NATIONAL BOARD OF DIRECTORS MEETING Friday, June 22, 2012 NASW National Office Washington, DC. Sheryl Brissett-Chapman Joseph Monahan

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1 NATIONAL BOARD OF DIRECTORS MEETING Friday, June 22, 2012 NASW National Office Washington, DC Present: Excused: Staff: Guests: PARTICIPANTS Jeane Anastas, President Darrell Wheeler, Vice President Diana Stroud, Treasurer Lawanna Barron, Secretary Susan Bair Egan Larry Betcher Mary McCarthy Sheryl Brissett-Chapman Joseph Monahan Teri Cardwell Sarah Petela Eleni Carr Anna Scheyett Barbara Conniff Paula Taylor Victor Manalo Josephine Tittsworth Carmelina Gilberto Herb Grandbois Guadalupe Lara Robin Mama Elizabeth Clark, Chief Executive Officer Becky Corbett Anne Camper Elizabeth Hoffler Carolyn Polowy Tony Benedetto, Executive Vice President, NASW Assurance Services, Inc. Rilla Murray, Chair, Council of Chapter Executives April Steen, Chair, Council of Chapter Presidents

2 CALL TO ORDER NATIONAL BOARD OF DIRECTORS MEETING Friday, June 22, 2012 NASW National Office Washington, DC DRAFT SUMMARY OF ACTIONS/MINUTES The meeting was called to order by President Jeane Anastas at approximately 1:30pm. A brief welcome was extended and the agenda was approved. REVIEW OF AGENDA (Conniff/Manalo) To accept the revised general agenda and consent agenda. Comment: Items on the consent agenda were: (1) Minutes of the April 11, 2012 Board of Directors Meeting and (2) the FY Program Progress Report. PRESIDENT S REPORT President Anastas referred to her report at the Annual Meeting of the Members and provided brief additional remarks about her attendance at the National Partnership for Women and Families Annual Luncheon honoring Secretary of State Hillary Clinton. EXECUTIVE DIRECTORS REPORT Executive Director Dr. Elizabeth Clark provided the Board with an update on the upcoming Hope Conference. She noted that there were limited registrations still available and that the hotel was almost completely full. Of the nearly 1,000 people attending thus far, nine countries and 49 states are represented. In early June, two posters were installed at the Woodley Park metro stop and they will remain up until the end of July. NASW will also have a diorama installed at the Reagan National Airport baggage claim closer to the conference dates. Dr. Clark mentioned the new NASW News layout. The News layout has not been updated in ten years and NASW was pleased to release the new design in May On the political front, Dr. Clark stated that NASW PACE officially endorsed President Barack Obama on April 24, 2012 once he received the number of delegates to be the Democratic nominee for the Presidential Election. The Association will engage in a number of mobilization activities including a phone bank beginning in August.

3 TREASURER S REPORT Statements of Financial Position (Cardwell/Taylor) To receive the financial statements as of May 31, 2012 as presented. NASW Treasurer, Diana Stroud, reported that NASW s total asset position was $13.9 million. Overall assets have decreased by $1.6 million from the same time last year due to a decrease in cash and investments. Investments decreased due to unrealized losses from changes in the global stock market. Cash decreased due to a $1.3 million dividend received from ASI in November 2010, most of which was held in savings as of May 31, 2011, to fund planned organizational restructuring in June Revenue year-to-date is $15.7 million. Dues revenue is $9.0 million, a decrease of $49,000 from same time last year. Year-to-date expenses totaled $15.2 million, a decrease of $362,000 from the budget. This decrease is due to cost containment efforts. There was also an increase of $375,000 in expenses from prior year due to $112,000 in grants given to chapter for recruitment and retention efforts and a SharePoint project which benefits the national office and the chapters. ELECTION OF ASI BOARD MEMBER Per bylaws, the NASW National Board elects the Board members of NASW Assurance Services, Inc. (ASI). NASW Treasurer, Diana Stroud was nominated by ASI as a result of her extensive knowledge and experience with the Association. The timing is fitting as Ms. Stroud is set to rotate off the NASW National Board on June 30, 2012 and can transition into a three year board term with ASI. Her term will on the ASI Board extends through June 30, (Wheeler/Carr) To elect Diana Stroud to serve as an ASI Board member from July 1, 2012 June 30, BYLAWS COMMITTEE REPORT Reporting for the Bylaws Committee, Mary McCarthy discussed the revision of the existing Bylaws Article XIII, to reflect the complex business and organizational responsibilities of the leading staff decision maker of the Association. The current language under Article XIII is as follows:

4 The Board of Directors shall have the power to create such staff positions as are necessary for the conduct of the Association s business. It shall appoint an Executive Director who, under the supervision of the Board of Directors and in line with personnel policies and practices established by the Board of Directors, shall have the authority to employ, assign, detail, and release all staff of the association except as limited in Article XII.I. The current language under Article XIII would be replaced with the following: The Board of Directors shall have the power to create such staff positions as are necessary for the conduct of the Association s business. It shall appoint a Chief Executive Officer who, under the supervision of the Board of Directors and in line with personnel policies and practices established by the Board of Directors, shall have the authority to employ, assign, detail, and release all staff of the association except as limited in Article XII.I. (McCarthy/Cardwell) To accept the amendment to Bylaws Article XIII. (Cardwell/Conniff) To move into Executive Session to receive reports on actions taken by the NASW Executive Committee. EXECUTIVE SESSION (Scheyett/Cardwell) To end Executive Session. PROPOSED CHANGES TO THE NASW ELECTION STARNDARDS AND PROCEDURES FOR NATIONAL LEADERSHIP Linda Moore, Chair of the National Committee for Nominations and Leadership Identification (NCNLI), submitted on behalf of the committee a number of proposed changes to the Election Standards. The Election Standards were last revised in The purposes of the proposed revisions are: to update the Election Standards to ensure that it reflects the electronic process of candidate submissions and voting; to ensure the manual reflects current procedures and practices of NCNLI; and to correct typographical and grammatical errors and to clarify sections of the manual that have been unclear or conflicting.

5 (McCarthy/Wheeler) To approve the proposed changes to the NASW Election Standards and Procedures for National Leadership as amended. (Cardwell/Conniff) ADJOURN To move into Executive Session. (Scheyett/Wheeler) To adjourn Executive Session.