Colorado Native Plant Society
Strategic Planning Board Meeting Minutes
Location: Denver, CO
Regis University Library, Tracy Center,Main Level
3333 Regis Blvd. (corner Regis Blvd. & Lowell Blvd.)
November 19, 2016
9:34 a.m. – 11:46 a.m.

IMPORTANT: CoNPS has reached a point in its development that we need to establish a Strategic Plan/Action Plan that projects several years into the future. Going year to year is no longer a viable way of doing business. There are many projects/funding issues that we need to consider. A draft document was put together as a starting point by the Strategic Planning Committee and distributed to all participants. The Strategic Plan will be covered under the next two meetings – Nov 19^th and Dec 3^rd.

Called to Order at 9:34 am by Charlie Turner

Attending: Denise Wilson (had to leave early), Steve Olson, Lenore Mitchell, Irene Shonle, Ronda Koski, Jessica Smith, Steve Popovich, Leo Bruederle, Rich Rhoades, Cecily Mui, Amy Yarger, Charlie Turner, Jan Turner

Attending by phone: Mo Ewing, Sara Copp, Rene Galeano-Popp, Bob Powell

Proxy: Jessica was proxy for Jenny Neale; Jan was Proxy for Nanette Kuich; Jan was proxy for Denise when she had to leave at 10:30

Absent: Stephen Stern; David Julie wanted to attend by phone but Jan and Charlie Turner had a mix-up and David wasn’t phoned due to the Turners’ mistake; Erica Cooper had to miss the meeting because of an emergency doctor’s appointment following foot surgery.

Not attending due to Conflict of Interest (because of discussion of jobs and salaries): Jen Bousselot & Linda Smith (Denise Wilson told us that Independent Contractors are not allowed to be in on salary and job discussions).

Minutes by Denise Wilson and Jan Turner:

CoNPS 5-year strategic plan 2017-2021

Recommendations from the Strategic Plan Subcommittee

Jan, Charlie, Mo, Leo, Amy and Jack

New Board members, Rich Rhoades (Southeast Chapter President from Pueblo) and Leo Bruederle (Metro-Denver President and former CoNPS President) were introduced.

Amy Yarger, Moderator:

Amy Yarger, chair of the Strategic Planning Sub-Committee led the discussion of the Strategic Plan (draft). Capacity building is complicated and will take a lot of time.

Questions for discussion (some of these will be considered “offline”, depending on time):

What is your vision in that key area in five years?

What are reasonable targets year by year?

What are our current resources to get us there?

What are our current gaps?

How might we address those gaps?

Who will be the point person for each target?

How and how often will we evaluate progress?

Items in blue are from the draft Strategic Plan:

Building capacity

1. Revenue – Over the next 5 years, CoNPS will increase revenue to support continued growth of organization, including additional staff. In 2017, we will create a 5-year plan that will include projections of the following sources of revenue

1. 1. Healthy membership growth (see tables)
   2. Annual meeting in Front Range
   3. Workshops
   4. Fee for service
   5. Plant sales
   6. Book sales
   7. Grants and other fundraising

2. Memberships – In 5 years, CoNPS will have 1000 paying memberships (up from 728 which does not include un-renewed or lifetime members)
   1. This is comparable to the California Native Plant Society’s membership in proportion to its population.
   2. Each year, we will have a goal of 55 net new paying members. This will increase revenue by $4K per year.
   3. We plan to grow membership at current dues levels and then consider raising later once we reassess benefits.
   4. We will continue to use all media types to reach diverse audiences.
   5. In order to increase renewals, we will increase our contacts and consider using personal letters or phone calls. We might also consider some sort of incentive for early renewal.

Discussion:

Sources of Revenue: Membership Growth & Other

Charlie Turner: Our goal is 55 new net memberships (current paying members) per year. We need to track why members aren’t renewing. Are they moving out of state? Have they died? Are there other reasons.

Lenore Mitchell suggested tracking who the members are: professional botanists, amateur botanists, gardeners, etc. It is important to let members know we have beginner’s hikes, etc. and there are a number of activities for beginners.

Ronda Koski: We need stronger collaborations with community colleges and universities. The universities won’t advertise CoNPS hikes in the area unless it is a collaboration with the university and therefore considered a university event.

Renee Popp: The perception is that we are all out there keying out plants. They think we are bunnies with our tails in the air. We need to indicate the hikes that are not keying hikes. We are out here to have fun, each trip will be different, some with keying and some not.

Bob Powell says the Southwest Chapter indicates difficulty and intended audience for field trips (physically demanding, for beginners, etc.).

