MINUTES BOARD OF DIRECTORS MEETING INTERNATIONAL LUTHERAN LAYMEN'S LEAGUE

Transcription

1 BOD /2015 MINUTES BOARD OF DIRECTORS MEETING INTERNATIONAL LUTHERAN LAYMEN'S LEAGUE Detroit Marriott at the Renaissance Center Detroit, Michigan Thursday, July 24, 2014 In attendance: Chairman Philip Krauss II, Vice-Chairman Phillip Johnson, Treasurer Michael Brown, Secretary Janice Wendorf, Londa Borer-Skov, Jack Ficken, Richard Gast, Kay Meyer, Paul Pettit, Leonard Pranschke, Andreas Schwabe, Weldon Schwiebert, Richard Sindlinger, William Snow; LHM Executive Director Kurt Buchholz, Ex Officio; Pastor Advisor Rev. Timothy Klinkenberg, Ex Officio; LCMS Liaison Rev. Timothy Scharr, Advisory; LCC Liaison Mathew Block Advisory; LLL Canada Managing Director Stephen Klinck, Advisory. Staff of Lutheran Hour Ministries attended portions of the meeting at the request of the Executive Director. The Board Development Committee, Budget and Finance Committee, Nominations Committee, and Fund Development Committee met on Wednesday afternoon, July 23. Board members attended dinner on Wednesday evening with the LHM Foundation Board, LLL District Presidents, past Int l LLL presidents, LHM staff members, Conference speakers, special guests, and spouses. 01 Philip Krauss II, Chairman, called the meeting to order at 9 AM. 02 Rev. Timothy Klinkenberg, Pastor Advisor, installed the newly elected Board members: Chairman Krauss, Richard Gast, Leonard Pranschke, Andreas Schwabe, and Janice Wendorf. 03 Opening comments by Chairman Krauss included three themes/things that the Board is facing: strategic planning/visioning; repositioning within the LCMS community, providing services to the churches; and a new funding initiative. M2014/15-01 Motion was made to appoint Janice Wendorf as Board Secretary. Motion was seconded and carried by voice vote. M2014/15-02 Motion was made to appoint Paul Pettit as Board Treasurer. Motion was seconded and carried by show of hands. 04 Appreciation was expressed to Michael Brown for serving as Board Treasurer from 2012 to M 2014/15-03 Motion was made to accept the printed agenda.

2 BOD /2015 Motion was seconded and carried by voice vote. M 2014/15-04 Motion was made to accept Minutes from the April 2014 Meeting and June 11, 2014 Meeting with the following corrections: April - After M2013/14-54 should read Motion carried by voice vote with one dissenting vote. June - Add Ex Officio after LHM Executive Director Kurt Buchholz. Motion was seconded and carried by voice vote. Also noted: beginning with the June 2014 minutes to better reflect the Board Policy Manual, both the LHM Executive Director and Pastoral Advisor should be classified as Ex Officio in all future minutes. M2014/15-05 Motion was made to approve the 2012 Int l LLL Convention Proceedings with the following corrections: First Convention Session, Line 01 - Start time was 9:00 AM; Line 06 should read - Don Atchison, Mayor of the city of Saskatoon, welcomed the Int l LLL and all attendees on behalf of the city. Second Convention Session, Line 15 should read President Onnen introduced the newly elected Board members who were in attendance at the convention. They were installed by Rev. Grimm on Thursday, July 26, Motion seconded and was carried by voice vote. M2014/15-06 Motion was made to reaffirm the Board s Code of Ethics & Conflict of Interest Policies. Motion seconded and carried by voice vote. 05 Board members individually signed the Code of Ethics and Conflict of Interest documents. M2014/15-07 Motion was made to reaffirm the Board s Guiding Documents, Policies 1.1, 1.2, 1.3, and 1.4. Motion was seconded and carried by voice vote. 06 William Snow, Chair of the Audit Committee, reported that the audit is going forward. The committee will meet towards the end of September to go over the report of the auditors. 07 Janice Wendorf, Chair of the Board Development Committee, presented the recommendations of the committee. Each recommendation was handled individually. M2014/15-08 Motion was made to accept two additions to the Governance Policy Manual; Definitions and Abbreviations: Elect/Election: refers to action by the Members of Int l LLL. Appoint: refers to the action of the Board or its officers as stipulated in this manual.

3 BOD /2015 The assumption is that with the acceptance of these definitions the committee can go into the policies and make the necessary changes and edits to bring them into compliance. Motion carried by voice vote. M2014/15-09 Motion was made to accept the rewording of several bullet points in policy Bullet two: request from the Board the range of salary for the positon of Executive Director recommended by the Compensation and Evaluation Committee; bullet eight: request that the Compensation and Evaluation Committee recommends a salary based on the résumé of the selected candidate; bullet nine: request that the Chairman negotiate a salary with the selected candidate on behalf of the Board within the established salary parameters. Motion carried by voice vote. M2014/15-10 Motion was made to adopt new policy The ministerial housing allowance for all ordained or commissioned ministers of the Gospel called or employed by Lutheran Hour Ministries shall be 50% of their compensation unless specifically otherwise established by the Board. This policy will be reviewed and ratified annually at the July Board of Directors meeting. Motion carried by voice vote with one dissention. The Board requested that staff obtain legal opinion on policy M2014/15-11 Motion to revise policy to read: A written ballot that is mailed to each voting Member and returned to the Int l LLL by the balloting deadline. Motion carried by voice vote. M2014/15-12 Motion was made to accept new policy Action may be taken without a meeting if the action is taken by all members of the Board. The written consent describing the actions taken, is signed by each director, and included in the minutes filed with the records reflecting the action taken. Action taken under this is effective when the last director signs the consent. (This constitutes a joint unanimous consent and has the effect of a meeting vote.) If approved, the remaining items in would be renumbered. Motion carried by voice vote. 08 Rev. Gregory Seltz, Speaker of The Lutheran Hour, addressed the Board, encouraging members to be a blessing to churches and people who are trying to get the message out about Jesus Christ. Pray for LHM, use LHM s resources, and give them to pastors and friends. Be a blessing to LHM s culture. 09 Kurt Buchholz, Executive Director, gave his report.

4 BOD /2015 Buchholz introduced Jeff Craig-Meyer, Director of Ministry Advancement, who has been on staff since June 30, Craig-Meyer shared personal information and his professional background and preparation for this position. Buchholz shared that it has been a very busy 9-10 months since he began as Executive Director. Internal audits and funding audits are taking place. Working with the leadership team, three key points have been articulated for strategic planning. LHM will not rest until: 1) every last person hears the Gospel in an understandable way; today s world offers so many opportunities; 2) new believers are connected to Christian communities of believers where they can learn and grow; 3) all Christians are disciples who reach out in love to those who are not believers, and there is a grassroots level of believers always sharing their faith. A rough draft of the guiding policy for LHM is: Coordinated proclamation to significant numbers of unchurched people (which includes nonbelievers and dechurched) using mass communications and effectively equipping the church for word of mouth sharing (evangelism). The target audience is 26- to 49-year-old unchurched men and women. 10 The Board went into recess for lunch with the LLL District Presidents. Richard Gast led the meal prayer. 11 The meeting reconvened at 1:00 PM. 12 Douglas Rutt, Director of International Ministries, introduced the International Ministry Center Directors who were in attendance at the conference: Ancella Gregory, Jamaica; Dinh Hai Au, Vietnam; Eugenio Gallestegui, Mexico; Fadi Khairallah, Lebanon; and Richard Fox, Australia. 13 Khairallah led a devotion for the Board. He has been the ministry center director for 15 years. He shared information about the influx of refugees from Syria, numbering close to 30% of the population of Lebanon. The ministry center staff works in refugee camps bringing food, hygiene products, baby supplies, and medicine. All this is done for the sake of Jesus Christ, following His example in John 13: 3-5, Jesus washed the feet of His disciples as an example of how to minister to others. 14 Rev. Timothy Scharr, LCMS Liaison, brought greetings from LCMS President Matthew Harrison, who is grateful for the partnership between the LCMS and LHM is a year with no conventions; synod officials are busy putting into effect resolutions from the convention of 2013, among them visitation and Lutheran identity. The 2016 Convention of the LCMS will be held in Milwaukee, Wisconsin. 15 Mathew Block, LCC Liaison, brought greetings from LCC President Bugbee. The Convention in Vancouver reelected President Bugbee for three more years. Also at the convention, LLL-Canada became an auxiliary of LCC. The mission emphasis for LCC is in Nicaragua and Ukraine. 16 Stephen Klinck, LLL-Canada Managing Director, provided an update on that organization. They are in the process of electing Board of Directors members, which will be completed by

