be asked not vote on the issue at the meeting or abstain: 10

Trustees would vote their conscious as a church member: 2

The Trustees agreed that this had been an excellent discussion that warranted further consideration at future meetings.

Delegation of Financial Reporting and Budgeting to the Executive: The Treasurer gave a brief overview of proposed motions to delegate financial reporting and development of the annual budget (Appendix A, pages 25 and 26). The Trustees discussed the following:

• Concerns regarding not being clear over how the process of developing the budget would work.
• The process would be similar to prior years wherein the chair of the finance committee developed the spreadsheets and worked with the different areas of the church to update them and develop the budget. What would happen instead is that the Executive Director (ED) would develop the spreadsheets and manage the process with the finance committee assisting and serving as a sounding board.
• The motions should say “Executive Team” rather than “Executive Director”, as we would be delegating the budget to the team.
• The Executive Director’s job description already specifies this duty.
• Concerns that 10 minutes on the agenda is not enough time to discuss this (time was subsequently added to the discussion).
•  Concerns that, with two changes to the Executive Team over the next 14 months because we are in the interim period, whether the ministerial/values/mission weighing of resources would be strong enough. The finance committee performed this weighing last time.
• The next finance committee chair may not be able to manage the process due to time constraints and in the prior process the board seemed to get too “down in the trenches” in the budgeting process.
• The ED’s responsibility is to the mission and the ED would have to work with their Co-Executive in developing the budget and the budget pass muster with the board. The board has to philosophically and literally sign off on the budget.
• We are already delegating to the finance committee to develop the budget. The only difference here is we are delegating to the Executive Team instead.
• A Trustee suggested language to amend the draft motion on page 26 of Appendix A to make clear that budget development must further the mission of the church.

There had been little concern regarding delegating financial reporting and management to the ED, so the following motion was offered.

Motion: Michael West – The Board of Trustees of First UU Church of Austin hereby assigns responsibility and authority for church financial reports, related data, and otherwise supervising financial operations to the Executive Team.  Said authority and responsibility includes the ability to change and adjust the report format, the manner of keeping data, and any related policy or procedure outlined in the Policies and Procedures Manual, with the exception of the Financial Assets Management Policy and Bylaws, which require congregational approval to change.

The Executive Director will inform the board of any material changes through her/his regular monthly report.

The Executive Director’s July 2010 monthly report will provide a more thorough description of the changes undertaken since adoption of this policy, the results, and significant concerns which have arisen in the process.

Second: Chris Jimmerson

Discussion: There was no further discussion.

Vote: All affirmative.

Based upon the discussion of delegating the budget development process, the following motion was offered:

Motion: Chris Jimmerson — The Board of Trustees of First UU Church of Austin hereby assigns responsibility and authority to develop the annual budget for the board to the Executive Team.  Said authority and responsibility overrides any language to the contrary within the Policies and Procedures Manual, with the exception of the Financial Assets Management Policy and Bylaws, which require congregational approval to change.

Acting to further the mission of the church, the Executive Team will present a budget proposal to the board for consideration no later than its monthly October meeting.

Second: Eric Stimmel

Discussion: There was no further discussion

Vote: Affirmative – 7, Negative – 2, Abstain – 0

Delegation of Rental Policy to the Executive Team: The Vice-President presented a proposed motion to delegate facilities rentals to the Executive Team to the free the board of discussions over small adjustments to the policies and operational details (Appendix A, page 27).

Motion:  Jeff Hutchens – The Board of Trustees of First UU Church of Austin hereby assigns responsibility for and authority to change church rental policy to the Executive Team.  Said authority and responsibility overrides any language to the contrary within current policy, including the Policies and Procedures Manual, with the exception of the Financial Assets Management Policy and Bylaws, which require congregational approval to change.

The Executive Director will inform the board of any material changes to said policy through her/his regular monthly report.

The Executive Director’s July 2010 monthly report will provide a more thorough description of the changes undertaken since adoption of this policy, the results, and significant concerns which have arisen in the process.

Second: Brendan Sterne

Discussion: None

Vote:  All Affirmative

Covenant Between the Board of Trustees and the Executive Team:  As the board has begun delegating to the Executive Team, the Secretary and the Interim Minister facilitated a discussion of promises the board and the Executive Team might make with one another to ease this transition and support one another. Such promises that the board might make to the Executive Team and that the Executive Team might make to the board will serve as the basis of a covenant. As the discussion unfolded, it became clear that most of the promises were mutual. They included:

• We will presume good faith.
• The board will speak with one voice and the Executive Team will speak with one voice.
• We will support one another’s decisions publicly.
• We will address concerns directly with one another and encourage others in the church to do so also.
• We will communicate crucial issues with one another in a timely manner.
• The board promises to Executive Team that the we have “got your back” during this time of change in the church, and the Executive promises to trust that the board has “got your back”.
• We will have patience with one another as we learn new modes of governance.

A Trustee suggested that the current board covenant might also serve as the board and Executive Team covenant, while others expressed a desire to see a specific covenant regarding the board/Executive Team relationship. The Interim Minister and Secretary agreed to take the data from the discussion and return with draft language for a Board of Trustees and Executive Team Covenant of Healthy Relations.

Settled Minister Search Committee: Trustee Michael West, who had been charged by the board to lead the selection process for the committee, presented the following church members to serve on the Settled Minister Search Committee (SMSC): Sharon Moore, Maria Nehring, Jill Wiggins, Lynda West, Jill Smith, John Franks, Dale Whiteaker-Lewis, Michael Kersey, Gary Bennett. The Trustees agreed that this was a great group to serve in this important role. A Trustee commented that it will be important that the SMSC operate with an open and transparent process while also guarding confidentiality.

Motion: Derek Howard — adopt the slate of members of the SMSC as recommended and charge them with the task of selecting the candidate for presentation to the Congregation for Senior Minister of First UU Austin.

Second: Chris Jimmerson

Discussion: A Trustee inquired as to the reasons the members had given for serving on the committee. Their reasons included:

• A feeling this is an important decision in the life of the church
• Wanting to make an important contribution
• Feeling strongly about the importance of the ministry of the church
• Feeling this importance affects all areas of the church, for example Stewardship.

Michael West also noted that the members will bring a variety of skills and experience, demographics and lengths of time as church members.

Vote: All Affirmative

The Interim Minister offered to conduct a ceremony of investiture for the SMSC, as well as the new Board of Trustees, once elected. The Trustees agreed that this would be terrific.

Report on Interim Minister Salary and Housing Package: The President reported that in order to attract the best candidates for Interim Minister and to prepare ourselves for doing the same for the Settled Minister Search, the Executive Committee had authorized the Interim Minister Search Task Force to enter midpoint into the UUA Settlement System. This totaled a package of $110,080. The Treasurer noted that moving expenses would be required also.

