OFFICIAL MINUTES CALLED MEETING OF THE CHARTER HOLDER BOARD OF DIRECTORS RICHARD MILBURN ACADEMY/TEXAS, INC. October 7, 2014 Houston, Texas

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CALLED MEETING OF THE CHARTER HOLDER BOARD OF DIRECTORS RICHARD MILBURN ACADEMY/TEXAS, INC. Houston, Texas The meeting of the Charter Holder Board of Directors of the above captioned corporations was held, at the RMA-Killeen at the Houston campus, 713 East Airtex Drive, Building B, Houston, Texas 77073, posted in an open location at each school location, Superintendent s Office and the meeting location, and posted on the Richard Milburn Academy web site fixing such time and place, and prefixed to the minutes of this meeting. Charter Holder Board Members Present: Dr. Francis White, Chairman Mr. Ernest Chambers, Vice President Dr. Houston Conley, Secretary Mr. Armard Anderson, Treasurer Others in attendance included: Dr. Norman Hall, Superintendent Christopher Skipper, RMA Texas State Director Carl Tanton, Director of Technology & Grants Monette Gregory, Special Programs Director Mark Hemphill, Curriculum & Instructions Director Jim Pollok, Special Projects Director Sharon Cummings, Quality Assurance Coordinator Rebecca Polanco, Assistant Secretary Robert Clemons, President with JR3 Education Associates, L.P. Fran Thompson, Finance Director Finance Director Jr3 Websmart Todd Clark, Attorney with Walsh, Anderson, Gallegos, Green & Trevino, P.C. I. Meeting Called to Order A. Welcome The meeting was called to order by Chairman, Dr. Francis White, at 9:30 AM, CST. B. Opening Remarks Dr. Hall welcomed all meeting attendees C. Roll Call of Board Members All Board Members were present D. Declare a Quorum Present Dr. Francis White declared a quorum present at the meeting.

Page 2 E. Superintendent of the Corporation to Preside Dr. Norman Hall, Superintendent, RMA, Inc. & RMA/TX, Inc. presided over the meeting. II. Review and Approval of Minutes A. Review and Approval of Minutes for Called Board Meeting of August 15, 2014 The minutes for the Charter Holder Board Meeting held on August 15, 2014 were reviewed. Mr. Armard Anderson moved that the minutes be accepted as written. Dr. Houston Conley seconded the motion and was unanimously approved. III. Information Items A. Superintendent s Report Dr. Hall commended Mr. Skipper for having put together a hard-working and effective administrative team. An explanation as to how certain duties previously handled by the management company were now being designated to various Central Office staff. Additional staff positions were created due to compliance requirements and the fact special programs had never been emphasized in a way that insured RMA met its obligations. Another new change would be that of the site-based Board of Trustees would soon become the Advisory Board of each site. B. Financial Condition of the District Mr. Skipper discussed how in the past reports were done by individual campuses, but would now be handled by Jim Pollok, the Special Projects Director. A process involving the use of performance Metrics has been created which is used to measure the activities of the District and member campuses. He also provided the board with a brief description as to the work assignments pertaining to Sharon Cummings, Mark Hemphill, Carl Tanton and Monette Gregory. The Summary of Finances dated September 23, 2014 was discussed and a brief break-down of information was provided to the board. Sharon Cummings also reviewed a graph that she created indicating an overall good report regarding finances. The Board was also provided with bank statements for each account for the month of August. Mr. Skipper then asked the board if the data being provided recently at the Corporate Board Meetings was supporting their expectations. All members agreed that they appreciated being kept well informed and their expectations were being met regarding the financial status of the district. C. Instructional Technology Carl Tanton discussed the approval granted in May for purchases to enhance the technology components needed at campuses. Over 500 new computers were

Page 3 delivered during the summer as well as several other technology equipment to facilitate teaching and learning for staff and students. Jim Pollok informed the board that testing with the State is now going online, which facilitates issues regarding shipping. The goal for this school year is for RMA to be 100% online regarding testing. So far, a total of 242 tests have been ordered for the October testing as well as 50 out of school testers. The equipment purchased was also to ensure the compliance with testing. Carl Tanton mentioned that a request would be made later during this meeting for approval of a Bazar Contract in order to maintain the equipment purchased. D. State Testing Changes Jim Pollok again mentioned that RMA was in process of online state testing across the District. He also created a calendar that contained information from TEA and consolidated the data for the campuses to have easy access. Mr. Pollok stays in close contact with the Directors regarding which students will be tested and which test is to be issued, confirming data accuracy. Mr. Skipper informed the board that last year three irregularities had been reported to the State and therefore appreciated the work Mr. Pollok was doing to keep RMA in good standing. Mr. Pollok also informed the board that he was monitoring testing participants to ensure that enough computers would be available for testing days. E. State of Compliance Reporting Jim Pollok discussed the Federal and State Accountability. Federal Accountability being at a higher standard than the State which is at 30%. He briefly reviewed the support material and provided the board with an explanation as to the report. F. The Insurance Review This year the administration selected Wortham Insurance for a broker with Assurant as the health benefits provider. Sharon Cummings mentioned that last year out of 160 employees, only 45 were participating in health benefits. This year we have 72 employees who are taking part in insurance benefits. WE are also now above what TRS requires of us. Sharon answered questions regarding insurance and explained the adoption of new policies signed by Dr. Hall and Chris Skipper pursuant to board authorization on this issue earlier in the summer. G. State of the District Mr. Skipper presented a report on the instructional, financial and organizational status of RMA schools since the consolidation earlier this summer. Development of compliance protocol, reporting metrics and instructional system capable of effectively meeting the needs of diverse at-risk students will be emphasized. RMA contracted with CIT which provides an online inventory system enabling the

