WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, Embassy Suites Hotel Denver International Airport Denver, Colorado.

Transcription

1 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Salon I

2 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado AGENDA Opening Remarks, 1:30 pm March 4, 2011 Lorie Apperson 1. Director Reports Lorie Apperson & Directors 2. Minutes of September 11, 2010 Board Meeting Paul Fuchsel 3. Financial Reports Paul Fuchsel A. February 28, 2011 Preliminary Financial Report B Auditor C. Chart of Accounts 4. WSA Committees/Policy & New Members Tom Keljo & Committee Chairmen A. Annual Meetings Jerry Righthouse B. APM Membership Development Committee Pat Corey C. Communication Committee Rod Seay D. Education Projects Committee Harvey Brooks E. Educational Seminar Committee John Lewis F. Executive Committee Lorie Apperson G. Membership Committee Brian Brooks H. Networking Committee Mike Isaacson I. Past Presidents Advisory Council Tom Sellers J. Product Purchasing Committee Tom Keljo K. Revenue Committee Paul Fuchsel L. Revenue Enhancement Committee Paul Fuchsel M. Technology Committee Bill Montero Page 1 of 2

3 5. Industry Partnerships A. Survey of Operations Program Jerry Righthouse B. UL Sign Industry Business Panel Jerry Righthouse 6. Financial Management Paul Fuchsel A. FY Financial Management Plan B. FY Fiscal Year Budget Slate of Officers Tom Sellers 8. Other Current & New Business Lorie Apperson 9. Critique of Mid-Year Board of Directors Meeting Lorie Apperson 10. Next Board of Directors Meeting Lorie Apperson 11. Proprietary Discussions Lorie Apperson Conclude meeting approximately 6:00 pm Friday March 4, Page 2 of 2

4 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Board of Directors Decision List The Board of Directors will review many agenda items during its March 4, 2011 mid-year meeting. Discussion topics on this list require a decision by the Board or specific direction regarding how to proceed with the matter or project. It is possible other agenda items will require Board action after discussion. Agenda Decision Item Made Description # 2.A. September 11, 2010 Board Meeting Minutes # 2.B. Board Meeting Summaries # 3.A. February 28, 2011 Preliminary Financial Report # 3.B Auditor # 3.C. WSA Chart of Accounts # 4.3. Ratify New Committee Members # 4.A Annual Meeting reports # 4.A Annual Meeting Preliminary Schedule of Events # 4.A Annual Meeting Headquarters Hotel # 4.D.1 FVTC Marketing Webinar # 4.D.2 APM Shop Employee Training Session # 4.D.3 APM Webinar # 4.E Educational Seminar # 4.E.2 Forward Thinking For WSA Education # 4.G.1 Membership Transactions # 4.G.2 Division Competition Program # 4.H. WSA Marketing Plan # 4.I. WSA Business Plan # 4.J. Arlon # 4.M.1 Google Map # 4.M.2 Website Search Function

5 Page 1 of 2 Agenda Decision Item Made Description # 5.A. Survey of Operations Program # 6.A Financial Management Plan # 6.B Fiscal Year Budget # Slate of Officers # 8 Other Current & New Business # 9 Critique 2011 Mid-Year Board Meeting # 10 September 22, 2011 Annual Board Meeting # 11 Proprietary Discussions

6 Page 2 of 2

7 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Director Reports, No. 1 President Lorie Apperson & Directors SUMMARY: It is important for WSA s Board of Directors to monitor the pulse of the membership in order for it to effectively determine the state of the association. Division Directors will report on those matters of interest they feel should be brought to the attention of the Board. The reports will assist the Board when critiquing the association management and planning process as well as when determining how to proceed with various WSA programs and committee projects in the future. ACTION: Directors will present their respective division reports; Division One Division Two Division Four Division Five Division Six Division Seven Division Eight Division Nine APM Division Directors Bill Montero Pat Corey Mike Isaacson David Onken Jim Emden Chris Balton Jay Johnson* Chris Lewis* Bert Guinee * Division 8 Chairman Jay Johnson is substituting for Director Tim Cambron. * Division 9 Chairman Chris Lewis is substituting for Director Lisa Tymchyn. Board to critique the reports and determine what response or action is appropriate at this time. Board to consider the issues reported by the division Directors for the purpose of potentially taking action on the matters during the course of the March 4, 2011 Board of Directors mid-year meeting. NOTES:

8 SUMMARY/ACTION: WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado September 11, 2010 Board of Directors Meeting Minutes, No. 2 Secretary/Treasurer Paul Fuchsel Review, amend as necessary and approve the minutes of the September 11, 2010 Board of Directors meeting in Lake Tahoe, Nevada. It is an established practice for Directors to provide an overview at division meetings of discussions and decisions made by the Board at its semi-annual meetings. Staff prepares an annotated version of the minutes, highlighting key or primary items covered during the annual and mid-year meetings. The Executive Committee recommends this standard communication procedure be supplemented by a summary inserted into the next WSA TODAY newsletter following the Board meeting. NOTES:

9 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado WSA Financial Reports, No. 3 Secretary/Treasurer Paul Fuchsel A. February 28, 2011 Preliminary Financial Report B Auditor C. WSA Chart of Accounts

10 February 28, 2011 Preliminary Financial Report 3.A. SUMMARY/ACTION: Review, amend as appropriate and approve the February 28, 2011 Preliminary Financial Report. NOTES:

11 2011 Auditor 3.B. SUMMARY: Article XII, Section 4 of the WSA By-Laws states: The accounts of WSA shall be audited not less than annually by a Certified Public Accountant who shall be selected by the Executive Vice President with approval of the Board and who shall provide a report to the Board of Directors. Refer to the following letter from Martin, Vevojda & Associates, WSA s auditor since ACTION: Board to approve the Fiscal Year auditor. NOTES:

12 WSA Chart of Accounts 3.C. SUMMAR/ACTION: Paul Fuchsel will present an overview of the updated WSA Chart of Accounts. NOTES:

13 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado WSA Committees, No. 4 Vice President Tom Keljo SUMMARY: The WSA Committees Policy and Procedures governs the association s committee process, and provides guidelines for the conduct of committee activities. Keljo will provide an overview of the WSA committee system and the work accomplished by the WSA committees since the Board s September 11, 2010 meeting in Lake Tahoe. Keljo to identify new WSA committee chairmen and/or members for ratification by the Board of Directors according to the provisions of the WSA Committees Policy and Procedures. ACTION: Board to ratify the appointment of new committee chairmen and members. WSA Committee Chairmen will present their committee reports. Board to critique the reports and provide direction as appropriate to the committees. NOTES:

14 WSA Committees Policy & Procedures 4.1

15 WSA Committee Members Roster;

16 New WSA Committee Members 4.3 Committee Chairman Committee Chairman shall be appointed by the Executive Committee and ratified by the Board of Directors. Committee Members Committee members shall be appointed by the Committee Chairman and ratified by the Board of Directors. 1. Bill Montero chairman, WSA Technology Committee 2. Carol Keljo member, WSA Communication Committee New committee members to be ratified by the Board of Directors;

17 Committee Reports Committee Reports Agenda 2. September 11, 2010 Committee Projects

18 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Committee Report Agenda 4.A. Annual Meetings Jerry Righthouse 2010 Lake Tahoe 2011 Minneapolis 2012 New Orleans 2013 Baltimore/Washington DC 4.B. APM Membership Development Committee Pat Corey 4.C. WSA Communication Committee Rod Seay 4.D. WSA Education Projects Committee Harvey Brooks FVTC Marketing Webinar APM Shop Employee Training Session APM Webinar 4.E Educational Seminar Committee John Lewis 2011 Seminar Forward Thinking For WSA Education 4.F. Executive Committee Lorie Apperson 4.G. Membership Committee Brian Brooks Membership Transactions Division Competition Program 4.H. Networking Committee Mike Isaacson WSA Marketing Plan 4.I. Past President & Members Advisory Council Tom Sellers WSA Business Plan 4.J. Product Purchasing Program Tom Keljo Arlon 4.K. Revenue Committee Paul Fuchsel 4.L. Revenue Enhancement Committee Paul Fuchsel 4.M. Technology Committee Bill Montero Google Map Website Search Function