3. Staffing – In order to grow the organization, we will create two staff positions in the next five years. These positions will ensure continuity and accountability for the work of the organization.
   1. Executive Director – In 5 years, CoNPS will have a regular part-time employee in this position, which is responsible for oversight, keeping chapters and committees on track, fundraising and resource development.
      1. In 2017, we propose to add 8 hours per week to the Marketing/ Membership Coordinator position at $20/ hr. These additional 8 hours is fundraising and resource development.
      2. This position will be phased in to be a half-time position in 5 years.
   2. Conservation Director In 5 years, CoNPS will have a regular, part-time employee in this position, which is responsible for providing coordination, logistical and other assistance for conservation work carried out the committees and the chapters and as fee-for-service. (See below for conservation goals)
      1. In 2017, we plan to add 5 hours a week to the Administrative Coordinator position at $19/hr. These additional 5 hours is for conservation work.
      2. This position will be phased in to be to approximately 1/3 time in 5 years

Discussion:

Charlie Turner: Leo Bruederle recommended that as a matter of fairness the new hours not be added to the hours of existing staff but we separate these hours into positions that will be offered up for bid: fundraising person (8 hours/week) and conservation person (5 hours/week). The current coordinators could also bid for the jobs.

Discussion by group after seeing the financial projects is that we aren’t ready to think about an Executive Director at this point. Could revisit in a few years if finances are stable.

CT: In regard to Strategic Plan, Leo Bruederle suggested that as a matter of fairness the extra hours that were suggested shouldn’t be added on to the existing jobs (8 hours added to the M & M Coordinator for fundraising and 4 hours of conservation work added to the Administrative Coordinator). They should be separate jobs, an 8-hour fundraising job and a 4 hour conservation job, and should be advertised to the public for bids from Independent Contractors. The current CoNPS workers could apply for the jobs.

Employees versus independent contractors:

Denise Wilson (who does CoNPS’ taxes): CoNPS needs to be in compliance with IRS regulations. She said Linda should be an employee because that is what she is according to the definitions (she doesn’t have any other employment, she has a CONPS checking account and charge card, etc.) but that Jen is an Independent Contractor (she has a number of other jobs – she teaches part-time at CSU, works one morning a week helping Jack Carter with computer stuff and he pays her $25/hr., and does contract work for the company her husband works for, etc., and doesn’t have a CoNPS charge card). We have to give her a yearly contract as an Independent Contractor and need to set up an arrangement with a budgeting company for Linda’s FICA, federal and state taxes, workman’s comp, etc. and send her a monthly statement. Denise and Charlie have been researching these things but the Board realized there is a lot of research to do and we should probably consult with experts.

Jim Tolstrup: HPEC contracts with an employment company who employs HPEC’s “employees.” It is important to have Directors and Operators (D & O) Liability Insurance to protect the Board of Directors or if an employee steals money from CoNPS, etc.

Mo Ewing: CoNPS has D & O insurance.

Jim T: It is helpful to have a core committee whose sole purpose is to make fiduciary and legal decisions. CoNPS should have a lawyer on the Board. A governance committee would be able to pre-digest these issues and bring them to the Board to save time for the Board.

Bob Powell motioned that we move forth to make arrangements for people to be employees or independent contractors and create the job descriptions by January 1^st.

Charlie Turner said that Denise Wilson believes that Linda Smith should be classified as an employee and Jen Bousselot should be an Independent Contractor. (who seconded the motion?)

Cecily Mui: Amended to Bob Powell’s motion that the Administrative Coordinator should be an employee by January 1^st.

Charlie amended that the Membership & Marketing Coordinator, Conservation Coordinator, Workshop Coordinator, and Fundraiser should have contracts as Independent Contractors.

Bob accepted the amendments.

A vote was called. All voted Yes except Jessica Smith and Steve Popovich voted no.

Jessica Smith made a motion that the status (employee versus independent contractor) should be vetted by a CPA and attorney.

Steve Popovich said we should go to a business model consultant.

Cecily Mui suggested that we join the Colorado Non-Profit Association. If we join them they have training for Board members and staff and a list of attorneys who will work pro-bono for non-profits. Membership fees are based on operating budget. CoNPS budget is so small that the membership fee would be $100.

Jessica: Amends motion: We should have contracts and the way we manage vetted by an expert such as those from the Colorado Non-Profit Association.

Jessica was asked to state her motion again: CoNPS should seek professional vetting of our employer practices by joining the Colorado Non-Profit Association and finding experts to consult.