Request to Authorize the Executive Committee to Finalize the Agenda for the Congregational Meeting: The President requested this authorization for the Executive Committee, as there will not be another board meeting beforehand. She noted that the agenda would be much the same as the one for the Pre-Congregational Meeting (Appendix A, page 10)

Motion: Brendan Sterne — Authorize the Executive Committee to finalize the agenda for the Spring Congregational Meeting.

Second:  Margaret Borden

Discussion: None

Vote: All Affirmative.

The Secretary noted that the change to membership requirements in the bylaws that had been a requirement of a contribution of record within the last 13 months at the Pre-Congregational meeting would be changed to 12 months for the Congregational Meeting. This change was based upon discussions at the Pre-Congregational Meeting.

Special Fees: The Immediate Past President presented a proposed motion to allow the ED to set and assess certain fees on rentals when such rentals caused extra costs to be incurred by the church (see proposal and examples on page 28 of Appendix A). Such fees would only offset these increased expenses and would not result in excess revenue. This would prevent the need to go through budget revision procedures each time such excess costs are incurred.

The Trustees discussed that the Executive Team rather than only the ED will be allowed to make these decisions; however, the ED could be the person who complies monitoring reports for the board.

Motion:  Chris Jimmerson – The Board of Trustees of First UU Church of Austin hereby assigns authority to set and assess special rental fees, defraying the cost of doing business, to the Executive Team.  These pass-through fees will apply directly toward the actual cost of the expense, and may include, but are not limited to, items such as:

• A sexton fee – which we already require for renter use of the Sanctuary and other special events
• A watering fee – allowing us to rent the northwest parking lot.  Without such a fee, to defray the cost of watering the lawn to mitigate wear and tear, ongoing weekday rental of the parking lot during the summer would likely result in us having a mud pit when fall rains comes.

The Executive Director will inform the board of any material changes to said fees through her/his regular monthly report. 

The Executive Director’s July 2010 monthly report will provide a more thorough description of the changes undertaken since adoption of this policy, the results, and significant concerns which have arisen in the process.

Second: Derek Howard

Discussion: None

Vote: All Affirmative

Bridge Builders Action Team Charge: The Secretary presented a proposed change to the charge for the Bridge Builders Action Team. The Team is nearing completion of its current charge and has identified the need for a task force to oversee and monitor a governance transition plan. The Trustees discussed that it might be clearer to re-create this as a task force to avoid confusion over the many uses of the word “bridge” that have been employed in the church recently.

Motion:  Derek Howard – Create a governance task force charged with developing a plan for transitioning to policy-based governance.

Second:  Brendan Sterne

Discussion: None

Vote: All Affirmative

Governance Discussion – Report on Answers from Questions from Prior Board Meeting: The Secretary reported on a discussion he had with our consultant on governance regarding two questions that had come up at the prior meeting. The first had to do with whether a vote to adopt the Consent Agenda Items would still be needed. The Secretary reported that the board would still need to adopt these items. As regards a question over whether an issue involving a memorial fund would be a board policy or an executive policy after a transition to PGB, the secretary reported that the answer would depend upon how the board wrote policy regarding financial matters and where it stopped and delegated remaining interpretation to the executive.

Governance Discussion – Moral Ownership: Brendan Sterne facilitated a discussion of “moral ownership” or to whom the board is accountable. He summarized the highlights from information available at http://www.carvergovernance.com/pg-np.htm (scroll to section on board as owner-representative), explaining the difference between moral owners of an organization or church versus its customers. He also highlighted an article on church ownership contained on pages 30-32 in Appendix A. He noted that while for First UU Austin, church members are obviously part of the moral ownership, that the board’s accountability may include ownership beyond church members.

The Trustees discussed the following as their moral ownership:

• Our mission
• Congregation/Congregants
• The future (e.g. future members)
• Our ancestors
• Austin, TX

Proposal to Shift to One Service During the Summer Months: The President presented a proposal from the Executive Team and Senior Staff that the church shift to one service during June, July and August. Such a shift offers several potential advantages:

• Attendance is typically low during the summer so one service could result in that service having higher attendance.
• It could save on some expenses.
• It would allow for time and space for fellowship in Howson Hall after the service.

The Trustees discussed the potential advantages and disadvantages of the proposal, potential times for the one service and how to coordinate with the Public Forum without causing technical or other problems for the forum. The consensus of the Trustees was to pursue this potential change for the summer months, with the President and Executive Team working with the forum team and technical folks on logistics.

With no further business, the President adjourned the meeting at 9:25 pm. 

Respectfully Submitted,

Chris Jimmerson

Secretary

Appendix A — Supporting Materials

First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes

Tuesday, March 16, 2010 at 6:30 p.m.

First UU Church of Austin, 4700 Grover, Austin, TX  78756 in Room 13

In Attendance:

Trustees:  Nell Newton, President; Eric Stimmel, Vice-President; Luther Elmore, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President (Ex-Officio); Margaret Borden; Derek Howard; Aaron Osmer, Youth Trustee; Brendan Sterne; Michael West; Laura Wood.

Executive Team:  Janet Newman, Interim Minister (Ex-Officio); Sean Hale, Executive Director (Ex-Officio)

Staff Present: Brent Baldwin, Director of Music

Visitors Present: Kathleen Ellis, Stephanie (Canada) Gill, Kae McLaughlin, Jeanette Swenson, Daesene Willman

Call to Order

The President called the meeting to order at 6:30 p.m.

Adoption of Agenda

The Trustees present adopted the agenda (Appendix A, page 2).

Motion: Brendan Sterne– Adopt the agenda.

Second: Michael West

Discussion: None

Vote: All affirmative

Reading and Lighting of the Chalice

The trustees read the board covenant (Appendix A, Page 1) in unison and the President lit the high-tech chalice.

Visitor’s Forum

Daesene Willman thanked the trustees for being servant leaders and for supporting freeze nights.

Stephanie (Canada) Gill presented the YEW GROVE Pagan Interfaith brochure (Appendix B) and announced the Ostara Ritual & Potluck on March 21 at 2 p.m. She also announced the Grand Re-Opening of the library that will include a book sale and potluck on Saturday, April 17. Book donations will be accepted from 10 a.m. to 11 a.m. and the sale will begin at 11 a.m. and go until 2 p.m.

Consent Agenda Items

The trustees had read the consent agenda items prior to the meeting. The President explained that the board would begin following a new procedure for the consent agenda to begin practicing some of the governance procedures from the recent board training on governance and to leave more time on meeting agendas to hold intentional discussion and exercises regarding governance. She noted that:

• Consent agenda reports will be due to the secretary by noon on the Friday 11 days before the board meeting (one week earlier than they have been due)
• Trustees will read the reports and direct any questions for clarification to the authors of the reports. Any policy issues brought up by the reports should be communicated to the President and the Secretary.
• At the actual meeting, the consent agenda items will be adopted but not discussed.