5 BOD /2015 the end of August. He is looking forward to hosting Nilo Figur, Regional Director for Latin America, and Richard Fox after the SENT Conference. LLL-Canada is thankful for the partnership and support LHM provides them. 17 Michael Brown, Chair of the Budget and Finance Committee, reported on the financial status of LHM, sharing charts and statistics. 18 Alan Zacharias, fundraising consultant, presented findings of the funding initiative audit. Among items that were shared were the assessment process and protocol, philanthropic climate, and issues affecting generosity and major gifts today. Some factors that are emerging include the function of Ministry Advancement in building awareness, understanding, and goodwill for LHM; communication; engagement; relationships; and strengths and weaknesses in the organization. Board members have a responsibility for providing names and responding to the letter they received from Executive Director Buchholz. 19 Jack Ficken, Chair of the Compensation and Evaluation Committee, reported that the committee did not meet at this time. The committee will be meeting a day prior to the October 2014 meeting. 20 Phil Johnson, Chair of the Fund Development Committee, reported that the committee met on Wednesday. Estate gifts have provided income higher than ever before. This is both good news (providing needed income) and bad news (donors are deceased, and this is their last gift). The Board was challenged to bring clarity to why they are serving and develop the elevator speech of why each individual serves on the Board of the LLL. In many ways, LHM is underexposed as an organization. Correcting that is the responsibility of each Board member. 21 Kay Meyer, Chair of the Nominations Committee, reported that the committee met on Wednesday. They developed a list of needs for the Board including, but not limited to: younger, wealthy, ethnically diverse, retired development executive, and geographically diverse. They also encouraged that the Board continue to evaluate itself and submit names to this committee. The committee will maintain a list of qualified people for future Board positions. Motion 2014/15-13 Motion was made to appoint the Audit Committee: Chair, William Snow; Londa Borer-Skov; Michael Brown; and Mark Dunlop (non- BOD member/advisory). Motion was seconded and carried by voice vote. Motion 2014/15-14 Motion was made to appoint the Nominations Committee: Chair, Richard Gast; Paul Pettit; William Snow; Tom Clarke (non-bod); and Karen Soeken (non-bod). Motion was seconded and carried by voice vote.

