--- Approved at the September 14, 2010 meeting. ---
Chimney Safety Institute of America
Board of Directors Meeting
May 7, 2010
President Brooks called the meeting of the Chimney Safety Institute of America Board of Directors to order at 8:00 a.m.
Directors Present: Eric Adair, Randy Brooks, Robert Huta, John Meredith, Steve Pietila, John Pilger, Bo Tasso, Jay Walker, Howard Rowell (ex-officio)
Directors Absent: Tom Urban (excused)
Staff Present: Mark McSweeney, Judy Thompson, Melissa Heeke, Ashley Eldridge, Sara Sichting, Art Garrett (via conference call)
A motion was made by Bo Tasso and seconded by Jay Walker to accept the February 2010 minutes of the Chimney Safety Institute of America. Voting in favor: All in favor. Motion carries.
President’s Report: As presented by Randy Brooks. He added that he is pleased with the progress made during the board’s planning workshop facilitating our five year strategic plan.
Treasurer’s Report: Submitted by Tom Urban. Presented by Judy Thompson.
A motion was made by Robert Huta and seconded by John Pilger to accept the Treasurer’s Report as presented. Voting in favor: all in favor. Motion carries.
Executive Director’s Report: As submitted by Mark McSweeney. He added that the organization’s customary two-year legal audit will take place on May 11 and the staff’s planning retreat will take place on May 24-25. Additionally, moving forward, all certification forms will ask for legal company name. McSweeney added that several plans for securing the shuttle van are being considered. Several options for incorporating the iron gates for Sweeps Week were also discussed.
Legal Report: As presented by Art Garrett.
A motion was made by Bo Tasso and seconded by Jay Walker to accept the consent agenda as presented. Voting in favor: All in favor. Motion carries.
Old Business
CSIA Master Sweep Program
A discussion was held during the board’s annual planning session including review of survey responses and the Master Sweep program will not be pursued in the foreseeable future.
CSIA Educational Discount Program
A discussion was held regarding potential discounts benefitting both single owner-operators and multi-employee companies.
Bylaws Proposal re: Number of Directors
A motion was made by Robert Huta and seconded by Steve Pietila to amend Article II, Section 1 of the bylaws as follows:
ARTICLE II: DIRECTORS
SECTION 1. NUMBER; CLASSES. The affairs of the Institute shall be controlled and administered by a Board of Directors, which shall be composed of nine (9) eleven (11) members. The Directors shall be divided into two classes designated as Term 1 or Term 2 Directors. The number of Term 1 Directors shall be four (4) five (5) and the number of Term 2 Directors shall be five (5) six (6). The immediate past president shall be a member of the Board of Directors as a voting Director if his or her term as a Director has not expired, or as a non-voting Director if his or her term has expired.
Voting in favor: Eric Adair, Robert Huta, Steve Pietila, Bo Tasso and Randy Brooks. Voting against: John Meredith, John Pilger and Jay Walker. Motion fails.
A motion was made by John Pilger and seconded by John Meredith for reconsideration for the previous motion. Voting in favor: Eric Adair, Randy Brooks, Robert Huta, John Meredith, Steve Pietila, John Pilger, Bo Tasso, Jay Walker. Motion to reconsider carries.
A motion was made by Robert Huta and seconded by Steve Pietila to amend Article II, Section 1 of the bylaws as follows:
ARTICLE II: DIRECTORS
SECTION 1. NUMBER; CLASSES. The affairs of the Institute shall be controlled and administered by a Board of Directors, which shall be composed of nine (9) eleven (11) members. The Directors shall be divided into two classes designated as Term 1 or Term 2 Directors. The number of Term 1 Directors shall be four (4) five (5) and the number of Term 2 Directors shall be five (5) six (6). The immediate past president shall be a member of the Board of Directors as a voting Director if his or her term as a Director has not expired, or as a non-voting Director if his or her term has expired.
Voting in favor: Eric Adair, Randy Brooks, Robert Huta, John Meredith, Steve Pietila, John Pilger, Bo Tasso, Jay Walker. Motion carries.
New Business
John Pilger introduced the following potential future amendment to the bylaws:
ARTICLE II: DIRECTORS
SECTION 1. NUMBER; CLASSES. The affairs of the Institute shall be controlled and administered by a Board of Directors, which shall be composed of a minimum of nine (9) and a maximum of eleven (11) members. The Directors shall be divided into two classes designated as Term 1 or Term 2 Directors. The number of Term 1 Directors shall be four (4) or five (5) and the number of Term 2 Directors shall be five (5) or six (6). The immediate past president shall be a member of the Board of Directors as a voting Director if his or her term as a Director has not expired, or as a non-voting Director if his or her term has expired.
Randy Brooks nominates Mark Stoner as a Term 1 director. A motion was made by Jay Walker and seconded by Bo Tasso to elect Mark Stoner to the board as a Term 1 director. Voting in favor: Randy Brooks, Robert Huta, John Meredith, Steve Pietila, John Pilger, Bo Tasso, Jay Walker. Abstaining: Eric Adair. Motion carries.
Randy Brooks presented the following slate of committee chairs:
Affiliated Trades Victor Imgarten
Certification John Pilger
CEU Bo Tasso
Ethics Jeremy Biswell
Finance Tom Urban
Governance Howard Rowell
Long Range Planning John Pilger
Product Acceptance Eric Adair
A motion was made by Robert Huta and seconded by John Pilger to accept the slate of committee chairs as presented. Voting in favor: all in favor. Motion carries.
Evaluation of Ongoing CSL Partnership
Eric Adair presented an update on the Creosote Sweeping Log’s CSIA Accepted Product status. Product packaging states that an annual inspection and mechanical sweeping by a CSIA Certified Chimney Sweep is recommended. The board continues to support the committee’s recommendation for product acceptance.
Annual Consideration of Conflict of Interest Disclosures
Eight of ten directors submitted their annual disclosure statements. The remaining disclosure statements are anticipated within the coming weeks.
Class icons on www.CSIA.org
A motion was made by Bo Tasso and seconded by John Pilger to add certification number and certification since date to the information block displayed per credential-holder and to sort default results of the CSIA Find a Certified Professional locator by 50-mile radius, then by number of certification and educational icons in addition to allowing end users to search by distance, certified since date (CCS or CDET) and alphabetically by company. Voting in favor: Eric Adair, Randy Brooks, Robert Huta, John Meredith, Steve Pietila, John Pilger, Bo Tasso, Jay Walker. Motion carries.
Set Date for Annual Budget Meeting
The next meeting of the Chimney Safety Institute of America will be held at the CSIA Technology Center on September 14, 2010.
A motion was made by Jay Walker and seconded by John Meredith to resolve that the organization continues to operate the financial functions as approved in the FY09-10 budget for a period of 30 days into FY10-11 if the board is unable to approve the FY10-11 budget prior to August 31, 2010. Voting in favor: Eric Adair, Robert Huta, John Meredith, Steve Pietila, John Pilger, Bo Tasso, Jay Walker, Randy Brooks. All in favor. Motion carries.
A motion was made by Bo Tasso and seconded by John Pilger to adjourn the meeting of the Chimney Safety Institute of America. Voting in favor: All in favor. Motion carries.
The meeting was adjourned at 10:20 a.m.
APPROVED at the September 14, 2010 meeting.