PORTSMOUTH YACHT CLUB MINUTES OF BOARD OF DIRECTORS MEETING Thursday, September 11, 2014 Approved at the November 13 Board of Directors Meeting

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1 PORTSMOUTH YACHT CLUB MINUTES OF BOARD OF DIRECTORS MEETING Thursday, September 11, 2014 Approved at the November 13 Board of Directors Meeting PRESENT: Comm. Roy, V/C Gulley, R/C Blidberg, P/C Gebow, P/C Goldberg, P/C Wajda, Capts. Armstrong, Demarais, George, Gray, Myles, Treasurer Skeels, Secretary Cartnick ABSENT: Capt. French There being a quorum present, V/C Gulley called the meeting to order at 7:00 pm. [Note: Conversation during reports submitted by Flag Officers is enclosed in brackets.] SECRETARY REPORT, Secretary Cartnick Minutes of the board meeting of August 14 had been previously provided by . It was MSP to approve the minutes. Secretary Cartnick reported that a new application has been received from Clair Grant and Susan Rist of Stratham, NH, sponsored by Marina Meade and Toni St. Germain. We have also received an application from Brian Semprini of Portsmouth, NH, son of Wayne Semprini and sponsored by Wayne Semprini and Brooks Kennedy. Wayne Semprini will be logged as a reinstatement, and is fourth from the top of the list of applicants. We now have 41 applicants, including 4 reinstatements. TREASURER REPORT Handouts 2014 vs 2013 August 31 Financial Statements Statement of Activities (Income Statement) We continue to do well this summer. Revenue in, especially net fuel sales, is up from last year, but some expenses, notable payroll, are also up. The bottom line is that net income is almost exactly the same at this point in time as last year, so we remain on budget. Statement of Financial Position (Balance Sheet) The FSB, Citizen's, and Kennebunk checking accounts and the FSB savings (restricted funds) account are all reconciled as of August 31. Our net cash position at this time is about $18,000 higher than last year. Point of Sale System We have not made any progress in achieving PCI compliance this year. The primary thing we need to do to become compliant is set up a dedicated network for the POS system, either wired or wireless. In the past, Dan Gingras has handled this type of work, but he has been busy doing other things this year. I will talk to him and see if there is something we can do to move this ahead. It was MSP to approve the Treasurer's report. REPORT OF REAR COMMODORE, R/C Blidberg House and Docks Committee meeting on August 21 - The meeting was well attended with plans underway as to what might be accomplished during the work party following docks out. Hopefully, the weather will allow us to begin work on replacing the decking on the pier from the clubhouse to the dockhouse during the week after docks out. We now have a relatively solid list of what we hope to finish this winter and next spring. Staff changes - We currently have only Jerry, a new hire (Ryan Salter USCH BM) from the Newburyport CG station, and Frieda, who is leaving on the 18th. Ron George is also helping out. Actual launch service / fueling dock hours will remain 9:00 to 6:00, but will be reduced to 9:00-5:00 as demand subsides and may be reduced to 4:00. PYC BOD Meeting version 1 Page 1 of 8

2 Fast launch repairs - Jerry continues to have a very positive response from the current fast launch mechanic. The current problem with the fast launch is being addressed as we speak after a quick response from Mike Gubellini at A1 Mobile Marine in Rochester. Dock ladders for emergencies - 3 ladders will be installed on the dock. The specific ladder to be installed is being investigated. [Capt. Myles said he installed one last year which does not remain in the water and offered to show it to R/C Blidberg. Also, Capt. Skeels said he has another ladder of a different type. R/C Blidberg asked for links about the docks to be sent to him on . R/C blidberg will also look at a ladder at Wentworth Marina.] Kitchen modifications - Before completing kitchen modifications, we will get a design for the best layout and quotes on that design. Bar plumbing repairs - Plumbing beneath the bar is really bad and was leaking last Wednesday. I have made plans to get this resolved. Door and window replacements / repairs - We are getting quotes on door(s) replacements, Jerry's window replacement, and locks on existing windows downstairs as well as possible options for the dock house. Dock house repairs - I will develop a plan for renovation of the dock house over the winter, including the addition of a new sliding door. [R/C Blidberg asked about the status of approval for the dinghy dock extension. Comm. Roy said there is a verbal approval from DES and we will get a formal letter soon.] Docks out October 25 - P/C Dionne will be managing docks out. We will meet at 8:30 am. The crane is scheduled. High tide is at 12:51. Docks out will begin at 9:00am. Work