Increased Impact

Amy Yarger returned to the Strategic Plan: Increased Impacts – ask for committees to discuss the issues under “Increased Impacts” and come back to discuss it at the Board meeting on December 5.

Mo Ewing said the Conservation Committee wouldn’t be ready to discuss it by December 5^th.

Renee: Regarding Conservation Coordinator, she doesn’t think just top down would be the way for the Conservation Coordinator to go but it should also be from bottom up (chapter level).

Mo: When we first discussed a Conservation Advocate (before we changed it to Membership & Marketing Coordinator), we wanted to try to develop expertise at the chapter local – local conservation at the chapter level. The Conservation Committee will write a job description for the Conservation Coordinator. Mo said he is inclined to simplify what they want to do for 5 hours/week position rather than a 5 year plan.

We should ask the Colorado Non-profit Association about fundraisers. They probably have some.

Sara Copp Franz : The restoration committee hasn’t been formed yet.

Lenore: Volunteerism is vital. Make them feel rewarded.

Charlie: That is what we want to M & M Coordinator to do with measureable criteria.

Cecily Mui made a motion that we form a governance committee. Maybe we need to put this in the strategic plan. Jim Tolstrup seconded the motion. He said it should include executive officers: president or vice-president. Irene said she doesn’t have time.

Jim Tolstrup: At HPEC they created a strategic plan but didn’t have a governance committee. It was like a body without a head. We need a smaller committee to work on these issues so the Board can work on the strategic plan. The GC works on agendas for meetings, overseeing committees, resolving conflicts so smaller committees take care of these things and not the Board. That way at the Board meeting, things are pre-digested. The committee might include the chair, treasurer, vice-chair. Financial and legal advisors would be helpful. Make it part of the strategic plan because of financial and legal liability. Draft contracts for employees, etc.

Cecily would not suggest a large governance committee.

Jan said that Board members don’t need to rush with all these things. Important to make sure we that are doing the correct things. There is so much to consider.

Rich, and Leo thought it would be good to slow down a bit and not rush. Not form governance committee yet but in the future; maybe add to Strategic Plan.

Irene: Like Amy said, come up with a timeline for committee goals.

Leo: Increase impact.

Lenore: Member profiles. Find out who they are.

Jessica: We need to discuss revenue sources. Will our volunteers get worn out.

Jan: If meeting is going to end early, have quick announcement:

Mikl Brawner of Harlequin’s Gardens has asked for a letter from CoNPS in support of his plans for expansion. The Boulder County Commission has denied his building permit and there will be a hearing on Tuesday, August 29, at 11:00 at the Boulder Court House, 2045 17^th Street It would be good if CoNPS could support him with a letter and people showing up for the hearing to speak on his behalf. Jan will forward Mikl’s letter with the information to the Board. Harlequin’s Gardens is well known for its selection of native plants and Mikl is a long-time CoNPS member. He wants to expand to add greenhouses and hire propagator to grown pesticide-free native plants and vegetables. Because of a problem that the title company didn’t catch, Boulder wants to deny him a building permit for his new land.

Joyce Kennedy of People and Pollinators Action Network (PPAN) requested that CoNPS write a letter of support for their planned legislation to the state to protect native pollinators. They would be happy for any contributions from their members to help cover the cost of the lobbyist they will be using. Jan will forward the information to the Board by email.

Steve Popovich announced that he is going to step down as Field Studies Committee Chair because of health problems. Has asked Steve Olson to consider helping. Popovich will step down for now and come back if his health improves. Note: Charlie Turner contacted Steve Popovich after the meeting and said the Field Studies could be an inactive committee (with no vote) and once Steve regains his health he could come back as chair and Steve agreed.

Charlie motioned to adjourn. Cecily seconded. All voted Yes.

Addendum #1:

Because of the amount of work that needs to be done to figure out the employment and financial situation and the stress an additional meeting would place on the Board (who are all unpaid volunteers) during the holiday season, the Turners sent out an email on November 21, 2016, suggesting that the next Board meeting (December 3) be cancelled and that we take things slower. The Turners will send out a Doodle poll to determine the best schedule for Board meetings in 2017. CoNPS joined the Colorado Non-Profit Association and Charlie sent out a group email to all CoNPS members asking if anyone had expertise on IRS regulations and classification of employees

Addendum #2:

On November 22, 2016, Charlie received a phone call from Jo Zeimet, a retired expert on employment and tax regulations. She said it is almost impossible for a person to be classified as an independent contractor rather than an employee. Charlie sent out an email informing the Board of what he learned from the expert: