Board Of Directors Meeting Minutes, 12-19-2019

Access Ready Inc.
Board of Directors meeting

Date, 12-19-2019
Time, 7 pm EST
Place: Meeting by Conference call

1. Requests for board action from 11-01-2019 conflict of interest policy
2. Minutes of 9-19-2019
3. ARI – ARS Joint 2018-19 Summary and 2020 Strategic Plan Report
4. Policy on Database distribution restrictions
5. Board Committee mission statements establishment and rules

Meeting called to order by Chair-CEO Doug Towne at: 7:10 pm EST
In attendance
Elizabeth Campbell – Yes
Gust Dean Doulou Vice-Chair – Yes
Treasurer and CFO David Mickey Ellis – Yes, Non-voting
Stephen M. Handschu – No
DR Martin G. Lewis – No
Matthew Michaelis – No
Paul R. Michaelis PHD – No
Debra Roberts-Bellanti – No
Secretary Corey Saur – Yes, Non-voting
William (Chip) Smith – No
Mariano Tan – Yes
Chair-CEO Doug Towne – yes, Non-Voting
Carol Westlake – No

Quorum not present meeting informational only
Guests: None

** Consent Agenda
1. The Chair-CEO requests final approval of the attached requests for Board Action from 11-01-2019 the Conflict of Interest Policy
No action taken

* Information Agenda
* Board Secretary report
Correspondence: None

Minutes of 09-19-2019
No action taken

* Board Treasurer Report
Correspondence none
Accounting Report
David Ellis
See documents attached
Discussion
This is the last report before substantial revenue begins to show.

* Chair/CEO report
Correspondence: None
1. Attached you will find the ARI – ARS Joint 2018-19 Summary and 2020 Strategic Plan Report.
We have accomplished a lot, but not as much as I believe we should have. It is our hope that the summary fairly characterizes the last 15 months activities.
We have a lot of work to do and the 2020 Strategic Action plan sets the goals that follow up on the activities put in motion. Under New business I will be asking for your comments and approval of this report and plan.
2. We have completed our part of the 501(C)3 application and as this is written we have had no response from the attorney related to the filing with the IRS.

Discussion

3. We concluded negotiations with Commonlook and created a new contract with them to support the Strategy One Point Two program. This contract includes a great deal less revenue than their former cash commitment but does provide for a commission agreement with ARS that may far out strip the previous revenue agreement. The cash commitment is enough to fund the startup of the Access Ready Reporter newsletter, but little else. It does provide us with other information necessary to the creation of the newsletter.
4. We believe it is necessary to establish a policy that makes it impossible for ARI to sell, give or otherwise transmit our contact database to any party outside the organization. This is necessary because we are asking others to donate their contact databases to us to bolster the distribution of the Access Ready Reporter. Under new business you will have the opportunity to consider such a policy.
5. We have been blessed with an active and supportive Board for the most part. We believe it is time to ask each Board member to take a more active role under the chair they hold. We recognize that each member volunteers their time and only hope that each of you will find just a little more time to expand your efforts on behalf of Access Ready. Under new business you will have the opportunity to consider the Board Committee mission statements establishment and rules for each of the committees we hope to establish under your Chair positions. By doing this we hope to expand the involvement of others in our efforts.
6. Marketing PSA like the google add
7. Propose Gabrielle G. Ward to the Board as a new member

* Other Officer Reports: None

No action taken

* Special Information Report (S)
Passtime GPS report Doug
We are moving forward, and the proposed device will work for the purpose we have designed.

** Old Business: none

** New Business
1. The Chair-CEO respectfully requests adoption of the ARI – ARS Joint 2018-19 Summary and 2020 Strategic Plan Report.
2. The Chair-CEO respectfully requests that the Board consider a policy on database distribution restrictions
3. The Chair-CEO respectfully requests consideration of the Board Committee mission statements establishment and rules for each Board committee established under the Chair of each Board member.
4. The Chair-CEO respectfully requests the Appointment of Gabrielle G. Ward to the Board of Directors as Chair of Future Engagement. This position is intended to engage youth, (people 30 or younger)

No action taken on any of the 4 items.
** General discussion
We discussed altering the bylaws to lower the quorum requirements and changing to a Board meeting every 4 months instead of quarterly. Our meetings would be in February, June and October. There was general agreement on this point.

** Next meeting Date and time: Assuming the changes to the bylaws are approved the next meeting, day and time will be Thursday February 20 at 7 PM EST by conference call.
Discussion none

*** Adjournment
Meeting was adjourned by the Chair-CEO at 8:10 pm