party November 1 - The task list is being developed, and an will go out to the general membership. It was MSP to approve the Rear Commodore's report. REPORT OF VICE COMMODORE, V/C Gulley Our new caterer, Sally Cobb of Mezzanine Catering of Dover, provided a Wednesday night dinner for 102 people. Not one complaint was received. The new caterer will provide another Wednesday night dinner, the food for the Past Commodores Cocktail Party, and the Closing Dinner Dance. Sad as it is, the season is rolling on to an end. The days are shorter, the nights are longer, and boats are starting to be taken out of the water. All that put together does not mean that events at the club are coming to an end. August was a very busy month. We began with a Greek Night put on by the Pappas family and team, a very fun filled Staff Appreciation Night, Wednesday night dinners, and concluded with an excellent Steward's Chicken Dinner. Hosts for the month were Kim & Dick French and Lynn & Jack Joslyn. Special thanks must go to them. September has begun with a delicious catered meal by Kim Lai, the Challengers Cup Regatta, Post Cruise Dinner catered by Mezzanine Catering, Dave Mower's Memorial Pursuit Race, the Ladies Committee Fashion Show, a Half St. Paddy's Day dinner catered by RiRa with music provided by Oran Mor, Lobster Dinner, and concluding with the Past Commodores Cocktail Party. Hosts for the month of September are Karen and Doyle Skeels, Judi O'Brien, and Lisa Stern. Looking forward to October, we have the Commodore's Chowder and two wonderful dinners, one catered by Mezzanine Catering and the other still in the organizing process, as well as the Black Tie Dinner Dance on October 18. Time moves on, and events are checked off one at a time. The year has been great so far, and the future looks great. It was MSP to approve the Vice Commodore's report. PYC BOD Meeting version 1 Page 2 of 8

3 REPORT OF COMMODORE, Comm. Roy As we prepare for our annual meeting, I want to thank all of you for your hard work and support on what I believe to be a fairly successful year. We have had a lot of activities at the club with a lot of new faces showing up, which is great. Although there have been a few issues, as there always seems to be, they all have been handled with great resolve, and I think if you talk with our membership, they would say is has been a great year. Congratulations to our Vice Commodore, Nancy Gulley, to finding a new caterer at this point in our year. From the feedback I have received, those who attended our dinner Wednesday night were very pleased. Rear Commodore Dick Blidberg has hired a new dock hand to help out. If you have not met Ryan, he is in the Coast Guard and seems to be getting a handle on what needs to be done and is very pleasant. Good job, Dick, at finding someone at this time. I know how difficult it can be, and, hopefully, he will want to be with us next year. Thanks again to Jerry and the rest of our staff. Although shorthanded, they are doing a great job. It looks like September 18 is Frieda's last day, so please say thank you for a great job this year if you get a chance. I would be remiss in not thanking our Treasurer, Doyle, and our Secretary, Carole, for all that they do. I have counted on their guidance and advice through the year, and they have been there without fail to help me make sure I don't go too far astray. So, as the season comes to an end, let's hope for a smoothe annual meeting and an uneventful closing of the Club. Thanks again. It was MSP to approve the Commodore's report. OLD BUSINESS 1. GPS for Fast Launch - Comm. Roy Discussion continued from the last meeting about the staff's request for a GPS unit on the fast launch. R/C Blidberg advised purchasing one, but P/C Gebow is concerned that a GPS unit could be distracting from things going on around the launch. Capt. Myles suggested a plotter which is bolted in. P/C Gebow agreed that a plotter would be safer and offered to investigate options and get back to the Board. NEW BUSINESS 1. Boat Fueling Policy - R/C Blidberg R/C Blidberg suggested a policy change to the House and Docks rules relative to fueling boats at the dock. House and Dock rules state in section 18B that "During the refueling of any vessel, all persons and crew must debark from said vessel except for the person refueling the boat." R/C Blidberg provided a summary as follows: There is no federal, state, or ABYC law/standard that recommends all passengers leave a boat when fueling. (A) Corresponded with Walt Taylor, USCHG Recreational Boating Safety "Must be a PYC policy. I'm not aware of any Federal, State, or ABYC standard that recommends all passengers leave the vessel while refueling." "To be the devil's advocate, the NH Marine Patrol is responsible for all types of vessels (sail, paddle, power (gas, diesel, stern, etc.) that operate on NH waters. I suggest first talking to NH Marine Patrol and NH Department of Environmental Services to get their take on fueling with gas vs diesel before engaging USCG Sector Northern New England's Prevention staff." PYC BOD Meeting version 1 Page 3 of 8