Motion: Chris Jimmerson – adopt the consent agenda items.

Second: Brendan Sterne

Discussion: A trustee asked that if a policy issue were raised by a report in the consent agenda whether it would be put on the discussion and action section of the agenda that month. The President replied that it would depend upon the urgency of the issue.

Vote: All Affirmative

Discussion and Action Items

Nominations Committee: Jeanette Swenson from the Nominations Committee presented the slate for trustees being nominated for the next board year, as well as the Nominating Committee’s suggestion for board appointees of committee chairs (Appendix C). She noted that the Nominations Committee had taken an expanded role this year by conducting leadership training. This seemed to lead to more candidates and those candidates being more prepared and enthusiastic. There were more candidates than positions available. She urged the continuation of leadership development and noted that the openness of the nominating process had also helped.

The Trustees discussed the process for the appointment of the Youth Trustee. The current Youth Trustee noted that no choice had been made yet and that the Youth Trustee process is separate and occurs in September.

Treasurer: The President informed the Trustees that she had accepted the resignation of Luther Elmore as Treasurer due to personal reasons. She thanked him for his amazing work as Treasurer, as did the other trustees. She noted that Kae McLaughlin, Treasurer nominee for the next board year, had agreed to serve as Treasurer for the remainder of the current board year should the board appoint her.

Motion: Brendan Sterne – Appoint Kae McLaughlin as Treasurer for the remainder of the current board year

Second: Chris Jimmerson

Discussion: None

Vote: All Affirmative

Review of New Financial Statements Format (Appendix A, Page 18): The Executive Director (ED) gave an overview of the financial statements in their new format, noting that the summary page provides key information at the top, followed by more detailed notes for those who prefer them. He gave an overview of the balance sheet and the Profit and Loss Budget Versus Actual Summary, noting that the workbook sent to Trustees also contains a sheet with more details for those who want them.

A Trustee noted a concern about plate collections being lower than anticipated and referenced an article that addressed “skimming” of collections within churches. The ED expressed that pledge collections were higher than anticipated and that more church members may be marking their plate donations as going toward their pledges. He also noted that there is always more than one person involved in accounting for plate collections. Luther Elmore also noted that collections for non-profits are separate now rather than split from one collection and that this has worked well but would keep the non-profit out of the church collection numbers as it had been in prior years.

A Trustee asked about whom to address any question about the Financial Statements. The ED responded that such questions should begin with him.

Discussion with Kathleen Ellis, District Ministerial Settlement Representative: The President welcomed Reverend Ellis, who summarized and highlighted information in materials she had brought regarding the settled minister search process (Appendix D). She highlighted the following from the materials:

• The MSR Report Form I will be due soon from the President.
• Begin thinking now about the salary and housing package for the next minister.
• Begin assembling search committee and let them know it can be upwards of 400 hours of work each.
• Appoint a negotiating team: 1 search committee member, one board member, and 1 church elder. They should create a draft letter of agreement or contract.
• Establish a budget for the search committee.
• The search committee will need to plan a retreat, usually a Friday evening and a Saturday.
• Establish a budget for the Installation Ceremony for the new minister.
• Establish criteria for search committee members (examples on pages 5 and 6 of materials).
• The draft agreement must be sent to the transitions office before interviewing can begin. Due October 31 with candidate records seen in November.
• Create a congregational profile and what it wants in a minister. Be honest in profile.
• Search committee will need to be web savvy.

Michael West, charged with assembling the search committee, sought advice from his fellow trustees on making the selection process as transparent as possible. He suggested several methods for inviting applications including an article in the church newsletter, several weeks of announcements and putting the invitation into the Special Notes. He noted that due to timing issues, doing some of these could delay the selection process.

Reverend Ellis noted that the search committee could be assembled as late as May.

The consensus of the trustees was to utilize all of these methods and to have a relatively short deadline for applications once the various announcements have been completed.

Dates, Times and Locations for 2010 Board Retreat and Values/Mission/Ends Retreat: The Vice-President asked the trustees to mark their calendars for May 22 for a retreat at U Bar U and to plan to arrive by 11 a.m. and stay overnight. The costs will be $30 each, which includes meals and housing.

The Secretary asked the trustees to mark their calendars for the values/mission/ends session on June 12, 2010 from 9 am to 4 pm in Austin, location to be announced.

Executive Session: The Trustees entered into an executive session to discuss a personnel matter and those who were not trustees left the room.

Governance Discussion:

Nested Bowls – The Secretary reviewed the nested bowls diagram (page 33 of Appendix A) from the policy-based governance training materials wherein values represent the largest part of our chalice, containing within them the mission, which contains within it the ends statements. He noted that flame of the chalice represents linkage with those we as trustees represent. Good board governance lies within these areas, and policy-based governance would result in four kinds of board policies:

• Ends
• Executive Limitations
• Relationship with the Executive
• Board Processes

These polices will start at the broadest level and work toward the more specific until the board feels comfortable that the Executive could make any reasonable further interpretation of them. The Executive will make any policies beyond that point. To make time for examining governance during board meetings, the board will need to begin delegating policies that are clearly not within the four above, setting any limitations as needed.

Policy Governance the What and Why – Brendan Sterne facilitated a brainstorming session on why we are considering policy-based governance and what it entails both to help trustees clarify the concepts for themselves and to serve as way to begin educating others about it. The trustees brainstormed the following:

Policy Governance, Why?

====================

- Clarify accountability, authority and responsibility

- Staff empowered to do their work

- Board focus on the mission

- We are a growing congregation

- Full board meets 3 hours per month; Executives work 40 hrs+ per month

Policy Governance, What?

====================

- Board creates policies

- Board sets limits

- Board focuses on Vision / Strategy, not administrative details

- Board monitors Executives

- Board deals with policies, *not* individual cases

Policy Agenda Exercise – The Vice-President facilitated a discussion of what items on an earlier board agenda (page 35 of Appendix A) might be delegated to the Executive and which not. The trustees were in consensus that the agenda items involving personal days, pay periods and the rental policy could be delegated. There was some question regarding a proposal for a memorial and how exactly the consent agenda would be handled (would it need to be adopted at all?). The trustees will seek clarification on these from the consultant for moving toward policy-based governance. An agenda item regarding an internal audit committee might be a part of monitoring under policy-based governance.

