Board of Directors Meeting DRAFT MINUTES Saturday, September 17, :30 5:30 pm Loews Madison Hotel, Washington, DC

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Board of Directors Meeting DRAFT MINUTES Saturday, September 17, 2016 3:30 5:30 pm Loews Madison Hotel, Washington, DC 1.

Those in attendance included: Carol A. Rhea, FAICP Cynthia A. Bowen, AICP Valerie J. Hubbard, FAICP Ann C. Bagley, FAICP Kara W. Drane, AICP Courtenay D. Mercer, AICP Rodger H. Lentz, AICP Wendy D.

1 Board of Directors Meeting DRAFT MINUTES Saturday, September 17, :30 5:30 pm Loews Madison Hotel, Washington, DC 1.0 Call to Order, Roll Call, Review and Adoption of Agenda Order At 3:30pm, the meeting was called to order by Ms. Carol Rhea. Mr. Kurt Christiansen took roll call. Those in attendance included: Carol A. Rhea, FAICP Cynthia A. Bowen, AICP Valerie J. Hubbard, FAICP Ann C. Bagley, FAICP Kara W. Drane, AICP Courtenay D. Mercer, AICP Rodger H. Lentz, AICP Wendy D. Shabay, AICP Wendy E. Moeller, AICP Brian Campbell, FAICP Kurt E. Christiansen, FAICP Shane E. Burkhardt, AICP Linda Amato, AICP Ellen Forthofer President President-Elect Board Director/AICP President Board Director Elected From Region I Board Director Elected From Region II, Treasurer Board Director Elected From Region III Board Director Elected From Region IV Board Director Elected From Region V Board Director Elected From Region VI, Secretary CPC Advisor to the Board DC Advisor to the Board SRC Advisor to the Board W. Shedrick Coleman and Fleming A. El-Amin, II, AICP were not in attendance. Staff members in attendance included Jim Drinan, Harriet Bogdanowicz, Deene Alongi, Mike Welch, Monica Groh, Mark Ferguson, Felicia Braunstein, Jeff Soule, Karl Schmidt, Jason Jordan, David Rouse, Carolyn Torma, Liz Lang and Renee Kronon-Schertz. Adoption of Agenda and Consent Agenda Ms. Rhea asked for adoption of the agenda and the consent agenda, which included Board of Directors Meeting Minutes, July 2016 [Exhibit 1.1]; Fellowship Committee Report [Exhibit 1.2]; Planning Officials Committee Report [Exhibit 1.3]; Amicus Curiae Committee Update [Exhibit 1.4]; Comprehensive Plan Standards Task Force [Exhibit 1.5]; Water Working Group [Exhibit 1.6]; Leadership Development Task Force [Exhibit 1.7]; Emerging Issues Task Force [Exhibit 1.8]; Conference Site Selection for NPC [Exhibit 1.9]; Governance Committee [Exhibit 1.10]; Great Places in America Task Force [Exhibit 1.11]; Education Task Force [Exhibit 1.12]; Future Meetings Schedule [Exhibit 1.13]; MOTION: It was MOVED and SECONDED to approve the consent agenda with the removal of the Governance Committee report. The motion PASSED. The Board identified the following changes to the bylaw revisions which were discussed in the Governance Committee report: A roll call will replace a secret ballot. 7.1 Composition of committees and task forces will be placed in the policy manual.

