MINUTES OF THE EXECUTIVE COMMITTEE May 14, 2014 Chicago Area Council Steve Fossett Center for Scouting 1218 W. Adams Street Chicago, Illinois

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1 CHICAGO AREA COUNCIL BOY SCOUTS OF AMERICA MINUTES OF THE EXECUTIVE COMMITTEE May 14, 2014 Chicago Area Council Steve Fossett Center for Scouting 1218 W. Adams Street Chicago, Illinois The following members of the Executive Committee were present: Lou Sandoval Rita M. Egan Scott A. Peterson Robert E. Armour Brian L. Kasal Scott A. Stringer Larry Chesler Thomas E. McDonough Ronald J. Temple Andy Wallace The following members of the Chicago Area Council staff were present: Steven G. Adams Maureen F. Elroy Janice A. McCreary Matthew Thornton The following guests were present: Harvey B. Camins Andrea Wright Summary of Motions Acceptance of Audit Committee Report Acceptance of Treasurer s Report Approval of Banking Resolution Approval of Northern Trust Authorized Parties Approval of Standing Letter of Instruction to Northern Trust Regarding Line of Credit Approval of Standing Letter of Instruction to Northern Trust Regarding Endowment Fund Adjourn Chesler/Stringer/Approved Peterson/Wallace/Approved Stringer/Armour/Approved Stringer/Armour /Approved Stringer/Armour /Approved Stringer/Armour /Approved Wallace/Kasal/Approved As of this date, there are 12 voting members. A quorum consists of a majority of the voting members (7). 10 voting members were in attendance and a quorum was present. In the absence of President, Mr. John C. Leonard, Mr. Leonard asked Council Commissioner, Mr. Lou Sandoval to preside. Mr. Sandoval called the meeting to order at 7:35a.m. and welcomed the committee. Audit Committee Report Mr. Harvey B. Camins reported that the Audit Committee met on May 1, 2014 with Ms. Andrea Wright of Johnson Lambert LLP to review the 2013 Audit. Mr. Camins said that this is the first year that Johnson Lambert LLP has conducted the Council s audit and that Ms. Wright was very complimentary of the preparedness of Management and especially of Controller, Ms. Janice A. McCreary.

2 Ms. Andrea Wright said that Johnson Lambert LLP is a multi-office CPA and Consulting firm formed in 1986 in the Washington, DC area and has the audit responsibilities in the Calumet, DesPlaines and Northwest Suburban councils. Ms. Wright said that in the auditors opinion, the Council s financial statements present fairly, in all material respects, the financial position of the Council and conforms to generally accepted accounting principles. Ms. Wright said that the Council has excellent internal controls and that no material weaknesses were found. Ms. Wright stated that there were no adjustments proposed or recorded as a result of the audit and that Management recorded two adjustments subsequent to the start of the audit. Ms. Wright said the first adjustment was to record the change in value of beneficial interests in assets held by others, which increased temporarily restricted net assets by $119,239 and the second adjustment was to reduce depreciation expense, which increased unrestricted net assets by $29,700. Mr. Larry Chesler moved the Audit Committee Report be accepted. Mr. Scott A. Stringer seconded the motion and it was approved. Treasurer s Report Ms. Rita M. Egan reported that Cash in the Operating Fund is up $34,140 due primarily to lower payroll expenses and Cash in Fund 2 is down $117,112 due to capital expenditures made for the Owasippe renovation. Ms. Egan stated that Contributions Receivable in the Operating Fund is up $87,807 due to an increase in Special Events and Contributions Receivable in the Endowment Fund is up $119,152 due to the value of an Irrevocable Trust having been adjusted to reflect an increase in value. Ms. Egan said that there is an Inter-Fund loan of $689,349 from the Endowment Fund to pay off the line of credit. Ms. Egan said that Notes Payable is $250,000, which is the line of credit needed for operations due to shortfalls in Camp Revenue and Special Events, but is down $438,604 from last year at this time, Deferred Camp Revenue is $30,024 less than 2013 due to a decrease in fees paid through April, and Deferred Special Events collections is up $901,530 over last year due to MEGA events being budgeted in May in 2014, 3 weeks later than Ms. Egan said that Income Total Support and Revenue is $15,614 below budget and Net Friends of Scouting is below budget by $34,977, Foundations & Trusts is above budget by $1,173, Net Product Sales is $17,773 above budget due to camp card invoice not yet received, Net Activity Revenue is below budget by $4,387, and Other Revenue is $5,777 below budget due to a decline in Scout Shop Sales. Ms. Egan said that Expenses Total Employee Compensation is $22,461 over budget due to a budgeted change in the organizational chart not yet completed. Ms. Egan stated that Total Expenses is $19,701 over budget. Ms. Egan said that the expense categories significantly over budget include Program & Other Supplies (Indian Trails Ski Trip and Sea Scout mooring fees), Occupancy (office snow removal maintenance), Rental & Maintenance of Equipment (new copier service contract), and Insurance Expense (auto & general liability). Ms. Egan said that the operating deficit through April is $379,943 compared to a budgeted deficit of $344,628 for a negative variance of $35,315. Mr. Scott A. Peterson moved to accept the Treasurer s Report. Mr. Andy Wallace seconded the motion and it was approved.

3 Ms. Egan said that area Director, Mr. Matthew Thornton is serving as the Secretary of the Council, and that in the day-to-day absence of the Mr. Thornton it may be necessary to authorize and execute banking transactions on behalf of the organization. Mr. Scott A. Stringer moved to authorize Director of Support Services, Mr. Steven G. Adams to execute banking transactions in the day-to-day absence of Mr. Thornton. Mr. Robert E. Armour seconded the motion and it was approved. Ms. Egan stated that the Council currently retains The Northern Trust Company as trustee of the endowment fund and has a working capital line of credit with them as well. Ms. Egan said that the Council President and Secretary have full authority to execute any and all documents. Mr. Scott A. Stringer moved to authorize the National Council employee serving as the Area Director to the Council or the Director of Support Services to provide direction or access funds on behalf of the Council, and that in the absence of the National Council employee serving as the Area Director to the Chicago Area Council or the Director of Support Services, the Board of Directors of the Chicago Area Council, Inc., Boy Scouts of America, desires to authorize any two of the following representatives to provide direction or access funds on behalf of the Chicago Area Council, Boy Scouts of America; the Council President; the Council Commissioner, the Council Treasurer; the Council Assistant Treasurer; and the Vice President of Finance; whomever they shall be at that time. Mr. Robert E. Armour seconded the motion and it was approved. Ms. Egan said that The Northern Trust Company requires a letter of instruction outlining the names of the parties who are authorized to remit payments from the Line of Credit and the Endowment Fund. Mr. Scott A. Stringer moved to authorize the National Council employee serving as the Area Director to the Council or the Director of Support Services to remit payments from the Line of Credit. Mr. Robert E. Armour seconded the motion and it was approved. Mr. Scott A. Stringer moved to authorize the National Council employee serving as the Area Director to the Council or the Director of Support Services to remit payments from the Endowment Fund. Mr. Robert E. Armour seconded the motion and it was approved. Development Report Due to time constraints, the Development Report was postponed. Properties Report Mr. Scott A. Peterson reported that planning for Owasippe Scout Reservation improvements are continuing, but due to weather conditions, the project schedule has been adjusted. Mr. Peterson said the work may be completed in 2 separate phases, with Phase 1 work being done before the start of camp and Phase 2 work being completed after camp concludes. Mr. Peterson said the process of procuring contractors, materials, and volunteer labor has been approved by the Council and is in progress. Mr. Peterson stated that in addition to the Order of the Arrow and Owasippe Staff Association work weekends, there have been four added work weekends scheduled before the start of summer camp. Mr. Peterson said that the dates are listed on the Council website and he encouraged the members to participate.

4 Mr. Peterson said that the Department of Natural Resources will be broadcasting wildflower seed soon in the area where the controlled burn took place. Mr. Peterson said that trees are being marked in campsites to be removed for safety purposes. Mr. Peterson stated that approximately 450 trees need to be removed from Camp Wolverine. Mr. Peterson stated that a forestry program for the camp could provide annual revenue to the Council of approximately $10,000-$40,000. Mr. Peterson said the Guest Lodge will be used as a STEM program area for the 2014 summer camp season and the requirements for infrastructure projects has been issued to the Owasippe Staff Association and the Council Properties Committee. Mr. Peterson said that the antenna relocation should be completed before the start of camp. Mr. Peterson stated that due to the consolidation of councils, the Owasippe Outdoor Education Center organization has agreed to become a subcommittee of the Properties Committee. Mr. Peterson said the OOEC will work as volunteer Scouts and retain the OOEC name for marketing purposes. Mr. Peterson said that any additional insurance needs will be researched by the Risk Management Committee. Mr. Peterson said that camp use agreements need to be secured yearly for groups such as the Hunt Club and other groups or entities that use or complete projects at Owasippe. Mr. Peterson said that the proposal to establish a capital campaign for a permanent endowment fund for Owasippe Scout Reservation so that funds would be available for repairs, replacements, and ongoing maintenance is on hold pending the consolidation of councils. Mr. Peterson said that updating the chemical compliance for the Steve Fossett Center for Scouting is complete and Owasippe compliance is in progress. Mr. Peterson that Mr. William J. Egan will provide training to staff in the upcoming months. Camping Report Mr. Thomas E. McDonough reported that the Camping Committee has approved Mr. Matthew E. Tobias as the Chair of the committee. Mr. McDonough said that summer camp registrations and payments are being submitted and attendance is tracking at the same pace as this time last year. Mr. McDonough said that currently no Scouts from the Council are enrolled in NYLT, but that Northwest Suburban Council could possibly have a waiting list for their training and that the overflow participants could be redirected to the Chicago Area Council training. Mr. McDonough said that day camp attendance signups are lagging behind Mr. Robert E. Armour asked to what that may be attributed to. Mr. McDonough replied that competition such as sporting camps and all-week day camp programs provided by the Chicago Park District, are enticing to parents so they can enroll their children for the summer in lieu of childcare services. Membership Report Mr. Ronald J. Temple reported that the Council is serving 5,622 traditional youth as of April 30, 2014, representing a 15.2% decrease from April Mr. Temple said that approximately 40 charters are outstanding, which represents youth. Mr. Temple said that the Council s goal for June 30, 2014 is to serve 6,536 youth and the goal for December 2014 is to serve 8,504 youth.