Linkage – The Secretary facilitated a discussion of how the board could conduct linkage (definition on page 36 of Appendix A) with its moral ownership (definition also on page 36). He noted that the board is clearly accountable to the church members but that at a later time the trustees will discuss that the moral ownership might be even larger. The trustees discussed the following ways to let the congregation know about linkage opportunities and to provide such opportunities:

- “Bridge to our Future” / AI Process

- Senior Lunch

- Board member announce, “Available to chat after service”

- Broadcast emails from individuals

- Holiday events

- Get linkage ideas from the congregation (ask them!)

- Newsletter item announcing new board

- Use specific subject lines in emails

- Phone calls by trustees — gather input

- Phone calls on member’s anniversary of membership

- Board members host house parties

Kitchen Remodel: Michael West stated that a member of the congregation had approached him who might consider providing up to $50,000 in matching funds (not currently budgeted by the church) for a kitchen renovation. He asked if a kitchen had been included in the plans for a potential new RE wing in the future. The trustees recalled that the plans did not include a full kitchen but advised checking with the building committee.

The trustees expressed enthusiasm over the possibility of such an offer and a renovation of the kitchen.

With no further business, the President adjourned the meeting at 9:25 pm.

Respectfully Submitted,

Chris Jimmerson

Secretary

Appendix A

Note: Appendices B, C and D will be scanned and made available here shortly.

First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes

Tuesday, February 16, 2010 at 6:30 p.m.

First UU Church of Austin, 4700 Grover, Austin, TX  78756 in Room 13

In Attendance:

Trustees:  Nell Newton, President; Eric Stimmel, Vice-President; Luther Elmore, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President (Ex-Officio); Margaret Borden; Derek Howard; Jeff Hutchens; Brendan Sterne; Michael West; Laura Wood.

Executive Team:  Janet Newman, Interim Minister (Ex-Officio); Sean Hale, Executive Director (Ex-Officio);

Visitors Present: Phil Hastings, Dale Bulla, Pat Bulla

Call to Order

The President called the meeting to order at 6:35 p.m.

Adoption of Agenda

The Trustees present adopted the agenda (Appendix A).

Motion: Luther Elmore – Adopt the agenda.

Second: Michael West

Discussion: None

Vote: All affirmative

Reading and Lighting of the Chalice

The Interim Minister read the opening words and the President lit the chalice. The President noted that, based upon conversations she had experienced with a board member from another church, our church is often willing to take on challenges that many might shy away from.

Visitor’s Forum

There were no visitors present when the board reached the agenda item for visitors, so the trustees began the consent agenda items discussion outlined below; however, when visitors arrived, the trustees returned to the following presentations.

Dale Bulla presented data on the church electricity bill (Appendix B) that demonstrated that despite the record heat in the summer of 2009, the solar panels appear to have reduced electrical usage and costs compared to previous years. He discussed the rates that the church pays for electricity, depending upon the amount of electricity used. He noted that our current contract expires in 2011 and we will need to establish a new one to avoid a substantial increase in rates.

Phil Hastings noted some suggestions regarding Sunday services and agreed to meet with the Interim Minister to talk over the ideas. He thanked the minister for wonderful services.

The Trustees thanked Dale and Phil for their presentations.

Consent Agenda Items

Minutes from Prior Meetings:  The trustees had reviewed the minutes from the December 2009 and January 2010 meetings (Appendix C) and had no additions or corrections.

New Members and Resignations:  The following new members had joined since the last meeting: Gail Sutherland, Susan Mestier, Jynne Rivera, Joy Nelson, Bart Farar. No members had resigned.

Reports:  The Trustees had reviewed the consent agenda items prior to the meeting.  These included:

Interim Minister (Appendix D)

Executive Director: Sean Hale (Appendix E)

Director of Religious Education: Lara Douglass (Appendix F)

Director of Music Programs: Brent Baldwin (Appendix G)

Treasurer: Luther Elmore (Appendix H)

The Interim Minister noted that the Meet and Eat that was occurring the next evening would be to welcome new members. She also reported that Gini Courter, Chief Governance Officer and UUA Moderator, would be visiting the church on Wednesday March 10 and that the church would have a special Meet and Eat that evening at which Ms. Courter would be speaking. The trustees noted that the visit from Stephan Jonasson, Director for Large Congregations for the UUA, had been extremely informative and helpful.

The Treasurer and Executive Director agreed to work together to determine how many network stations are needed for the accounting software and therefore how many licenses need to be paid.

The Treasurer noted the information contained in the fund balances handout (last page of Appendix H) and discussed the difficulty and confusion that had resulted from the difficulties created by wording in the Financial Assets Management Policy (FAMP) and provisions of the FAMP that do not meet current best practices. This has led to various funds owing other funds and special notations needed to track “due to and due from” among these funds. The Treasurer and Executive Director are working to correct some of this moving forward.

Motion: Michael West – accept the Consent Agenda Item Reports.

Second: Derek Howard

Discussion: None

Vote: All Affirmative

Discussion and Action Items

Reminders on Upcoming Activity Dates and Circulation of Board Calendar: The Secretary reminded the trustees of the upcoming training session on Policy Governance on February 26 and 27 as well as several other important functions over the next two months. He circulated the board calendar for signing up to read the special notes during services and great visitors and members before and after services. He noted that all of the upcoming dates of note were listed on this calendar and available at http://www.austinuu.org/wp/category/board-docs/board-calendar/.

Interim Minister Search Process:  Michael West reviewed the process for the next Interim Minister search process, which will be very much like the previous year’s search, though the work to be completed in the second transition year will be different and will be focused on “turning” – largely working towards furthering the great progress we have made so far and implementing much of what we are just beginning now. The trustees discussed the following key issues:

• The search committee will need to be established and begin work by the next board meeting so please suggest candidates to Michael. We will need about 6 members.
• Persons with some experience with the church community are needed and persons interested in serving on the board might be excellent candidates.
• The current minister is an important window to the world of ministers.

Settled Minister Search Process: Michael West then presented the process for the settled minister search as outlined in Appendix I. This process will need to begin soon also. He noted some key steps. The trustees discussed the following:

• We will need to establish a budget for the search committee.
• The bylaws specify 9 members appointed by the board; however, a process involving congregational input may be desirable and would be possible.
• Kathleen Ellis, Ministerial Settlement Representative, will give the sermon at the church on March 14 and meet with the board on March 16.
• The compensation for the settled minister will need to be determined in the next budgeting process.

District Compensation Representative: The President introduced Walter Pearson, District Compensation Representative (DCR). Mr. Pearson explained that DCRs are trained volunteers appointed by the district boards who work on behalf of the church board. He outlined the following services he can provide:

• Use of a Fair Compensation Questionnaire to establish fair salaries for all church staff.
• Establishing functioning personnel committees.
• Assistance with personnel policies and procedures.
• Assistance with a detailed and specific process on how to structure the minister salary and housing compensation using a set of rules that will allow us to be advantaged in the settled minister search process.

