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Completeboardpackets BOARD OF TRUSTEES MEETING September 19-20, 2013 Omni Fort Worth Hotel 1300 Houston Street Fort Worth, TX (817)535-6664 http://www.omnihotels.com/FindAHotel/FortWorth.aspx NOTE: Assigned rooms subject to change, so please consult event monitors throughout hotel. In order to accommodate early flight departures, the meeting will adjourn promptly at 12 noon with no lunch provided. Thursday, September 19, 2013 MEETING ROOMS 300 – 5:00 PM Legislative Action Council (LAC) Stockyards 2 (LAC Members ONLY) (2nd Floor) 5:00 – 6:30 PM Welcome Reception Sundance II (3rd Floor) Friday, September 20, 2013 8:00 AM – 12:00 PM Board of Trustees Meeting Stockyards 1 (2nd Floor) BOARD OF TRUSTEES MEETING Friday, September 20, 2013 8:30 AM – 12:00 PM Omni Fort Worth Hotel (1300 Houston Street) Room: Stockyards 1 Fort Worth, Texas AGENDA TOPICS WELCOME DAVID ICKERT SECRETARY’S REPORT MIKE MITTERNIGHT 1) Approve Minutes of 6/18/2013 Board Meeting TREASURER’S REPORT TIM REYNOLDS 1) Updated Financials a) Income Statement b) Balance Sheet CHAIR’S REPORT DAVID ICKERT 1) Executive Committee STRATEGIC PLANNING COMMITTEE LARRY NANNIS NOMINATING COMMITTEE CHRIS HOLMAN ADVOCACY COOKIE DRISCOLL 1) Tax Policy 2) Economic Development 3) Environment and Regulatory Affairs 4) Health and Human Resources 5) Other Issues September 2013 NSBA Board Packet 2 Back to Agenda BOARD AGENDA PAGE 2 COMMUNICATIONS PEDRO ALFONSO 1) Media 2) Surveys and Mid-Year Economic Report 3) Communications Audit & Membership Survey MEMBERSHIP 1) Small Business Leadership Council ERIC TOLBERT a) Draft PowerPoint Presentation 2) New Health Program: TABS 3) Membership Update SMALL BUSINESS TECHNOLOGY COUNCIL JERE GLOVER SMALL BUSINESS EXPORTERS ASSOCIATION DAVID ICKERT COUNCIL OF REGIONAL EXECUTIVES ROB FOWLER OTHER BUSINESS ADJOURN September 2013 NSBA Board Packet 3 Back to Agenda MINUTES OF THE BOARD OF TRUSTEES MEETING June 18, 2013 Westin City Center Washington, D.C. Officers Present: David Ickert, Chair Chris Holman, Immediate Past Chair Tim Reynolds, Treasurer Pedro Alfonso, Vice Chair of Communications Cookie Driscoll, Vice Chair of Advocacy Eric Tolbert, Vice Chair of Membership/Marketing Board Members Present: Marc Amato Steve Millard Theron Cyrus ML Mackey Rob Fowler Tom Mathison Dan Galbraith Rick Murray Jere Glover Robert Schmidt Doyle Hayes Tom Secor Dave Huller Michael Stanek Cynthia Kay Sharon Toerek Board Members Absent: Jeff Gilling Paul Smiley Mike Mitternight Jeffrey Van Winkle Associate/Honorary Trustees Present: Keith Ashmus Marilyn Landis Deborah Rutledge David Stetler Cap Willey Others Present: Sante Ghetti, Council of Smaller Enterprises (COSE) Scott Lyon, Small Business Association of Michigan (SBAM) Brynn Popa, COSE Steve Shivak, SMC Business Councils Staff Present: Michael Berson Todd McCracken Molly Brogan Jody Milanese David Burton Patrick Post Rosa Wright September 2013 NSBA Board Packet 4 Back to Agenda Chair David Ickert called the meeting to order and announced that because of early flight departures, the meeting would adjourn promptly at 12:00 noon, with no lunch. Mr. Ickert thanked everyone for attending and announced that Maya MacGuineas, President of the Committee for a Responsible Federal Budget and a member of the Steering Committee for the Campaign to Fix the Debt would be the special guest speaker. SECRETARY’S REPORT In Mike Mitternight’s absence, Mr. Ickert presented the minutes from the March 18, 2013 board meeting held in Arlington, Virginia. It was motioned and seconded to accept the minutes as presented with one typographical correction. Motion carried. TREASURER’S REPORT Treasurer Tim Reynolds reviewed the April 2013 consolidated financial statement, noting that revenue and expenses are on-track as projected in the budget. He reported on the year-end audit and said other than the ongoing conflict regarding the posting of the lease payments, the audit came back with no adjustments. Mr. Reynolds explained that NSBA’s decision to report rent expenses on a month- to- month basis rather than averaging it over the term of the lease as suggested by the auditors continues to be the reason for a qualified opinion. He said that the auditors’ way would disrupt NSBA’s budgeting process, therefore, the board made a decision years ago to maintain the payment system in place. It was motioned and seconded to accept the consolidated financial statement and audit as presented. Motion carried. CHAIR’S REPORT Referencing the busy schedules of board members, Mr. Ickert thanked the board for their dedication to NSBA. He said the time, energy and finances set-aside to serve on committees and attend board meetings year- after- year shows invaluable dedication to the small-business community. Mr. Ickert also thanked the staff for their day-to- day