19 WSA COMMITTEE PROJECTS Approved September 11, 2010 PROGRAM DEVELOPMENT & PROJECT COMPLETION WSA Committees assisted by Staff and selected vendors will be responsible for program development and project completion with oversight by the Executive Committee. COMMITTEE MISSION & RESPONSIBILITIES Each committee to review its mission statement and responsibilities as recorded in the WSA Committees Policy and Procedures (1/15-16/10 V2) to ensure the listing represents the contemporary preferences of the membership and needs of the association, as well as to serve the Board of Directors designated purpose of the committee. As appropriate, committees to complete the To be determined sections listed on the document. PRIORITIZE COMMITTEE PROJECTS Each committee to prioritize its project assignments, then focus on the several key projects to research or complete for review by the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. Considering the new priority direction for WSA, committees are to emphasize the educational aspects of their project research and development. ANNUAL MEETINGS 2011 (64th) Annual Meeting Minneapolis, Minnesota Proceed with the customary scheme of planning and organizing the September 22-24, 2011 annual meeting at the Radisson Plaza Hotel, Minneapolis, Minnesota. NOTE: 2011 is the first year for the 2 ½ day annual meeting format (65th) Annual Meeting New Orleans, Louisiana Staff to update the Requirements for WSA Annual Meeting based on the new 2½ day annual meeting format approved by the Board of Directors at its January 15-16, 2010 meeting and submit to hotels in New Orleans. Staff to conduct a site visit to New Orleans and present recommendations for the headquarters hotel to the Board at its March 4-5, 2011 mid-year meeting in Denver.

20 2013 (66th) Annual Meeting Consensus by the Board for Staff to research hotels in the Baltimore and Washington DC area to serve as the headquarters hotel for the 2013 (66th) annual meeting. Report findings to the Board at its March 4-5, 2011 mid-year meeting in Denver. APM MEMBERSHIP DEVELOPMENT Research candidates for APM (Associate Product Member) status following the APM membership development process stipulated in the Associate Product Member Membership and Product Purchasing Program Policy & Procedures. COMMUNICATION COMMITTEE 1. Committee to research ways; 1) to enhance WSA s electronic communication capabilities, and 2) to increase the use of electronic communication by WSA members. Report its progress to the Board of Directors at its semi-annual meetings. 2. Monitor the development of; 1) member profiles for posting to the profile page on WSA s website and 2) member testimonials for posting to the testimonial page on WSA s website. 3. Continue publishing the monthly Vital Signs e-communiqué. 4. Research the feasibility of soliciting sponsorships for the Vital Signs communiqué. Present its recommendations to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 5. Committee to identify additional projects. Commence work on those which accommodate the Board s designated charge for the committee. Report progress of the committee to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. EDUCATIONAL SEMINAR COMMITTEE Organize, conduct and evaluate the 2011 Educational Seminar. Present a progress report to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. Executive Committee to provide oversight when the committee is selecting; 1) the venue and 2) the program content. EDUCATION PROJECTS COMMITTEE 1. Monitor division level educational practices. Present recommendations as appropriate to the Board of Directors at its semi-annual meetings. 2. Monitor educational program ideas included in division meeting minutes and update the standing summary for use by division leaders and division meeting hosts. 3. Research educational program ideas useful to the individual member companies, and which can be presented or demonstrated at division meetings. Present findings to the Board of Directors at its semi-annual meetings.