He noted that we would not appear in the best list within the UUA settlement system unless our salary and housing meet minimum standards.

He outlined the following standards:

• Compensation is based upon salary plus housing.
• Ministers have to pay both sides of the social security payroll tax for the housing portion of their compensation. Offer additional salary to offset this.
• Pay ten percent of salary into the pension plan.
• Budget a professional expenses allowance equal to 10% of salary and housing.
• Pay individual health insurance premium equal to 80% of the costs for the UUA health insurance plan.
• Pay for disability insurance (through UUA it is about 1% of salary and housing).

The minimum standard for our church would be an annual salary of $66,500 for salary and $89,865 for the salary and housing total compensation. Mid-point for our church would be $87,900 salary and $117,560 for total salary and housing compensation. The highest total compensation in our category would be $145,000.

He noted to be mindful of what is on the church webpage, as some potential ministers will begin by looking at it soon.

The trustees asked several questions. Those questions (Q) and Mr. Pearson’s answers (A) to them are outlined below:

Q:            Should we post a specific salary and housing amount or post a range?

A:            Post the salary and housing you can offer, not a range

Q:            Can you also help with the process of establishing the Interim Ministry compensation?

A:            Yes.

Q:            How is it to our advantage to post one level of compensation that is pre-decided rather than post a range and then base actual compensation on the experience skills, etc. of the person actually hired?

A:            You want the decision to call a minister to be based upon a relationship you build and you do not want to begin that relationship based on conversations about money. I can assist you with establishing what compensation amount will be expected based upon what you are looking for in the minister.

Q.            What would be the negative consequence of posting a range?

A.            You put an element into the negotiations that is not to your advantage. Most ministers will negotiate how compensation is divided and other issues, not the total amount. Why put questions into the relationship from the start? Take money off the table.

Q.            What is the distribution of minister compensation for churches similar to ours?

A.            They tend to be clustered around the midpoint with none at the highest level and a few between the minimum and the midpoint.

Q.            How are the compensation guidelines established?

A.            The UUA looks at your geographic region and factors related to it. For instance, housing costs are high in Austin. They also look at compensation for ministers of similar size churches, as well as similar positions in non-profits and such in the region.

Mr. Pearson noted that a lot of good information related to this is available on the UUA website.

The President thanked Mr. Pearson for attending and providing such good information.

New Financial Reports: The Executive Director suggested delaying this discussion until the next meeting when there would be more time to dedicate to it.

Reserve Calculations: The Treasurer provided more detail on the calculations used to determine the amount transferred into the Memorial Savings fund, noting several sections of the FAMP that had lead to confusion. The Treasurer highlighted a provision of the FAMP that requires that the balance of the operating checking account be held to between one quarter to three quarters of average monthly expenditures. The secretary stated that this does not match current best practices for non-profits that generally call for from 4 to 6 months of operating liquidity. The Treasurer stated that he believed that there were still enough in funds that could be accessed in an emergency to be ample.

Interim Ministry Appraisal Recap: The Secretary and Interim Minister reported that they had met and compared their notes from the in person appraisal meeting and found that they were very much in agreement. The UUA system requires that both a representative from the church enter the appraisal information into online system and that the Interim Minister do so also. The Secretary stated that entering the information made him more fully aware of how much progress the church has made. He noted that the UUA sent an acknowledgment stating that it appeared that great things are happening at our church.

The Interim Minister noted that she had not been able to share all of hers thoughts on the various questions during the in person appraisal meeting but that she would put them into a Word document and send them out. She reminded the group that we will do another appraisal in June.

Rental Contract Exception Requests: The President outlined an issue that had come up with new rental contracts wherein several of the 12 steps groups that meet at the church would be paying a much higher rate per meeting than they had been even with non-profit and other discounts factored in (see Appendix J). The Trustees discussed the following issues:

• There are a range of types of non-profits that rent at the church. The 12 steps programs are self-supported by their members.
• This may be a ministry decision rather than a policy issue.
• Many other churches in the area provide meeting space for these groups but we do not know what they charge them for the space or if they do charge them.
• Some of the smaller groups might be forced to leave, as they might not be able to afford the new rates.
• Space is tight in the church and some of these groups meet during some of the busiest times.
• It might be possible, if we offer a discounted rate to steer them toward meeting in less high usage time periods.
• Most of the groups have not specifically said that the increased rate would be a hardship but two have asked for the lower rate. Overeaters Anonymous did say it would be a hardship.
• There is competition for space. Equity between these groups and other non-profits may be a policy issue.
• There is an expectation in recovery groups of taking responsibility. Would offering them a lower rate than everyone else be denying that responsibility?

A trustee called for a vote on the first issue, which was whether the board should offer an additional discount rate beyond what is already in the rental contract for non-profits.

Vote: 4 affirmative, 3 Negative, 1 abstain (Laura Wood)

The Trustees then discussed how such an additional discount should be implemented. The trustees discussed how many such exceptions should be made and how much of a discount might be offered.

Motion: Brendan Sterne — The First UU board of trustees hereby authorizes the Executive Team to negotiate and grant special rental rates above and beyond the standard discounts as described in the FUUCA rental policy, up to a 75% total discount.  They may extend the special rates to 12 step groups and other non-profit groups based on hardship or their alignment with the First UU mission, vision, and values

Second: Michael West

Discussion: There was no further discussion

Vote: Affirmative – 7, Negative – 1

Potential Parking Lot Rental: The President informed the trustees that the Executive Committee had authorized Stephan Windsor to negotiate with a restaurant developer who was interested in a long-term parking lease with the church and paving the grassy area of the parking lot. She assured the group that Stephan was aware of all of the potential advantages, disadvantages and issues involved. A real estate attorney would be consulted if the negotiations were to reach a point where a draft contract was developed.

Motion: Chris Jimmerson – extend the meeting for 15 minutes.

Second: Jeff Hutchens

Discussion: None

Vote: Affirmative – 6, Abstain – 2 (Laura Wood and Derek Howard)

Executive Session: The President called the meeting into Executive Session to discuss a personnel matter.

Following the Executive Session and with no further business, the President adjourned the meeting at 9:45 p.m.

Respectfully Submitted,

Chris Jimmerson

Secretary

Appendices (Supporting Documents)

Summary of 2/16/2010 Board Meeting

The agenda for February’s board meeting was jammed and we wore ourselves out! Here is a light summary of the things we covered – please remember that these are not meant to be a substitute for the actual minutes of the meeting which are being compiled by our secretary!