2 Members of the committees and task forces is subject to Board ratification, and non-board members are allowed to be Chairs. 8.2 Wording was added to specify Foundation Board Directors instead of Board Directors. 8.3 Clarification was made that the Foundation Board may appoint a variety of committees. 9.1 With regard to chapter dissolution, wording was added for the CPC s review and recommendation. Additional recommendations recommended by the CPC to the bylaw revisions include: 9.5 the removal of Sections shall elect a Section Director as presiding officer. 9.8 change officers and executive committee to leadership structure : Chapter bylaws shall provide for a leadership structure, which may include a board, officers and/or an executive committee. Bylaws shall specify the duties (of each entity within) the leadership structure (and of all officers) 12.2 in the title of this section, replace conference with delegate assembly Clarifying references in the bylaws to planning policies versus organizational policies of the Board. There was discussion about the question of requiring a Director to chair some committees but not others. By removing that requirement of having all committees chaired by Board members, the proposed revision intends to give the President more flexibility and provide more leadership opportunities for APA members. The Governance Committee will add to the bylaws that the APA President may also appoint a Board member to act as a liaison to each committee. MOTION: It was MOVED and SECONDED to send the bylaw changes back to the Governance Committee for updating. The new version will be sent to the Board for an vote. The motion PASSED. The deadline to submit the final version of the bylaw revisions for the January edition of Planning magazine is November 1, A comment was made after the Consent Agenda was approved, that the Education Task Force matrix, as presented in exhibit 1.12, will be discussed by the Board and Commission at the February 2017 retreat. 2.0 Strategic/Generative Discussion 2.1 Leading Change Board members completed an organizational assessment survey anonymously. The results, and the broader topic of Board self-assessment, will be discussed at the February 2017 retreat. 2.2 Partnerships and the HUD Prosperity Playbook The Board discussed the HUD Prosperity Playbook which can help cities address the needs of underserved communities by expanding access to opportunity. APA is a core partner in the initiative. As part of the project, The National League of Cities has established a Communities of Practice model which will propagate the best practices identified in this effort and continue to convene municipal officials from invited cities to discuss related issues even after the formal launch of the Playbook in November. While the five original host cities were larger metropolitan areas, the September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 2

3 convenings were aimed at regional conversations which included suburban and smaller communities. Affirmatively Furthering Fair Housing (AFFH) compliance includes regional work as a requirement. It is anticipated that the five cities selected for the Prosperity Playbook would help create the regional framework. The Prosperity Playbook may affect APA s agendas, priorities, and efforts associated with the development of a research agenda, Foundation initiatives aimed at social equity, or policy development. In addition to HUD, The EPA and other federal agencies are also interested in working with APA around equity and growth issues. The conversation will continue regarding who will manage the efforts. Since the topic is cross-functional, a task force may be established with members of the Legislative and Policy Committee, APA component leaders, Foundation board members, volunteers involved in shaping APA s research agenda, and staff. Because APA s potential work on Prosperity Playbook cuts across departments and existing programs, it may offer an opportunity to advance APA and planning as a leader in addressing equity challenges, while also integrating efforts across internal and external constituencies. The results of the project might also integrate well with CPATs. 2.3 PAB Chair s Report Barry Nocks, FAICP, Chair of PAB and Paulette Bracy, Ph.D., Chair of the Standards Committee, presented an overview of the process and substance of the proposed amendments. Numerous goals, as outlined in the report, were discussed. One of the most important items accomplished was to build relationships with PAB, APA and AICP boards. Mr. Nocks successor as PAB Chair will be Bruce Knight, FAICP. The proposed amendments to the PAB Accreditation Standards will be released for public comment in November. The Board was pleased with this work, especially in the area of diversity. The schools who are successful in recruiting a diverse student body are those schools, like Cal Poly, that work with the community. The Board requested a more detailed budget from PAB; one that includes expenses like site visits and salaries. Also, an explanation is requested of the growing cash balance and the need to increase dues. MOTION: It was MOVED and SECONDED to accept the informational report as presented by PAB. The motion PASSED. MOTION: It was MOVED and SECONDED to refer standards back to the Diversity committee for review. The motion PASSED. 2.4 Water Specialty Conference Mr. Rouse requested guidance from the Board on moving forward with a Water Specialty Conference. Preliminary thoughts are that the conference would not generate revenues to completely cover expenses. A conference could have a variety of models. One possibility is to piggyback on another event like One Water Summit, sponsored by U.S. Water Alliance. It is anticipated that if a conference is held, it would be in attendees were projected, which would include members and nonmembers who have interest in the subject of water. The conference, if moving forward, could be promoted and marketed to organizations outside planning. Staff will collaborate around strategies for marketing and leveraging APA advocacy/policy goals in a potential conference program. MOTION: It was MOVED and SECONDED to authorize staff to proceed as outlined in the proposal. The motion PASSED. September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 3