4 (B) On Friday, September 5, 2014, Doug Oxley called the desk of the NH Marine Patrol on my request. He asked the officer on duty if there were any laws on the books in NH that required passengers of either recreational or commercial vessels to get off a vessel being fueled. The answer was quick, firm, and negative. The officer did not allude to any exceptions to his position of NH State Policy on this matter. (C) I have a call in to Sgt Cheryl Clancy from the Marine Patrol in our area (office with CG Portsmouth to get her reading. (D) Rye Harbor facility has no written or posted policy regarding passenger occupancy of a vessel while fueling. (E) Spencer Epperson, the Wentworth Marina Manager, went on to say that in the eight years that he has worked there through many state inspections of their fuel delivery system and practices, he has never heard of such a law. He went on to say that the Coast Guard, NH Marine Patrol, and other state and Federal Agencies frequently fuel at the marina docks and none of the uniformed crews have stepped off the boats during fueling other than for social reasons. Neither have they questioned the marina fueling practices while recreational boats adjacent fueled with passengers aboard. (F) Talked with Joe Cunningham about this issue and asked him to get some feedback from the insurance company. I am waiting to hear from him about this. (G) Talked to Joe Nadeau as to what we must do to modify the existing policy as stated in the House and Dock Rules and he said that a simple action by the Board would allow that change. Current policy: During the refueling of any vessel, all persons and crew must debark from said vessel except for the person refueling the boat. Refueling shall not be done by any club employee. Suggested policy: During the refueling of any gas powered vessel, all persons and crew must debark from said vessel except for the person refueling the vessel. During the refueling of any diesel powered vessel, it is recommended that all persons debark from said vessel except for the person refueling the vessel. No refueling shall be done by any club employee. Comm. Goldberg made a motion to alter the House and Docks rules as stated in the suggested policy above. The motion was seconded and passed unanimously. The secretary will make the change. 2. Service Fee - Capt. Demarais Capt. Demarais raised the topic of a service fee, which has been discussed in previous meetings. He suggests having a minimum $100 social fee which will be placed toward the cost of events. This would be a "pay it forward" or "credit". It would be a great way to build up a reserve fund. Capt. Myles asked how much work this would be for the Treasurer. Capt. Skeels mentioned that the York Harbor Reading Room has a $300 service fee. They send a monthly statement to members, however, and they have three full-time people keeping track of expense accounts. Treasurer Skeels said we need a system to keep track of attendance at events, the amount subtracted from their fee, and notification to them of the status of their service fee. Comm. Roy mentioned we need a better system of signing people in at events for many reasons. Comm. Roy said there is a large percentage of members who do not support activities at the club. P/C Wajda warned that many menbers are "inactive", and that, if they became active, club activities could not accommodate them. Many members of the board agreed, though, that it is unfortunate that we have so many inactive members when we also have a list of 41 people who are waiting for membership and an opportunity to participate in the club. Several members of the Board advised that all aspects of implementing and managing the service fee must be determined and documented in a presentation before bringing it for a vote at an annual meeting. This would include how everything will work and where the money actually goes. It was agreed this could be done for the annual meeting in PYC BOD Meeting version 1 Page 4 of 8