• We recognized five new members, and had no resignations
• We approved the minutes for both the December and January meetings.
• Dale Bulla presented a brief analysis of our electric usage and savings since the installation of the solar panels – so far a savings of some $1,500!
• Michael West gave us an overview of the search process and timeline for calling our next interim minister, followed by the timeline for our settled minister search process. We will be appointing an interim search committee this month!
• We welcomed Walter Pearson, the UUA Ministerial Compensation Consultant for the SW District. Walter explained his role in helping our church in the search for our next settled minister and gave us some excellent insights into the process.
• Our treasurer Luther Elmore gave us an update on how the Finance Committee has chosen to calculate our reserves. While they remain a bit wonky, the good news is that we still have financial reserves!
• The board authorized the Executive Team (the minister & executive director) to make exceptions to our rental rates for non-profit groups for whom our regular rates would be prove a hardship. More specifically, the team will be able to adjust the rates for several 12-step groups that meet at our church.
• Nell Newton and Sean Hale discussed a proposal from a developer who is interested in using part of our land for restaurant valet parking. We have given Stephan Windsor authority to negotiate on our behalf. Will anything come of it? Who knows? But we’ll be looking at the details of the proposal very carefully.

First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes

Tuesday, January 19, 2010 at 6:30 p.m.

First UU Church of Austin, 4700 Grover, Austin, TX  78756 in Room 13

In Attendance:

Trustees:  Nell Newton, President; Luther Elmore, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President (Ex-Officio); Margaret Borden; Derek Howard; Jeff Hutchens; Aaron Osmer, Youth Trustee; Brendan Sterne; Michael West; Laura Wood.

Executive Team:  Janet Newman, Interim Minister (Ex-Officio); Sean Hale, Executive Director (Ex-Officio);

Staff:  Brent Baldwin, Director of Music; Lara Douglass, Director of RE

Visitors Present: Jim Burson, Transition Team; John Keohane, Chair for Denominational Affairs; Sharon Moore, Transition Team; Corinna Whiteaker-Lewis, Co-Chair for Social Action

Call to Order

The President called the meeting to order at 6:35 p.m.

Adoption of Agenda

The Trustees present adopted the agenda (Appendix A, 1 [numbers refer to page number where appendices may be found in attached supporting document]) after noting that there was no consent agenda report for the Bridge Builders Action Plan Update separate from the Bridge Builders Action Team Report.

Motion: Michael West – Adopt the agenda.

Second: Aaron Osmer

Discussion: None

Vote: All affirmative

Reading and Lighting of the Chalice

The Interim Minister read the opening words and the President lit the chalice.

Visitor’s Forum

The President welcomed the visitors listed above. John Keohane presented information to the Board of Trustees on a letter he had written to the Austin American Statesman (Appendix I, 45) and on the Great Moments in UU History Classes (Appendix J, 46) he had been presenting at the church and would repeat again in March. The President thanked him for his outstanding efforts.

Corinna Whiteaker-Lewis presented a recommendation from the Social Action Forum that had occurred on the previous Sunday. The recommendation would establish a monthly special offering (an extra passing of the plate) to benefit non-profit organizations nominated and elected by the congregation (see Appendix K, 47). This would be for 2010 only as a substitute for split the plate.

The Trustees and Corinna Whiteaker-Lewis discussed the following:

• There would be eleven recipients chosen with the first special offering beginning in February.
• If something similar to the Haiti earthquake were to occur again that was an emergency and urgent, there would be two special offerings in the month it occurred – one for the chosen non-profit and the other regarding the emergency need.
• Recipients will be selected through an appeal for nominations from the congregation and then a congregational vote, probably at a Social Action table in the Gallery during Sunday services. It is likely that organizations with long-term associations with the church will be selected through this kind of process.
• A Trustee suggested linking the recipient’s work when possible to what is being discussed during sermons.
• The Treasurer reported that the collection for Haiti on the prior Sunday had collected $4,000. He suggested moving the special collection for the UUA to February so there would not be a special collection two Sundays in a row.
• This idea will allow the selected non-profits to spend a greater time educating the church about themselves and may lead to greater connections with the church.
• It will be important to report back to the congregation on how much they gave for such special collections.
• It will be important to ask church members to make their checks for these special collections to the church so that the church can account for them and pass through the giving to the non-profit.

Motion: Luther Elmore – Approve this recommendation from the Social Action Committee

Second: Chris Jimmerson

Discussion: There was no further discussion

Vote: All Affirmative

Consent Agenda Items

Minutes from the Prior Meeting: The secretary had sent a draft of the minutes from December out by email but had accidentally left them out of the final packet of materials for this meeting. The Trustees agreed to review them at the next meeting.

New Members and Resignations: The following new members had joined since the last meeting: Anna Dossett, James Dossett and Geoffrey Lorenz. The following members had resigned: Anna Fruge, Javier Cantu, Melita Cantu and Al Rogers.

Reports:  The Trustees had reviewed the consent agenda items prior to the meeting.  These included:

Executive Director: Sean Hale (Appendix B, 2)

Director of Religious Education: Lara Douglass (Appendix C, 7)

Director of Music Programs: Brent Baldwin (Appendix D, 11)

Treasurer: Luther Elmore (Appendix F, 25)

BB A-team Report: Chris Jimmerson/Brendan Sterne (Appendix E, 12)

The Treasurer noted that the 2009 financials were still being adjusted and should not be considered final. He also explained some changes to investments to earn higher interest yet maintain liquidity.

Motion: Derek Howard – accept the Consent Agenda Item Reports with the exception that minutes from the last meeting will be reviewed at the February meeting.

Second: Michael West

Discussion: None

Vote: All Affirmative

Discussion and Action Items

Church Security: The President presented some work that had been done regarding security in the light of some incidents in the church where persons were either verbally abusive and/or disruptive or had engaged in physically threatening behavior. We will ask such persons to leave the premises and not return to them. If they do, we will call 911 and ask that the Austin Police Department remove them from the property. The President has also discussed this with freeze night volunteers and the Sunday Morning Services Team.

The Trustees discussed the following:

• We should adopt a zero tolerance policy for even the threat of physical assault wherein we call the police immediately.
• Trustees were concerned about vulnerability of church space with so many open entrances. The church is working toward an eventual configuration where except during Sunday services access to the building will be through only one entrance.
• There is a need to inform all of leadership about this and to develop ways that such incidences can be handled when no one in leadership is present.

Church-Wide Covenant Process and Stephan Jonasson Visit: The Interim Minister reminded the Trustees of Dr. Jonasson’s upcoming visit. Dr. Jonasson is the Director for Large Congregations at the UUA. He will be meeting with the board for dinner on January 22, conducting a workshop from 9 am to 3 pm on January 23 on preparing ourselves to call a settled minister and offering a sermon on Covenants on January 24. After this sermon, the Transition Team will begin facilitating small group sessions to gather information toward developing a church-wide covenant of right relationship.