4 3.0 Development Plan and Budget Committee 3.1 Revised Action Plan The FY2016 Action Plan will be complete at the end of the fiscal year (September 30, 2016). Several actions from the 2016 plan will continue into the 2017 plan. MOTION: It was MOVED and SECONDED that the Board adopt the FY2017 action plan. The motion PASSED. 3.2 Recommended FY2017 Budget Ms. Bowen discussed the recommendations from the Development Plan and Budget Committee regarding the FY2017 budget. Glenn Larson and Carol Rhea sat in on the committee calls. The 2.3% cost-of-living increase in the budget will be in addition to the small dues increase expected as part of making PAS a member benefit next year. It was requested that in future reports, APA membership counts be broken down by member type. And, it was requested that future financial tables include previous year actuals and budget. Showing more details for big-budget line items was requested. Going forward, the Board will consider a formal policy to develop a target for the percentage of APA s operating expenses to be in reserves, or fund balance. The Development Plan and Budget Committee will work with staff to report back to the Board with recommendations on establishing a policy on the fund balance. Mr. Drinan reminded the Board that it is their fiduciary responsibility to understand the budget before voting, and reminded the Board that all questions are welcomed. MOTION: It was MOVED and SECONDED that the Board approve the budget for FY2017 as recommended by the Development Plan and Budget Committee. The motion PASSED. The Board moved in to Executive Session, and continued the regular Board meeting on Sunday, September 18, Board of Directors Meeting Day 2 Sunday, September 18, :30 10:45 am Loews Madison Hotel, Washington, DC 4.0 Call to Order, Roll Call The meeting was called to order by Ms. Rhea at 8:33am ET on Sunday, September 18, Mr. Christiansen took roll call. Those present included: Carol A. Rhea, FAICP Cynthia A. Bowen, AICP Valerie J. Hubbard, FAICP President President-Elect Board Director/AICP President September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 4

5 Ann C. Bagley, FAICP Fleming A. El-Amin, II, AICP Kara W. Drane, AICP Courtenay D. Mercer, AICP Rodger H. Lentz, AICP Wendy D. Shabay, AICP Wendy E. Moeller, AICP Brian Campbell, FAICP Kurt E. Christiansen, FAICP Shane E. Burkhardt, AICP Linda Amato, AICP Ellen Forthofer Board Director Elected From Region I Board Director Elected From Region II Board Director Elected From Region III Board Director Elected From Region IV Board Director Elected From Region V Board Director Elected From Region VI CPC Advisor to the Board DC Advisor to the Board SRC Advisor to the Board W. Shedrick Coleman was not in attendance. Staff members in attendance included Jim Drinan, Harriet Bogdanowicz, Deene Alongi, Mike Welch, Monica Groh, Mark Ferguson, Felicia Braunstein, Jeff Soule, Karl Schmidt, Jason Jordan, David Rouse, Carolyn Torma, Liz Lang and Renee Kronon-Schertz. 5.0 Adoption of Agenda The agenda was approved at yesterday s Board meeting (Saturday, September 17, 2016). 6.0 Officer Reports 6.1 President s Report Ms. Rhea and the Executive Committee have met numerous times. Ms. Rhea discussed her upcoming travel schedule. She is hopeful that many Board members can participate in the kick-off events for Great Places in America and promote National Community Planning Month. In advance of Quito, Ms. Rhea has had numerous calls with the Global Planners Network. Approximately 20 APA members will be in Quito. Any Board member planning to attend should contact staff. 6.2 Secretary/Treasurer s Report Mr. Christensen stated that the minutes from the July 2016 Executive Session had not yet been adopted. Motion: It was MOVED and SECONDED to adopt the minutes from the July 2016 Executive Session in Chicago. The motion PASSED. 6.3 Executive Director s Report Mr. Drinan discussed his report to the Board, which included information on the website upgrade, membership, the budget, AICP, the Foundation, PAS, China and other initiatives. While membership is slightly down, certified members and dues are tracking to be ahead of budget. MOTION: It was MOVED and SECONDED to approve recording of additional expense of up to $200,000 in FY2016 to write off bookstore inventory if recording those expenses would result in a net surplus in the range of $250,000 to $500,000. The motion September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 5

6 PASSED. The Board requested that staff provide detailed tracking of membership by categories as the new student program should be tracked differently than other members. Communication to members about PAS will be important. Staff is currently working on converting materials to be a resource to members where a search can be performed by topic. Ms. Rhea gave an overview about China at the last Board meeting, and Mr. Drinan provided detailed information in his report to the Board. He encouraged the Board to review that report and refer any questions to staff. 7.0 Component Group Action Reports 7.1 AICP President Ms. Hubbard discussed the AICP exam update planned for the coming year. The AICP bylaws proposed revisions will be published at the same time as APA s. AICP will have an ongoing discussion about globalizing the credential, but noted that AICP will be administered in the same way inside or outside the United States. The Commission will review CPC feedback on the AICP Candidate program, and make a decision by the November 2016 Commission call. 7.2 Chapter Presidents Council Chair CPC approved the APA bylaws revision, with some minor changes described above, to allow for better Chapter administration and organization. The CPC recommended removing the one-year discount on experience from the AICP candidate program. The CPC also recommended expanding to non-pab schools. Mr. Burkhardt updated the Board on CPC committee work. The CPC requested training on how to run a nonprofit. Ms. Bowen, Chair of APA s Leadership Development Task Force, informed all present that a new series of modules developed by her committee will address how to run a nonprofit. The CPC approved the recommendation by the Student and New Planner Task Force. The CPC committees gave positive feedback about staff s participation, and appreciate the communication and interaction with the Chapter Presidents. Mr. Drinan inquired about the enforcement of the chapters new minimum performance standards. He stated that there is a shared responsibility for an underperforming chapter and remediation may benefit that chapter. Mechanisms should be in place before a chapter is de-certified. Mr. Burkhardt stated that while the CPC may bring forth chapters failing to meet their fiduciary responsibilities, the CPC will provide assistance and possibly intervene to improve a chapter s performance before decertifying is considered. The CPC will not only work with chapters that are underperforming, but will also seek to provide assistance to chapters who want to improve. Ms. Rhea requested that if the CPC comes to the Board with the recommendation of de-certifying a chapter, a plan be in place for those planners who will be displaced. 7.3 Divisions Council Chair Ms. Amato updated the Board on actions and recommendations taken from the Divisions Council business meeting including formal motions showing support for the Student and New Planner Task September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 6

7 force as well as the AICP Candidate Program. The Divisions Council asked for help from staff to develop a marketing plan and strategy for division marketing collateral at NPC. Banners and business cards would be helpful. Also requested were templates for their annual performance reports. The DC has worked closely with CPC, and both components met in July to talk about joint initiatives. DC and CPC concluded that The Sharing Economy will be the 2017 initiative. Breanne Rothstein and Rob Kerns will lead the efforts. Staff members Jason Jordan and Jeff Bates could assist. MOTION: It was MOVED and SECONDED that the Board approve the following name changes: Planning and Women Division to Women and Planning Division Gays and Lesbians in Planning to LGBTQ and Planning The motion PASSED. 7.4 Student Representatives Council Chair Ms. Forthofer updated the Board on actions and recommendations taken from their business meeting including formal motions showing support for the Student and New Planner Task force as well as the AICP Candidate Program. Ms. Forthofer discussed the items currently being addressed by the SRC committees. The SRC is excited about partnering with DC on the Smart City competition. All finalists will be invited to NPC to present their project. The winner will be presented with a $1,000 prize. The SRC plans on sponsoring some of the expenses of a social event at NPC. The SRC will enact PSO registration deadlines instead of using rolling admissions. This change will allow for PSOs to get on the same schedule and get them to talk and think about the same thing at the same time. 8.0 Committee and Task Force Reports (Action and Discussion Items) 8.1 Student and New Planner Task Force Mr. Hitchings reviewed the report from the Student and New Planner Task Force report. The Board discussed the auto-renew option, and wondered if it could be confusing for it to begin, then stop. Mr. Hitchings agreed that the process needs to be communicated well, and that staff is looking at, and planning for, a strategy. Mr. Drinan asked if the years of membership requirement of Life membership included the time a member invests as a student member. Karl Schmidt, Director of Membership, stated that membership has one join date, so the time a member invests as a student would count toward the eligibility requirement for Life membership. Finally, Mr. Hitchings stated that all components (DC, SRC and CC) approved the proposal. MOTION: It was MOVED and SECONDED that the Board approve the recommended membership structure for student and new members of APA. The motion PASSED. September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 7