juggling to get the various jobs done. He stressed the importance of maintaining old and establishing new relationships that will continue to enhance NSBA’s visibility and its vision which reflects the strategic plan that is currently in place. Concluding, Mr. Ickert announced that the next board meeting will be held Sept. 19-20, 2013 in Fort Worth, Texas. GOVERNANCE COMMITTEE / STRATEGIC PLANNING UPDATE Mr. Ickert said one of the primary issues for this year is the establishment of a leadership council. He said both the Strategic Planning and the Governance Committees have had several meetings since the March board meeting. Mr. Ickert said as part of NSBA strategic planning process, a general consensus was formed around the creation of a “Small Business Leadership Council,” to ensure that NSBA has active leadership, input, and activism from all parts of the country. Mr. Ickert, assisted by President Todd McCracken, said in order to lay the groundwork for a discussion about the formation and recruitment of this council, the Governance Committee has worked to form a more clearer understanding of the function and how it relates to the NSBA Board and committee September 2013 NSBA Board Packet 5 Back to Agenda structure, including whether Board and committee roles should be re-thought in light of the creation of this new organizational body. It was reported that after further discussion by the Governance Committee, the committee largely rejected the idea of re-shaping our current board structure, and recommends forming a new leadership council while keeping the current Board structure. Mr. McCracken explained that NSBA would form a new council, which could become a “farm team” for the Board, thereby making the Board more nationally representative over time. Mr. Ickert then presented some possibilities as suggested by the Governance Committee, and opened the floor for board discussion and questions. During the discussion, Mr. McCracken stressed that many of these ideas will require further discussion and action by other committees within NSBA (Membership and Communications), as many of the operational issues fall within their purview and are not strictly “governance” issues. Other members of the Governance Committee (Mr. Reynolds and Jere Glover) assisted with addressing questions and comments from the board. Board members were thanked for their helpful comments and input, and encouraged to submit additional thoughts regarding the formation of the council to Mr. McCracken. LEGISLATIVE UPDATE Cookie Driscoll reported that the Legislative Action Council (LAC) had a great meeting and asked each chair to give an issue update since the last meeting. Ms. Driscoll urged board members to review the informational materials provided. Tax Policy Theron Cyrus reported that the Tax Policy Committee will be revamping NSBA’s Fair Tax campaign, especially now with the IRS under so much scrutiny by recent congressional hearings and news reports. Mr. Cyrus said eliminating the IRS altogether will ensure that all taxpayers, including small businesses, are being treated fairly. He said the committee agreed the IRS’s unscrupulous behavior is all the more reason to further make the Fair Tax an NSBA public relations priority. Mr. Cyrus reported that after a long stretch in which Congress lurched from one fiscal fight to another – the fiscal cliff, the debt limit, sequestration, the chambers’ respective budget resolutions, and a continuing resolution to keep the government funded through the end of fiscal year 2013–non- budgetary issues are currently taking center stage on Capitol Hill. Concluding, he reported that the next opportunity for significant action on fiscal issues is likely to come later this summer as Congress and the White House attempt to reach another agreement on raising the federal debt ceiling. Mr. Cyrus said the current agreement expired on May 19, but Treasury took “extraordinary measures” that has allowed the government to stave off the risk of default on federal obligations until October or November. Economic Development ML Mackey reported that according to the most recent lending report from the U.S. Small Business Administration (SBA) Office of Advocacy, small-business lending increased for the first time in ten quarters. She said earlier this year, Sen. Mary Landrieu (D – La.) introduced the following NSBA- supported bills to enhance and improve the SBA’s small-business lending programs: the Commercial Real Estate and Economic Development Act of 2013; the Expanding Access to Capital for Entrepreneurial Leaders; and the Communicating Lender Activity Reports from the Small Business Administration Act. Ms. Mackey said all three bills remain in committee and have not been scheduled for markup. Referencing cybersecurity issues,
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