The Interim Minister also announced that Gini Courter, Chief Governance Officer and UUA Moderator, will be visiting the church the week of March 10^th. She will send specific details as they are known.

Report from San Antonio Meeting with UUA Board: The President reported that the meeting had been very informative and that persons from across the UUA had expressed their support for our church and our effort during our transition period. The UUA Board had expressly invited church leaders to this meeting so that they could engage with them to learn of their desires for the denomination (a process known as linkage) as the UUA Board begins adopting Policy Governance.

Board Covenant: The Interim Minister and President presented the Board Covenant, slightly revised after the discussion at the prior meeting (Appendix G, 40).

Motion: Chris Jimmerson – Adopt the Board Covenant

Second: Margaret Borden

Discussion: None

Vote: All Affirmative

Overview of New Financial Reporting: The Executive Director (ED) presented a draft version of new financial statements (Appendix H, 41) based upon a new chart of accounts for 2010 that simplifies expense categories and includes numbers as well as names for the chart of accounts. The ED gave an overview of the financial reports that will be possible in 2010 which both simplify the information given to the board but also make “macro-level” understanding of them much easier. Anyone wishing the underlying detail will still be able to request it.

The Trustees complemented the ED on how much of an improvement the new statements will be.

The President welcomed the members of the Transition Team who would be joining the Board of Trustees and the Interim Minister after a break for a separate meeting to evaluate the Interim Ministry.

With no further business, the President adjourned the meeting at 7:55 p.m.

Respectfully Submitted,

Chris Jimmerson

Secretary

Appendices (Supporting Documents)

First Unitarian Universalist Church of Austin, Board of Trustees Meeting Minutes

Tuesday, December 15, 2009 at 6:30 p.m.

First UU Church of Austin, 4700 Grover, Austin, TX  78756 in Room 13

In Attendance:

Trustees:  Nell Newton, President; Eric Stimmel, Vice-President; Luther Elmore, Treasurer; Chris Jimmerson, Secretary; Sheila Gladstone, Immediate Past President (Ex-Officio); Margaret Borden; Jeff Hutchens; Brendan Sterne; Michael West; Laura Wood.

Executive Team:  Janet Newman, Interim Minister (Ex-Officio); Sean Hale, Executive Director (Ex-Officio);

Staff:  Brent Baldwin, Director of Music

Call to Order

The President called the meeting to order at 6:34 p.m.

Adoption of Agenda

The Trustees present adopted the agenda (Appendix A, 1 [numbers refer to page number where appendices may be found in attached supporting document]).

Reading and Lighting of the Chalice

The Interim Minister read the opening words and the President lit the chalice.

Visitor’s Forum

There were no visitors present.

Consent Agenda Items

Minutes from the Prior Meeting: The Trustees had reviewed the minutes from the November 2009 meeting prior to this meeting (Appendix B, 12) and noted one grammar change changing the word “effect” to “affect”.

New Members and Resignations: The Secretary reported that the following had become new members since the last meeting: Gregg Welch; H.I. “Sam” Long; Deidre Autry Madres; Troy Madres; Leona Perez

The Secretary reported that Susan Lowrance had resigned since the last meeting because she had moved.

Reports: The Trustees had reviewed the consent agenda items prior to the meeting.  These included:

Interim Minister: Janet Newman (Appendix C, 9)

Executive Director: Sean Hale (Appendix D, 11)

Director of Religious Education: Lara Douglass (Appendix E, 15)

Director of Music Programs: Brent Baldwin (Appendix F, 20)

Treasurer: Luther Elmore (Appendix G, 22 – includes Finance Committee Reports)

BB A-team Report: Chris Jimmerson/Brendan Sterne (Appendix H, 51)

The Bridge Builders Action team gave an overview of upcoming events including a training on Policy Governance on February 26^th and 27^th of 2010 and a training in March for board members and facilitators on how to do the purpose and values sessions in the church. The team will poll the board soon on a date for the purpose and values sessions training.

These trainings should be very informative, exciting and motivating and the training for the purpose and values session will be the boards’ chance to participate in establishing the information we will use to develop values, mission and ends (vision) statements. The sessions with church members will begin in April and run through early May and will provide a great opportunity to listen directly to church members’ dreams and aspirations for the church. A Trustee advised the team to avoid Spring Break when scheduling these items.

The Interim Minister reported that she and the transition team would begin working with the congregation soon on developing a Covenant of Right Relationship. Stefan Jonasson, Director for Large Congregations with the UUA, will be coming to the church to assist and will have dinner with the board on January 22, 2010 followed by working with the congregation on January 23, possibly on the topic of “What a church need to accomplish before ready to call a settled minister”.

The Treasurer noted that the current membership count for the church was 567. The Secretary noted that Paradox Players would still be making one final contribution before the end of the year of the proceeds from their final production of the season.

Motion: Luther Elmore – accept the Consent Agenda Item Reports with the noted change to the minutes of the last meeting.

Second: Michael West

Discussion: None

Vote: All Affirmative

Discussion and Action Items

Committee on Ministries (CoM) Proposal: The Chairperson of the CoM, which had been on hiatus, brought forward a proposal to disband the CoM. This committee is not normally maintained during the interim ministry period, and churches practicing policy governance also do not use a CoM. Stefan Jonasson had made this same recommendation for our church in the past. The CoM can end up serving as a “triangulation point” between the minister and the board. As we move forward, we will need to re-envision how the role formerly played by the committee will be fulfilled.

The Trustees discussed the following:

• Church members are likely to ask whether this committee will be revived. Under policy governance it will likely not be.
• The history of the CoM has been that the role it played varied greatly from year to year, and some church members have been frustrated that when they bought concerns about the minister to the CoM, the CoM did not have full authority to address such concerns.
• A Trustee asked if perhaps this could wait until the church fully adopted policy governance since the committee was on hiatus anyway; however the Chair of the CoM believed it was cleaner to go ahead and act now.

Motion: Michael West – move that the Committee on Ministries at the First Unitarian Universalist Church of Austin be disbanded and that all reference to the Committee and its roles and responsibilities be struck from the church’s Policies and Procedures

Second: Chris Jimmerson

Discussion: A Trustee asked where under policy governance concerns about the minister might be brought. Another Trustee noted that policy governance grants both greater authority and accountability to the minister and because of this, monitoring of the minister’s performance falls to the board. The bylaws mention the CoM; however, this is only in reference to how its members are appointed and may be changed later.