8 8.2 Diversity Task Force Mr. El-Amin discussed the future of the Ambassadors Program. Since the Board approved a pilot program in fall of 2015, the program has received over 100 applicants and 67 events have been reported. The program targets not only colleges, but communities, cultural festivals, national community planning events, etc. The task force has relied on Chapters to help with volunteers and reporting. For those that attended, the results were positive, with more than half of participants reporting more interest in the profession. The program will now go national with a targeted marketing period from October to December. Each ambassador will be required to do two events from January to December. The task force recommends another evaluation in It was requested that we continue to refine participant surveys used for performance metrics, and consider including more demographic information in future surveys of program participants, possibly including LGBTQ and gender. To make it easier for ambassadors, the materials will be put in to a toolkit which would be helpful especially when going to a school. Videos targeting various age groups would be a great communications tool. This program could possibly integrate into other outreach activities such as AICP, Foundation, Membership Committee, etc. and should not be compartmentalized. Staff and other resources may be added to support the program. MOTION: It was MOVED and SECONDED that the Ambassadors program change from pilot to an ongoing program. The motion PASSED. 8.3 Membership Committee Ms. Mercer presented the committee s report to the Board, which discussed the retirement age for APA members, salary-based dues and member recognition programs. While the number of people retiring early is decreasing, losing members because of early retirement was a concern for some Board members. APA needs to track those members and come up with solutions on how to engage and retain them. A benchmarking exercise was performed as to what other organizations were doing with their retirement age (6 of 7 organizations had the retirement age of 65 or higher), and also the impact of changing the retirement age. Allowing retired members to pay the unemployed dues for up to five years might bridge the gap. Since unemployed implies that a person is actively seeking work, another category (for example, transitional or inactive ) might be considered for those who have retired, but do not want to label themselves as unemployed. The Board requested that staff improve information on the website to more actively promote the eligibility of members in transition to retired member status. The Board also requested to communicate this information to members regularly, and that the information be easy to find on APA s website. A vote on the motion put forth by the Membership Committee was taken. MOTION: It was MOVED and SECONDED that the Board affirm the retirement eligibility age of 65 for APA retired membership. The motion PASSED. The Membership Committee report submitted to the Board for this meeting will be updated to reflect the following members: Courtenay D. Mercer, AICP, Chair Marissa Aho, AICP September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 8

Shane E. Burkhardt, AICP Kurt E. Christiansen, FAICP W. Shedrick Coleman Kara W. Drane, AICP Fleming A. El-Amin, AICP Ellen Forthofer Deborah L. Myerson, AICP 8.

9 Shane E. Burkhardt, AICP Kurt E. Christiansen, FAICP W. Shedrick Coleman Kara W. Drane, AICP Fleming A. El-Amin, AICP Ellen Forthofer Deborah L. Myerson, AICP 8.4 Legislative and Policy Committee The three new policy guides that were approved in prior meetings are Health, Social Equity/Inclusive Growth and Housing. The Health guide will be ready for New York NPC. Other topics for policy guides, including Sharing Economy, will be reviewed. The committee is evaluating the process of adopting guides and working with members. The CPC and DC are involved in the process New Business Outgoing president, Carol Rhea, was presented with two gifts, one being a donation in her name to the APA Foundation. Ms. Rhea thanked the Board and stated that she will work with incoming president, Cynthia Bowen, on a smooth transition Adjournment MOTION: At 10:30am, it was MOVED and SECONDED that the Board adjourn. The motion PASSED. September 17-18, 2016 Board of Directors Meeting Minutes DRAFT Exhibit 3.1 Page 9

Miami Retreat Notes (January 20-22, 2016)

Miami Retreat Notes (January 20-22, 2016) Thursday, January 21, 2016, Workshop Sessions: All Commissioners present except Ms. Vargas. Pro-Bono Work for CM credits This topic is a priority based on the