5 Mr. Temple said that the Summit Steering Committee met on April 16, 2014 and chose the theme Sharing the Scouting Solution. Mr. Temple said the committee ascertained that facilitating listening sessions with stakeholders in the community would be beneficial to determine community needs and what Scouting programs could best fulfill those needs, such as the proposed Urban Adventures Camp. Journey to Excellence Report Mr. Lou Sandoval reported that the Journey to Excellence consists of 18 categories under the tiers of Finance, Membership, Program, Unit Service, and Leadership and Governance. Mr. Sandoval said that the Council is currently showing an upward trend in Cub Scout Advancement, Boy Scout Advancement, Community Service, Commissioner Service, Voice of the Scout, District Leadership and Unit Leadership. Mr. Sandoval stated that membership and retention directly affect Finance and Program as is reflected in the decreasing camp attendance, lagging Scout Shop sales, and Friends of Scouting campaigns. Mr. Sandoval said that starting January 1, 2015, the Boy Scouts of America will require completion of Youth Protection training for all adults before they may submit an application or charter. Council Transitional Plan Report Mr. Lou Sandoval reported that in light of Mr. Bruce Braun s colleagues reviewing the legality of a forced consolidation of a legal not-for-profit corporation within the State of Illinois and determining that essentially the Council is subordinate to the National organization, the Board of Directors held a conference call on May 8, 2014 and agreed to organize a meeting of board members of the four councils on May 17, 2014 to formulate a proposal to be submitted to the Boy Scouts of America outlining potential operating plans, council configurations, governance, etc. Mr. Sandoval said that it is in the best interest of the Chicago Area Council to collaborate with the other three councils to ensure the Council has a significant amount of input into the plan. Mr. Sandoval encouraged all the members to attend. Mr. Matthew Thornton said that a transitional board will be appointed July 1, 2014, but the current boards of each of the councils will continue to oversee the day-to-day operations of their respective councils. Mr. Thornston said that there are more commonalities between the four councils than differences, therefore putting forth a united plan is feasible. Scout Executive s Report Mr. Matthew Thornton reported that the Vice Presidents of Program of the four councils met to discuss a possible structure and program merger for Mr. Thornton said that the combined Membership Committee discussed recruitment ideas using events such as a rain gutter regatta, campfires, day camp, etc. to sign up new members. Mr. Thornton said that Mr. Mike A. Jiménez has agreed to be the Area Marketing Chair and will be launching a Scout Channel website in the near future. Mr. Thornton said that the council Development teams are meeting and sharing their initiatives with each other.

6 Mr. Thornton said that that the Fox and Friends news show highlighted an Aviation Exploring Post creating and testing quadcoptors and mentioned the Woodfield Mall Boy Scouts of America Discovery Outpost Grand Opening will be held May 31, 201. Mr. Thornton said that activities will be held in Center Court throughout the day. Mr. Thornton said the story was the 3 rd largest Googled item of the day. Mr. Thornton said that the National organization is very pleased and excited that these types of endeavors to broaden the appeal of Scouting are coming to fruition. Mr. Thornton said Owasippe Scout Reservation inspection will be held June 26, 2016 and encouraged the members to attend. Mr. Thornton thanked the members for all they do for Scouting and the Council. Mr. Andy Wallace moved to adjourn the meeting. Mr. Brian L. Kasal seconded the motion and the meeting was adjourned at 9:10a.m. Respectfully submitted, Matthew Thornton Secretary Approved: John C. Leonard, President Date