6 BOD /2015 Motion 2014/15-15 Motion was made to approve the following committee/task force appointments for 2014/15: Board Development: Chair, Janice Wendorf; Phil Johnson; Kay Meyer; Leonard Pranschke; and Richard Sindlinger. Budget and Finance: Chair, Paul Pettit; Jack Ficken; Richard Gast; Andreas Schwabe; and Weldon Schwiebert. Compensation and Evaluation: Chair, Jack Ficken; Michael Brown; Leonard Pranschke; Weldon Schwiebert; and Janice Wendorf. Fund Development: Chair, Phillip Johnson; Londa Borer-Skov; Kay Meyer; Andreas Schwabe; and Richard Sindlinger. Election Committee: Chair, Janice Wendorf; Leonard Pranschke. (One additional Board member to be appointed and two LHM staff members). Foundation Board Representative: Weldon Schwiebert. Strategic Planning Task Force: Chair, Andreas Schwabe; Michael Brown; and Phillip Johnson. Motion was seconded and carried by voice vote. 22 Executive Director Buchholz gave an update on the plans for the celebration of the 100 th anniversary of the Int l LLL. A big celebratory gathering would not be attractive to all generations; it is not a positive to message to all audiences; Focus on further and deeper engagement of existing constituencies; Two years is too long to sustain a celebration; The LCMS is meeting in convention in Milwaukee in July is the actual anniversary year, but a celebration could possibly launch in 2016; This ties in strongly with Board decisions on the future of national conventions/events; and A staff committee has brainstormed a number of ideas, but final plans will possibly fall in the area of the new constituent manager. 23 Discussion ensued on the face of national events in the future. LHM is drawing new people due to the attraction and practical nature of the ROC events, not due to the fact of that they are Int l LLL events. Financially, the smaller ROC events are more cost effective than a large gathering, such as the SENT Conference. Overall there is a growing disinterest in large national events, coupled with a growing interest in regional events. Motion 2014/15-16 Motion was made to use one of the upcoming ROC events in 2016 as the national Int l LLL Convention. Motion was seconded and carried by voice vote. 24 Discussion on 2016 LLL District representative reimbursements was tabled to the October 2014 meeting.

7 BOD / The Board meeting went in to recess. 26 The meeting was called to order for the purpose of electing directors of Envoy Productions, Inc.; Envoy Entertainment, Inc.; Lutheran Hour Global Inc.; LHM Holdings, Inc.; Lutheran Television, Inc.; The Lutheran Hour; and BCTN as indicated by the offices listed below, to serve in accordance with the Bylaws of each Corporation, and at the discretion of the Board of Directors until their successors are elected and qualified or until their earlier resignation or removal. Upon motion duly made, seconded, and unanimously carried, the persons as elected as the directors of each of the foregoing named corporations: Philip Krauss II, Phillip Johnson, and Kurt Buchholz. Motion 2014/15-17 Motion was made to approve the following as directors of each of the corporations: Philip Krauss II, Phillip Johnson, and Kurt Buchholz. Motion was seconded and carried by unanimous voice vote. 27 Meeting of the corporations was adjourned. 28 Meeting of the Board of Directors resumed. 29 Andreas Schwabe, Chair of the Strategic Planning Task Force, reported on the message board system that will be in use within two weeks. This will provide a rolling discussion on the areas of core values and vision statement. A tutorial video will be provided to help Board members use this technology. Board members are encouraged to visit this regularly, at least once a week, to read comments and to respond to items that have been posted. The message board will serve as a repository for ideas and brainstorming among the Board. 30 Richard Gast, Chair of the Lutheran Hour Ministries Float Committee, gave Board members a full color rendering of the 2015 float. Chairman Krauss and Pastoral Advisor Klinkenberg will both be riders on the float. Motion 2014/15-18 Motion was made to go into Executive Session. Motion was seconded and carried by voice vote. Motion 2014/15-19 Motion was made to go out of Executive Session. Motion was seconded and carried by voice vote. Motion 2014/15-20 Motion was made to adjourn. Motion was seconded and carried by voice vote. 31 Meeting was adjourned at 5:25 PM.

8 BOD /2015 Respectfully submitted by, Janice Wendorf, Secretary Future Board Meetings: October 17-18, 2014 (arrive October 16); St. Louis, Missouri January 9, 2015; morning and afternoon session; electronic meeting April 24-25, 2015 (arrive April 23); St. Louis, Missouri Tentative: July 17-18, 2015 (arrive July 16); St. Louis, Missouri Tentative: October 23-24, 2015 (arrive October 22); St. Louis Missouri

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