21 4. Research the development of an on-site division webinar session with representatives at Fox Valley Technical College, or comparable source. Report findings to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 5. Continue research of additional education programs and report its findings to the Board of Directors at its semi-annual meetings. 6. Research practical ways to provide employee training programs to individual member companies. Present findings to the Board of Directors at its semi-annual meetings. 7. Research organization of the 4th APM Shop Employee Training Program. Present progress report to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 8. Research ways to increase member attendance at annual meetings. EXECUTIVE COMMITTEE 1. Monitor WSA Committee activities. Provide direction and support to the committees as appropriate. Inform the Board about significant developments regarding WSA Committee projects. Present a summary of committee activities and performance to the Board of Directors of Directors at its March 4-5, 2011 mid-year meeting in Denver. 2. Review the WSA Committees Policy and Procedures following updates submitted by the WSA committees. Present recommendations regarding how to enhance the committee system to the Board of Directors at its semi-annual meetings. Collaborate with the WSA Committees during the policy and procedures review process. 3. Provide oversight for the organization and conduct of the 2011 educational seminar providing guidance to the Educational Seminar Committee during the 2011 site selection process and Schedule of Events development. MEMBERSHIP COMMITTEE 1. Review existing membership policies, procedures, guidelines, practices and marketing materials associated with the sign company membership development process and present recommendations to the Board of Directors at its semi-annual meetings. NOTE: Review the Division Competition Program and present recommendations regarding additional points for participating in two joint meetings in a year to the Board at its March 4-5, 2011 mid-year meeting in Denver. Take into consideration possible changes to the Associate Product Member Membership & Product Purchasing Program Policy and Procedures. 2. Monitor use of the WSA Shepherding Program. Periodically evaluate the effectiveness of the program and present its findings to the Board of Directors at its semi-annual meetings. 3. Record all membership transactions for review and approval by the Board of Directors at its semi-annual meetings.

22 4. Review Exit Review Forms to determine why companies resign their membership in WSA. Present reports to the Board of Directors at its semi-annual meetings in conjunction with the semi-annual membership transactions report. 5. Monitor division level administrative practices and present its findings to the Board of Directors at its semi-annual meetings. 6. Monitor the organization and conduct the 2011 Division Self-Evaluation Program. Provide reports submitted by the eight geographic sign divisions to the WSA Executive Committee for evaluation. Summarize results of the 2011 program for the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 7. Periodically review the existing WSA membership service programs and benefits, and present its recommendations to the Board for its review and action at the semi-annual meetings. 8. Research potential WSA membership service programs and benefits, and present its recommendations to the Board of Directors for its review and action at its semi-annual meetings. Focus on service programs and membership benefits that will increase the ROI of membership dues and strengthen the value of WSA membership. 9. Research appropriate promotional items for use by the membership and present its findings to the Board of Directors for its review and action at the semi-annual meetings. 10. Monitor division membership development activities recognizing the importance of reversing the recent sign company membership attrition trend. 11. Organize a town hall conference call with Division Membership Coordinators and Division Shepherding Coordinators to strengthen the membership development effort. NETWORKING COMMITTEE 1. Research additional ways to use the website for promotional purposes and present its findings to the Board of Directors at its semi-annual meetings. 2. Continue to research ways to enhance the networking aspects of division and association activities. Report progress to the Board of Directors at its semi-annual meetings. 3. Research additional creative networking programs and present its recommendations to the Board for its review and action at its semi-annual meetings. 4. Monitor the organization and conduct of the 2011 Koffee Klatsch at the ISA Expo in Las Vegas. Present a summary of the networking function to the Board of Directors at its September 22, 2011 annual meeting in Minneapolis, Minnesota. 5. Monitor the publication and distribution of the 2011 WSA Member Locations Map. Maintain the map in an electronic format on the website.

23 6. Research ways to enhance the Best Practices page on the WSA website. Continue to research ways to improve the Best Practices program, including the competition session at the annual meeting. Report its progress to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 7. Evaluate the member survey to determine member preferences and association needs in order to establish a WSA marketing plan. 8. Develop a marketing plan to promote the value of WSA membership. Report the progress to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. PAST PRESIDENTS ADVISORY COUNCIL 1. Continue work to update the WSA Business Plan. Report progress to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. PRODUCT PURCHASING COMMITTEE (Executive Committee) 1. Provide oversight for the research of APM candidates. 2. Periodically review the Product Purchasing Program to ensure it is in good order. Present recommendations as appropriate to the Board at its semi-annual meetings for its review and action. 3. Monitor the member monthly APM invoice reporting process. Provide direction and support to division leaders regarding the status of their division s reporting performance. Present a summary of the reporting process with recommendations to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 4. Monitor the conversion of the hard copy APM materials distribution practice to a real time electronic updating procedure. REVENUE COMMITTEE (Executive Committee) 1. Monitor the FY Annual Budget (starts July 1, 2010) and provide financial management direction as appropriate. Report interim status of the annual budget to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 2. Monitor WSA s business affairs to determine if any adverse financial trends appear, and take action as appropriate to maintain stability of the association s financial matters. Keep the Board of Directors informed of any significant circumstances and any action taken via interim communiqués or with a report at its March 4-5, 2011 mid-year meeting in Denver. 3. Monitor the association s financial management practices and present recommendations as appropriate to the Board of Directors at its semi-annual meetings. 4. Provide oversight for the collection of delinquent sign company and APM membership dues.

24 5. Provide oversight for the WSA Cash Management Plan, including the build up for the $310,000 cash reserve. Report status of the plan and the progress to build up the cash reserve to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. 6. Continue monitoring the association s Chase Bank Mutual Fund. REVENUE ENHANCEMENT COMMITTEE 1. Research sources of sponsorship revenue including outside non-competing vendors, divisions and sign company members. 2. Report progress of its research to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. TECHNOLOGY COMMITTEE 1. Continue to research ways to enhance the website and update or re-model existing pages and report its recommendations to the Board of Directors at its semi-annual meetings. 2. Research methods to streamline the APM invoice reporting procedure and report its findings to the Board of Directors at its March 4-5, 2011 mid-year meeting in Denver. ROI FOR WSA MEMBERSHIP DUES The Board at its September 11, 2010 meeting recognized the importance of strengthening the ROI associated with WSA and division membership dues. This can be accomplished by providing the membership with meaningful programs and services organized to help enhance the WSA membership experience. Each committee is encouraged to include the concept of strengthening the aspect of educational tactics when developing new association programs, or improving existing membership services and benefits.

25 2010 (63rd) Annual Meeting Lake Tahoe, NV 4.A.1 SUMMARY: Attendees at the 2010 (63rd Annual Meeting in Lake Tahoe, Nevada enjoyed a successful convention. Righthouse will present the following reports; Budget vs Actual Report 2. Final Registration Report Annual Meeting Survey Summary ACTION: Board to review, amend as necessary and approve the reports. NOTES:

26 2011 (64th) Annual Meeting Minneapolis, Minnesota 4.A.2 SUMMARY: The 64th Annual Meeting is scheduled September 22-24, 2011 at the Radisson Plaza Hotel Minneapolis in downtown Minneapolis, MN. The 2011 Annual Meeting Preliminary Schedule of Events follows this sheet. This will be the first 2 day convention. ACTION: Board to review the 2011 Annual Meeting Preliminary Schedule of Events and provide direction for the planning and conduct of the 64th annual meeting. NOTES:

27 2012 (65th) Annual Meeting New Orleans, LA 4.A.3 SUMMARY: Board previously selected New Orleans as the site for WSA s 2012 annual meeting. Staff has negotiated with three hotels to serve as the headquarters for the 65th annual meeting. The 2012 annual meeting is based on the two day schedule. ACTION: Board to select the 2012 annual meeting headquarters hotel. NOTES:

28 2011 Educational Seminar 4.E.

29 Membership Transactions 4.G.1 SUMMARY/ACTION: Board to review and approve membership transactions as presented. NOTES:

30 Division Competition Program 4.G.2 SUMMARY: Brian Brooks to provide an overview of the proposed changes to the Division Competition Program. ACTION: Board to review the proposed changes and determine what action is appropriate. NOTES:

31 WSA Marketing Plan 4.H.

32 WSA Business Plan 4.I.

33 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Industry Partnerships, No. 5 Executive Vice President Jerry Righthouse SUMMARY: The Board of Directors at its January 12, 2007 strategy session recognized the need for the association to develop a broader outreach program. A. Survey of Operations Program Jerry Righthouse Jerry Righthouse to provide an overview of ISA s decision to postpone the 2011 Survey of Operations Program. What is the Board s interest in organizing the 2012 Survey of Operations Program? B. UL Sign Industry Business Panel Jerry Righthouse Jerry Righthouse will provide an overview of UL Sign Industry Business Panel activities. ACTION: Board to review Industry Partnerships and determine what action is appropriate at this time regarding these partnerships. Board to consider other Industry Partnership possibilities and determine how to proceed. NOTES:

34 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado WSA Financial Management, No. 6 Secretary/Treasurer Paul Fuchsel A. FY Financial Management Plan B. FY Annual Budget

35 FY Financial Management Plan 6.A. SUMMARY: The Annual Budget was originally approved January 15-16, 2010 by the Board of Directors and implemented July 1, Appropriate revisions, additions and deletions were approved by the Board at its September 11, Various revisions, additions and deletions to the FY Annual Budget are listed on the attached sheet dated March 4, Known and anticipated income and expenses for the next four months are reasonably in line with the provisions of the updated FY Annual Budget dated March 4, ACTION Fuchsel to present proposed revisions to the FY Annual Budget. Board to review the FY budget revisions, amend the proposed revisions as it determines is appropriate based on discussions at its March 4, 2011 meeting and approve the updated FY annual budget. Board to determine if special considerations are necessary to administer the amended FY budget through Fiscal Year End June 30, NOTES:

36 FY Fiscal Year Budget 6.B. SUMMARY: Article XII, Section 3 of the WSA By-Laws states: With recommendations of the Budget and Finance Committee, the Board shall adopt in advance of the next fiscal period an annual budget covering WSA activities. The Board decided at its January 29, 1994 meeting to review the WSA membership dues level on an annual basis. The Board at its September 20, 2008 meeting approved a $5 per month dues increase effective January 1, 2009; $115 per month, or $1380 annually. History of dues increases; January 2009 $115 January 2008 $110 January 2007 $100 January 2006 $95 January 2005 $90 January 2004 $80 January 1997 $ $ $60 The Board at its September 11, 2010 meeting did not approve a January 1, 2011 dues increase for the sign company members. ACTION: Fuchsel to present the proposed FY Annual Budget. Board to review and approve the FY Annual Budget as presented or amended as a result of related discussions during its March 4, 2011 winter meeting. NOTES:

37 SUMMARY: WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado WSA Officer Nominating Process, No. 7.A. President Lorie Apperson Article VIII of the WSA By-Laws states: Section 1. The elected officers of WSA shall be a President, a Vice President, and a Secretary/Treasurer to be elected by the Board of Directors and to serve until their successors have been duly elected and assume office. A vote of seventy-five percent (75%) of the Board of Directors is required to elect the officers. Section 2. Any representative of a member in good standing shall be eligible for nomination and election to any elective office of WSA, provided he or she shall have served at least one (1) year as a member of the Board of Directors at any time prior to an elective term of office. Section 3. Each elected officer shall take office immediately upon installation and shall serve for a term of one (1) year or until his successor is duly elected and qualified. Upon election as an officer of WSA, if the officer is presently serving on the board, he shall immediately notify his division membership. The Division shall then promptly appoint a new director to the Board of Directors to serve the unexpired term. Section 4. No elected officer, having served one full term, shall be eligible for reelection to the same office, until at least one (1) year shall have elapsed. Section 5. Vacancies in any elective office may be filled for the balance of the term by the Board of Directors at any regular or special meeting. The Board of Directors, in its discretion, by a two-thirds vote of all of its members, may remove any officer from office for cause. ACTION: Sellers will provide an overview of the WSA officer nomination process highlighting the responsibilities and personal commitment associated with the positions. NOTES:

38 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Slate of WSA Officers, No. 7.B. Nominating Chairman Tom Sellers SUMMARY: Article II, Section 2 of the WSA By-Laws states: The Board of Directors shall meet at least every six (6) months, one meeting to be held at the same place and just prior to the annual meeting. At the second, or semi-annual meeting of the Board, the President shall appoint the Immediate Past President to chair the nominating committee which will consist of the Executive Committee and one other Past President (appointed by the Chairman of the nominating committee) who shall prepare a slate of officers to be voted on by the Board at its next meeting just prior to the annual meeting. A precedent has been established to expedite the nominating process to enable the Incoming Secretary/Treasurer to participate in the Executive Committee and Board of Directors meetings held just prior to the next Annual Meeting. 1. President appointed the Immediate Past President at the September 11, 2010 Executive Committee meeting to chair the Nominating Committee. 2. Nominating Committee Chairman presents the next year s slate of officers at the mid-year Board meeting. 3. Board considers all nominees and approves the next year s slate of officers at its mid-year meeting. 4. Expense reimbursement for the Incoming Secretary/Treasurer is recorded in the Expense Reimbursement Policy. ACTION: Approve the Slate of Officers. Agenda follows the cover sheet. NOTES:

39 ` Nominating Committee Agenda March 4, Nominating Committee recommendations for the WSA Slate of Officers WSA Slate of Officers President Vice President Secretary/ Treasurer Tom Keljo Security Signs Portland, OR Paul Fuchsel LaCrosse Sign Company Onalaska, WI Mike Isaacson Nebraska Neon Lincoln, NE 2. Floor nominations. 3. Directors vote on WSA Slate of Officers. 4. Incoming WSA Secretary/Treasurer to attend the Executive Committee meeting on Wednesday, September 21, 2011 prior to the Annual Meeting in Minneapolis, Minnesota.

40 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Other Current & New Business, No. 8 President Lorie Apperson SUMMARY: From time to time other current and new business matters concerning the association and its nine Divisions will need to be addressed by the Board of Directors. These items are not identified on the agenda. ACTION: The Board of Directors will review other current and new business matters affecting the association and its nine Divisions and determine what action is appropriate for each topic. NOTES:

41 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Critique of the 2011 Mid-Year Board of Directors Meeting, No. 9 President Lorie Apperson SUMMARY: The Board meets twice each year to discuss various association business matters, and to take action on these items as it deems appropriate. ACTION: Association Management; 1. Does the Board feel that WSA business matters were adequately addressed during the March 4, 2011 half day mid-year meeting? 2. Are changes to the association management process necessary? Meeting Format; 1. Does the Board feel the half-day 2011 half day meeting format is suitable to conduct WSA business in an effective manner? NOTES:

42 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Next Board Meeting, No. 10 President Lorie Apperson SUMMARY: The Board of Directors convenes twice each year, once just prior to the annual meeting and a second time half way through the business year. The next Board of Directors meeting is scheduled Thursday September 22, 2011 at the Minneapolis Radisson Plaza Hotel prior to the start of the 64th annual meeting. The Board previously determined WSA Committee Chairmen not serving as a Director or Division Chairman should attend the winter and annual management meetings. Attendees expected to participate in the next Board meeting are; 1. Executive Committee 2. Directors, Incoming Directors 3. Division Chairmen, Incoming Division Chairmen 4. WSA Committee Chairmen, Incoming Committee Chairman 5. Staff ACTION: Board to approve participants for the September 22, 2011 annual association management meeting in Minneapolis, MN. Board to provide direction regarding the organization and conduct of its September 22, 2011 meeting. NOTES:

43 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado Proprietary Discussions, No. 11 President Lorie Apperson SUMMARY: An excerpt from the minutes of the September 23, 1995 Board of Directors meeting: The Board discusses many association business matters during the meeting. Projects and official activities are in various stages of development at any one time. To avoid confusion about these items, the Board has a standing practice for Headquarters to coordinate all communication regarding these matters with the appropriate parties. The Board of Directors has reaffirmed this standing practice at each of its subsequent meetings. ACTION: Board to review WSA s communication practices regarding proprietary matters, and reaffirm the established method regarding how the association should announce information about official business matters in the future. NOTES:

44 WORLD SIGN ASSOCIATES BOARD OF DIRECTORS convening March 4, 2011 Embassy Suites Hotel Denver International Airport Denver, Colorado WSA Documents 1. WSA Bylaws 2. WSA Antitrust Compliance Policy 3. WSA Leadership Group Roster 4. WSA Expense Reimbursement Policy & Form