5 Several members of the Board volunteered to be on a Committee to work on an implementation strategy. They are P/C Goldberg, R/C Blidberg, and Capts. Demarais, Gray, and Skeels. NEW BUSINESS 1. Change to Constitution - Review by Secretary Cartnick Secretary Cartnick reviewed changes to the Constitution proposed by the Board in prior meetings and written by Capt. Nadeau.. The change will be identified in the notification of the annual meeting and is as follows: AMENDMENT TO CONSTITUTION: TO ACT UPON A PROPOSED AMENDMENT TO ARTICLE XI, SECTIONS 4 AND 6 OF THE CONSTITUTION BY ALTERING THE TEXT AS FOLLOWS: Section 4 Active membership includes individuals, (add text here as follows: married or single, and their children under the age of 21). or families. Family is defined to include spouses and dependent children under the age of 21. Section 5 All applications for membership shall be made on the approved application form, obtainable from a sponsor, which shall be properly filled out and delivered to the Secretary accompanied by the current application fee. Any applicant must attend at least two regularly scheduled PYC events including, but not limited to, dinners, breakfasts, pre- and post-season work parties or docks-in or docks-out with one or both sponsors with the object of meeting as many of the Membership Committee, Flag Officers, and members of the Board of Directors as possible before an application for membership may be submitted. Only a member in "Good Standing" who has been a member of the club for two or more years is qualified to sponsor a new member. A member may not sponsor more than two new members in any twelve month period. (4) Any family member meeting all other membership requirements is eligible for his/her own membership by filing an application with the Secretary, accompanied by the current reinstatement fee. NOTE: Two sponsors are necessary in order for the application to be valid. Section 6 The Membership Committee shall consider applications in the order of receipt by the Secretary of the Club, who shall mark the date and time of receipt on the application. Exceptions: Applications by resigned members in good standing and family members converting to active membership shall be considered before new applications. ADD TEXT AS FOLLOWS: Applications by the following shall be considered reinstatements and will be given priority for membership. These applicants will pay the reinstatement fee and current dues. The application fee will be waived. 1. Resigned members in good standing. 2. Children of current members in good standing who were under the age of 21 during the time their parents were members. Section 17 Any member who resigned while in good standing may, at the discretion of the Membership Committee, be re-elected to membership upon payment of current dues and reinstatement fee. The application fee shall be waived. PYC BOD Meeting version 1 Page 5 of 8

6 So that the last paragraph of Section 5 and the whole of Section 17 will be deleted and Sections 4 and 6 will read as follows: Section 4 Active membership includes individuals, married or single, and their children under the age of 21. Section 6 The Membership Committee shall consider applications in the order of receipt by the Secretary of the Club, who shall mark the date and time of receipt on the application. Applications by the following shall be considered reinstatements and will be given priority for membership. These applicants will pay the reinstatement fee and current dues. The application fee will be waived.. 1. Resigned members in good standing. 2. Children of current members in good standing who were under the age of 21 during the time their parents were members. There was considerable discussion about whether to include an age limit for children of current members to apply for reinstatement. It was eventually agreed that an age limit will not be indicated. Therefore, the change is to clarify the wording and to state that the applicant for reinstatement must have been a child when his/her parents were members, and that his/her parents are still current members. A motion was made by P/C Gebow to make the above change. It was seconded by P/C Goldberg. All members present voted in favor except P/C Wajda, who registered his objection. Comm. Roy made a motion to also strike the last paragraph from Section 5 and the entire Section 17. The motion was seconded and passed unanimously. 2. Life Membership Nomination for P/C Andrew Courteau - Review by Secretary Cartnick Secretary Cartnick read three letters proposing Life Membership for P/C Courteau. One letter was written by Capts. Laurie Clark and Ellen Blanchard, one by Capt. Christopher Clement, and one by P/C Gebow. All members of the Board indicated their agreement that this is an excellent nomination. Comm. Roy made a motion to present this for a vote at the annual meeting. The motion was seconded and passed unanimously. 3. Proposed Change to Constitution - P/C Gebow P/C Gebow reminded the Board that, at the 2013 Annual Meeting, a change to the Constitution relative to the Life Members was discussed, but the vote was to table the vote at that time and bring the proposal again to the 2014 annual meeting. P/C Gebow provided text as altered by Capt. Nadeau. The proposal is to alter Article XI, Section 12 as follows: Definition of a Life Member: A person elected to Life Membership shall enjoy all of the privileges of the Club with the exception of holding elective office or voting for monetary issues. (These next three sentences would be added: A Life Member may serve on the Board of Directors provided that no more than one Life Member shall serve on the Board of Directors at any one time. A Life Member shall not hold a Flag position. A Life Member shall not vote on any issues relating to or requiring a dues increase or a commitment to borrow funds.) A Life Member will have been a dues paying member and shall not be required to pay dues. The spouse of a deceased Life Member shall hold the membership under the same terms as any Life Member. PYC BOD Meeting version 1 Page 6 of 8