Vote: Affirmative – 7, Negative – 0, Abstain – 1 (Margaret Borden)

Nominating Committee Policy and Procedure Update: The Trustees reviewed a change to this policy and procedure that had been recommended by the Nominating Committee (Appendix I, 54). This change outlined new duties regarding leadership development charged to the committee and made the Policy and Procedure match the bylaws as regards this committee. A Trustee recommended removing a reference to the Bridge builders Report and replacing that reference with “In addition”

Motion: Brendan Sterne – approve the update with the change to remove the reference to the Bridge Builders Report made

Second: Margaret Borden

Discussion: There was no further discussion

Vote: All affirmative

Congregational Meeting Review: The trustees discussed that the meeting had gone professionally and that people came to the meeting well prepared. The Pre-Congregational Meeting had helped with this. The congregation members who had attended seemed to have supported the idea of a Covenant of Right Relationship. The Trustees discussed the need to establish a Parliamentarian position.

Interim Minister Evaluation Process: The Interim Minister presented a description of the process and the theory behind it and presented the evaluation form (Appendix K, 57) that the UUA provides. She stressed that the form is intended to be a memory “jogger” for an honest exchange between the minister and board to be held in person. This session normally take about an hour but can go as long as two hours.

The Trustees and the Interim Minister established Sunday, January 17 at 1 p.m. at the church as the time and place for the evaluation. The Secretary volunteered to send out electronic versions of the form and description of the process prior to this date.

Audit Request: The Treasurer noted that the board needed to formally request that the internal audit committee audit payroll, as this is this is this most critical area of our accounting and the place where the most corrections have been noted in the past. The board would ask the committee for a proposal on the parameters of the audit and would work with staff to ensure such parameters do not create an unachievable burden for staff. The Chair of this committee must appoint its remaining members as soon as possible so that the audit can occur in a timely manner.

The President will contact the Chair of the committee and ask that the names of the other committee members and a proposal for a payroll audit be submitted by the next board meeting.

Motion: Chris Jimmerson – Charge the Internal Audit Committee with doing an audit of payroll

Second: Jeff Hutchens

Discussion: There was no further discussion.

Vote: All Affirmative.

Board Covenant: The Trustees had reviewed a draft of the covenant (Appendix J, 56) that had been prepared by the Interim Minister and the President based upon the discussion of it at the last board meeting. The Trustees discussed several ways of streamlining and editing the document while noting that there is a need to balance conciseness with making expectations explicit. The Trustees also discussed potential ways to better define some of the issues contained in the covenant, as well as some ways of rearranging the order in which the issues are presented. The President made specific notes of the discussion and the agreements that were reached among the Trustees. She and the Interim Minister will bring a revised version to the next meeting for review and approval

With no further business, the President adjourned the meeting at 9:15 p.m.

Respectfully Submitted,

Chris Jimmerson

Secretary

Appendices (Supporting Documents)

The following are summaries of the above meetings. The minutes will be posted as soon as they are approved (there was a delay in reviewing the December 2009 minutes)

January 2010 Board of Trustees Meeting Summary

After the heavy-lifting of the December budget process, January’s meeting was fairly light. Here is a light summary of the things we covered – please remember that these are not meant to be a substitute for the actual minutes of the meeting which are being compiled by our secretary!

• We recognized three new members, and four resignations.
• The December meeting minutes were accidently omitted from our report packets, so we agreed to wait until February to approve them.
• We approved a recommendation from the Social Action Committee that will add one extra plate collection each month to benefit local non-profits. Look for details soon!
• We reviewed the reports from our Executive Director, our DRE, the Music Director, the treasurer, and the Bridge Builders team.
• Nell Newton and Sean Hale discussed recent steps taken to improve church security.
• Nell Newton and Margaret Borden gave a brief report on meeting the UUA Board of Trustees at a special meeting in San Antonio.
• The board adopted our new covenant, based upon work done in November and December. It’s cool!
• Sean Hale gave us an overview of what our financial reports will look like using a new accounting software system. They will be MUCH easier to read!

We then adjourned the meeting, had a good snack, and fifteen minutes later convened an entirely new meeting dedicated to evaluating our interim ministry. The second meeting included members from the Transition Team and our Interim Minister Janet Newman. We followed a set of questions provided by the UUA Office of Transitions, which oversees the Interim Ministry Program. The 15 questions were thought-provoking and generated a good deal of discussion about the progress of our church during Janet’s ministry. In general, we agreed that we are well on track and that Janet has been a capable leader during this transition time.

We wrapped up our evaluation work and then discussed our second year of interim ministry. Janet recommended that we seek another minister to help us with the special work of the second year. While this news was a bit sad to hear, it does reflect the excellent progress we’ve made, and we will soon assemble a search committee to find our next interim.

December 2009 Board of Trustees Meeting Summary

• We accepted several encouraging reports including great progress on planning for activities to develop a Church Covenant of Right Relationship and to pursue some of the objectives established in the Bridge Builders Action Plan. Other discussion and action:
• We recognized five new members. No members had resigned in the prior month.
• We approved a recommendation from the Chair of the Committee on Ministries that the committee be disbanded. The UUA recommends this for larger churches and it is in keeping with our move toward policy governance.
• We approved a change to policy containing the description of the Nominating Committee that the Nominating Committee had recommended.
• We discussed the process for the upcoming evaluation of the Interim Ministry.
• We requested that the Internal Audit Committee begin an audit of payroll.
• We continued our work on establishing our covenant among Trustees.

The Executive Committee meets on the first Tuesday of the month at 5:45 at the church to set the agenda for that month’s board meeting. The Board of Trustees meets on the Third Wednesday of each month at 6:30 p.m. at the church, usually in the gallery. You can view a list of church governance meeting dates here:

http://www.austinuu.org/wp/category/board-docs/2009-2010-meeting-dates/

You can view the online calendar for the Board of Trustees here (may take awhile to load):

http://www.austinuu.org/wp/category/board-docs/board-calendar/

Board meetings are open to church members and there is time set aside on each agenda for members to make comments and/or bring items to the attention of the board that do not require extended discussion and/or board action. Such items do not require an additional agenda item.

Committee Chairs or others who have business should first check with the Executive Director or Minister to see if it is a board-level policy issue or can be resolved more quickly at the staff level. Items requiring extended discussion and/or action by the board should be requested to add as an agenda item by sending such a  request to president@austinuu.org and copy secretary@austinuu.org by 5 p.m. on the day before the next regularly scheduled Executive Committee meeting. Please indicate how much time you believe will be needed for the item. Please submit any written materials related to the item of business to the same email address by noon on the Friday before the Board of Trustees meeting.

In the event that an urgent item of business becomes needed after the Executive Committee has set the agenda for that month’s board meeting, contact president@austinuu.org with an explanation. Please reserve this option only for items requiring action that cannot wait until the following month.

The Board of Trustees welcome your ideas and participation and invites you to attend our meetings!