Trustee Meeting Minutes 6-9-11

OAKLAND MUSEUM OF CALIFORNIA
BOARD OF TRUSTEES
BUSINESS MEETING
June 9, 2011
4:00 P.M. – 5:00 P.M.
James Moore Theater

ROLL CALL

Trustees Present:
Steven
Anderson, Dale Block, Jeff Calder, Susan Chamberlin, Christopher
Curtis, Quinn Delaney, Richard Edwards, Karen Eichler, Lori Fogarty,
Lance Gyorfi, Joseph Hurwich, Yvonne McCredie, Christopher McLain,
Carolyn Sheaff, Robert Stoffregen, Katie Tamony, Alan Varela, Bruce
Westphal, Sandra Wolfe, and John Wyro

Trustees Excused:
Ralph
Clark, Richard DeAtley, Steven Douglas, Christopher Lee, Anita Martinez,
John McDonnell, Mike Moye, Steven Read, Hilliard Terry, Jennifer
Walker, Jennifer Wolch, and Sheryl Wong

Staff Present:
Adrienne
Blalock, Linda Larkin, Philip Linhares, Douglas Long, Loretta Lowrey,
Bill McMorris, Cherie Newell, Moises Olivares, Maggie Pico, Howard
Thornton, Ariel Weintraub, and Angela Wilbourn

Volunteers Present:
Dave Elliott, Sheri Guthrie, Beth Hurwich, Diana Nugent, Andre Ptaszynski, Susan Quinn, Raine Rude, and Wanda Viviano

1.    CALL TO ORDER/QUORUM/INTRODUCTIONS – Lance Gyorfi

    The meeting was called to order at 4:05 p.m.

2.    APPROVAL OF MINUTES – Lance Gyorfi

On a motion duly made and seconded (Delaney/Curtis) the following resolution was unanimously adopted:

RESOLVED, the January 27, 2011 Board of Trustees meeting minutes are approved as mailed.

3.    CHAIR’S REPORT – Lance Gyorfi

Chair Gyorfi gave an overview and financial impact of the City and Foundation Agreements:

o    Foundation 30 year lease agreement responsibilities:
o    Lease payment of $1.00 a year for both the museum and the collections center
o    Foundation retains all revenues from operations
o  
 Foundation assumes cost for utilities; operations of the building
systems, service contracts, routine maintenance within scope of
Operating Engineer
o    Major maintenance (over $5K/occurrence) – City responsibility up to $250,000 a year; beyond is handled through CIP

o    Ten year Professional Services Agreement responsibilities:
o    Care for, conserve, steward, etc. in support of the museum’s collection
o    Present and interpret collections through exhibitions and public programs
o    Oversee acquisition and de-acquisitions, care of collections, etc.
o    Educational programming
o    Foundation to set museum fee structures
o    The City will compensate the Foundation for Professional Services - $5 million for 3 years declining to $3 million in FY21

Assuming
the responsibilities as outlined in the Lease and Professional Services
agreements will require the Foundation to increase fundraising from
$5.3MM/yr to about $10MM/year. over the next ten years. The Museum
Relations Task Force, Chaired by Christopher McLain, believes the two
agreements have the least impact on people overall and provides the best
reasonable opportunity for long-term success of the Museum.

After a discussion, on a motion duly made and seconded (Hurwich/McLain) the following resolution was unanimously adopted:

RESOLVED,
the OMCA Foundation Board of Trustees authorizes the Board Chair and
the Museum Relations Task Force to negotiate terms and conditions for a
Professional Services agreement of 10 year duration and including
payments to the Foundation over that 10 year period starting in FY12
with 3 years of $5 million then declining to $3 million in FY21.  In
addition, the Board of Trustees authorizes the Board Chair and Museum
Relations Task Force to negotiate terms and conditions for a 30 year Net
Lease on the 1000 Oak Street and Conservation Center buildings with an
annual lease payment of $1.00 per year.  The Board Chair is authorized
to sign these two agreements.  