7 So that the section reads as follows: Definition of a Life Member: A person elected to Life Membership shall enjoy all of the privileges of the Club. A Life Member may serve on the Board of Directors provided that no more than one Life Member shall serve on the Board of Directors at any one time. A Life Member shall not hold a Flag position. A Life Member shall not vote on any issues relating to or requiring a dues increase or a commitment to borrow funds. A Life Member will have been a dues paying member and shall not be required to pay dues. The spouse of a deceased Life Member shall hold the membership. P/C Goldberg made a motion to amend ARTICLE XI Section 12 as above, document this proposal in the notice of the annual meeting, and bring it to a vote at the annual meeting. The motion was seconded by R/C Blidberg and passed unanimously. 4. Recommendations by the Nominating Committee - Comm. Roy Comm. Roy listed the nominees for the Board of Directors and the Membership Committee as follows: Board of Directors Capt. Wendy Clement Capt. Daniel Gingras Capt. William Pelletier Capt. James McAdams (to serve the remaining 2 years of the term for Capt. Richard French, who has resigned his Board position) Membership Committee Capt. Jaclyn Adams Capt. Roy Briscoe Comm. Roy made a motion to approve the above nominations. The motion was seconded by P/C Gebow and passed unanimously. 5. Event Finance for Vice Commodore - Comm. Roy Comm. Roy said that it is an overload to require the Vice Commodore to come to every dinner and also pay for every dinner. He suggested that the club pay for meals for the Vice Commodore at every event. Discussion followed, and all members agreed this is a good and fair idea. Comm. Roy made a motion that the club will pay for meals for the Vice Commodore at every club event. The motion was seconded by R/C Blidberg and passed unanimously. 6. Challenger's Cup Regatta - Comm. Roy Comm. Roy mentioned that the great success of the Challenger's Cup Regatta is demanding an increasing amount of work for volunteers involved. This year, we had 170 participants. He suggested that a new Committee be established which will manage and coordinate the regatta and will be identified in the club directory. The committee should be an entity unto itself for the sole purpose of the Regatta. All agreed that this is a good idea, and the new Commodore identified at the November board meeting can appoint the Committee. 7. Membership Rules - P/C Goldberg P/C Goldberg mentioned that on several occasions, some members' children who are over the age of 21 have been using the club facilities. Children over 21 are not considered dependent children of members and are not entitled to be at the club. P/C Goldberg suggested that a reminder be placed in the next newsletter as follows: PYC BOD Meeting version 1 Page 7 of 8

8 FAMILY MEMBER POLICY It has come to the attention of the Board of Directors that some adult children of members have been utilizing the Club in a manner not in keeping with the PYC Constitution. Once a child reaches the age of 21 they are no longer considered a family member for use of the Club. This is clearly stated in Article XI, Section 4. They no longer can use the Club unless they are accompanied by a member and cannot park in the lot in front of the Clubhouse. As a former Family Member, 21 years of age or older, they are now eligible for membership. If they file the proper application with the Secretary, accompanied by the current reinstatement fee, their application will be considered before new applications. We hope this clarifies the requirements for users of the Club and parking. If you have any questions please read Article XI-Membership in the Constitution. The Constitution is online at the PYC website under the Members area. A motion was made by Comm. Roy to place this notice in the next newsletter. The motion was seconded by Capt. Myles and passed unanimously. At this point, Comm. Roy made a motion to move the meeting into Executive Session. The motion was seconded by P/C Goldberg and passed by all. The meeting returned from Executive Session. There being no new business to discuss, Comm. Roy made a motion to end the meeting. The motion was passed by all, and the meeting adjourned at 9:12. Respectfully submitted, Carole Cartnick, Secretary PYC BOD Meeting version 1 Page 8 of 8