Page 4 District to maintain an up to date list of equipment and furniture. This will also help with audits and provide accuracy of inventory. H. Oversight Accountability Every Monday a Directors Meeting is held in which the administration reviews information with the director regarding data, attendance rates and compares the previous week to the current week. Such information is known as the metrics which is used by the district to forecast, problem solve and develop goals we can track. ** Break at 10:43AM, CST ** 10:51 AM CST, the Board went into Executive Session 11:25 AM CST Action on Closed Session Item Mr. Chambers moved that the board authorize the Superintendent and the State Director to conclude the arbitration as discussed in Executive Session and execute the appropriate documents. Armard Anderson seconded the motion and was unanimously approved. Dr. Houston Conley and Mr. Todd Clark left the meeting at this time. I. Curriculum and Instruction Mark Hemphill presented information on district curriculum issues including online learning, textbooks, instructional materials allotment, blended learning, the new campus based walkthrough process and new teacher evaluation tools. Mr. Hemphill also mentioned that PLATO helped set uniformity across the District and can be used for credit recovery. CANVAS, a learning management system, allows for the posting of assignments and grades in which parents and students are able to retrieve from home. Mr. Skipper stated that the goal was to provide the board with a list of all instructional materials. J. Special Education Special Education Director, Monette Gregory, presented information on district special education issues with particular focus on data integrity system, the need for new assessment team and compliance-oriented oversight. She indicated a review late last spring indicated significant non-compliance and a system and assessment team was now in place to insure compliance going forward. She further indicated the

Page 5 learning curve was long and resistance to needed change was already evident at some campuses. This should improve as folks at the campuses grow to understand the instructional and assessment expectations needed for compliance. IV. Action Items A. Approval of Details of Central Office Staff Dr. Hall presented details regarding Central Office. The attached page will provide information consisting of the make-up of the RMA Central Office Staff. When Richard Milburn Academy moved from the Catapult Management Company to the JR3 Service Company RMA assumed a number of the duties originally assigned to the management company. In doing so it was necessary to add personnel to the RMA Central Office Staff. This change has provided a closer supervision by RMA to the essential operations of the academy. Mr. Ernest Chambers moved that the details of the central office operation be approved as presented. Dr. Francis White seconded the motion and was unanimously approved. B. Consider and Take Possible Action to Adopt Student Handbook and Code of Conduct Mr. Skipper requested that this item be presented at a future board meeting. The Board granted this request. C. Consider and Take Possible Action Regarding the Possible Expansion of Richard Milburn Academy The Texas Education Agency has indicated they would consider an expansion amendment from Richard Milburn Academy to establish campuses in new areas. Possibilities for expansion will be explained along with reasons why the board might be interested in such an effort. Areas that might be developed include San Antonio, Austin, Dallas, College Station, Denton and possibly Victoria. Mr. Skipper advised the board that public meetings would be required and certain forms would need to be submitted to TEA. Mr. Anderson suggested corporate advertising for the larger cities for our campuses in Houston and Fort Worth in order to assist with growth in enrollment. At this time the request to allow RMA Administration to make a submission to TEA regarding expansion is being requested. Armard Anderson moved that the RMA Administration proceed with the necessary paperwork and steps required to apply for the expansion of the District. Dr. Francis White seconded the motion and was unanimously approved.

Page 6 D. Consider and Take Possible Action Relating to Students Under 18 that have Habitual Attendance Issues The Texas Education Agency Student Accounting Handbook makes provisions for administratively withdrawing students over 18 who miss more than five days in any school year. The same reference guide defers to local policy regarding how students under 18 will be assessed and treated for excessive absences. The new recommended policy is included in this board book. Mr. Ernest Chambers moved that the new policy regarding students under 18 with habitual issues be approved as written. Mr. Armard Anderson seconded the motion and was unanimously approved. E. Budget Amendments and Reconciliation Fran Thompson informed the board of the budget and the different coding categories. She also stated that the State requires that the Board approve the budget at the Fund and Function levels. The administration recommended that the board adopt the budget amendments. Mr. Armard Anderson moved that the budget amendments be approved as presented. Dr. Francis White seconded the motion and was unanimously approved. F. New Bazar Contract Carl Tanton explained that entering in a contract with Bazar would provide each campus with technical support. A ticketing system was being implemented in order to facilitate request for assistance as well as on-campus visits when necessary. Dr. Francis White moved that the new contract with Bazar be approved. Mr. Ernest Chambers seconded the motion. G. Budget Increase in Technical Support Needed to Meet Campus Operations Mr. Skipper advised the board this was a duplication to Agenda Item F. NO FURTHER ACTION NEEDED. V. Adjournment At 12:32 PM, with no other business, Dr. Francis White requested that the meeting be adjourned. Mr. Armard Anderson moved that the meeting be adjourned. Mr. Ernest Chambers seconded the motion.

Page 7 Dr. Francis White, Chairman Mr. Ernest Chambers, Vice President Dr. Houston Conley, Secretary Armard Anderson, Treasurer ** Mr. Armard Anderson was unable to attend the Corporate Board Meeting held on **