In acknowledgement of the Women’s
Board outstanding work, a motion was duly made and seconded
(Wyro/Curtis) the following resolution was unanimously adopted:

WHEREAS,
the Oakland Museum of California is a renowned cultural institution of
Oakland representing the best interpretations of California History,
Art, and Nature; fully supported by an outstanding Education Department;
and

WHEREAS, the Museum could not provide such programs, exhibitions and presentations without significant funding; and

WHEREAS, the Women’s Board is a critical provider of necessary funding to support operations, exhibitions and programs; and

WHEREAS,
each year and year after year a number of dedicated women and men work
tireless hours in less than ideal conditions to put on the best “rummage
sale” and experience of a lifetime; and

WHEREAS, the Women’s board has consistently had great success in their fundraising on behalf of the Museum; and

WHEREAS,
the Women’s board has continued to be a role model of what an
organization working together with a broad diversity of people can do to
raise a huge amount of money and at the same time help build the sense
of community; and

WHEREAS, the Women’s Board constantly role
models new approaches to attract audience to their world renown sale
with the use of new marketing approaches; and

WHEREAS, the Women’s Board raised a total of $1,607,166.32 at the 2011 White Elephant Sale in support of the museum; and

NOW,
THEREFORE, BE IT RESOLVED the Board of Trustees and Staff of the
Oakland Museum of California, from our hearts and minds, gratefully and
graciously thank the Women’s Board and all the women and men who work
the warehouse for their tireless and dedicated efforts that made the
2011 White Elephant Sale the biggest sale yet.

5.    FINANCE COMMITTEE REPORT – Joseph Hurwich

Trustee
Hurwich reported the fiscal year budget for 2011/2012 is $13.3
million.  Contributed revenue is $5.4 million, which includes $1.2
million from the Women’s Board.  Earned revenue of $2.5 million is
visitor driven and includes revenues from admissions, the store, etc. 
It was noted that the Board has a line item of $100,000 for additional
fundraising in this budget.  There are challenges in this budget because
of the absorption of former City costs and the staff restructuring, so
it will require continuing review.   We have budgeted a $394,647 surplus
as part of the risk mitigation for this budget year.

On a motion duly made and seconded (Chamberlin/Edwards) the following resolution was unanimously adopted:

RESOLVED, that the Oakland Museum of California Foundation budget for Fiscal Year 201/2012 is approved.

6.    COMMITTEE ON TRUSTEES – Anita Martinez

In
the absence of trustee Martinez, Executive Director Lori Fogarty
reported that the election of new trustees would be deferred until the
fall in order to allow the Board to more clearly define new roles and
responsibilities, and a revised committee structure, as part of the
governance transformation.

7.    RENOVATION OVERSITE COMMITTEE – Susan Chamberlin

Trustee
Chamberlin reported a that overall the renovation work for Phase II
remains on time and budget but due to some additional items being added
to the scope of Phase II  and minor increases in costs for Phase 1.5
items Susan requested an increase in the overall budget of $400,000. 
Ms. Chamberlin recommended that the Renovation Project budget be
increased from $62.2 million to $62.6 million.

On a motion duly made and seconded (Wolfe/Varela) the following resolution was unanimously adopted:

RESOLVED,
that as a result of great success in raising Capital Campaign funds in
excess of $62.5 million and as a result of necessary increased project
scope and therefore costs, that the total OMCA Renovation Project budget
be raised from $62.2
million to $62.6 million, an increase of $400,000.  

8.    DEVELOPMENT COMMITTEE REPORT – Quinn Delaney

Trustee
Delaney said although trustees have been working hard to bring in donor
prospects, donations will be approximately $200,000 short of goal.  The
committee will look at what is working and what is not.  Trustees were
encouraged to attend and bring prospects to the upcoming Ozone event and
the opening of the Muir exhibit.

9.    WOMEN’S BOARD REPORT – Carolyn Sheaff

Trustee
Sheaff reported the 2011 White Elephant Sale was a huge success,
attracted a record setting crowd, and grossed an all-time high of
$1,607,166.00.  Appreciation was expressed to those who volunteered,
shopped, and contributed in many different ways.  The Women’s Board
2011-2012 Annual Budget was approved and included a pledge of
$1,200,700.00 to the Oakland Museum of California.  This is an all time
high pledge that reflects the pride, community support, and the great
success of the 2011 White Elephant Sale.

At the April Women’s
Board meeting, 18 new directors and new president, Sheri Guthrie, were
elected.  Ms. Sheaff introduced Ms. Guthrie to the audience.  Ms.
Guthrie resides in Walnut Creek and had a 25 year career with Wells
Fargo Bank before joining the Women’s Board in 2005 after retiring.  

10.    ADJOURNMENT – Lance Gyorfi

There being no further business, the meeting was adjourned at 5:00 p.m.

John Wyro
Secretary