Subject: MInutes from July 1999 RI Convention, July 15th July 15, 1999 08:00am Board of Directors Open Session Meeting called to order by Bob Stone. Mr. Stone discussed the recent restructuring of the Board to add regional directors instead of electing at large directors. We expanded the number of directors from four to nine regions. The new directors have the following four responsibilities: 1) Guide the Councils and the Teams, to serve them. 2) Provide Leadership to the Councils and Teams 3) Help ensure that the Councils and Teams follow the applicable laws and regulations, including REACT International’s policies. 4) To provide substantive ideas that the Teams and Councils can use in their week by week, month by month activities. The board does not view itself as people who are going to run REACT. We have had enough of that in the past. In addition to the nine directors who will serve as the guides to REACT’s future. There will be four operating officer positions to run the routine daily operations of the corporation who will report to the board of directors for policy changes and guidance. These four are President, Vice President, Secretary and Treasurer. Mr. Stone read a description of job duties for each officer position, saying the President will be an ex-officio member of the board, reporting to the board but not having a vote on the board. Mr. Stone reported that Chuck Thompson has agreed to remain as Vice President and General Counsel for the corporation. Mr. Jennings read the list of states for each region and Mr. Besing identified each director’s responsible areas Committee Reports: Registration Report: 88 registered members have checked in, 13 councils, 36 teams with a total of 46 voting delegates. 3 teams are representing councils and do not get dual votes Membership Mr. Besing reported that membership has been the top topic by the board, from Junior to Affiliated to other membership issues. No other report. Amateur Mr. Sahler reported that he and Alfred Fronefield were re-appointed co-chairs for the Amateur Committee. No other report. GMRS No report CB Radio Jim Koritzky reported he was re-appointed for CB committee chair and wants to rebuild connections with the trucking industry and other agencies, especially in the remote areas. Life Member Mr. Gamble reported that he submitted a written report to the board. He read the letter to the attendees. Active 259 members, Deceased 81, Dropped 48, Removed (for cause) 6, Undecided (at time of update) 6, Unattached 134. He has three new candidates, one recently deceased. Total was 534 Life members plus the three will be 537 Life members as of the date of the convention. Mr. Cooper (NJ) asked if the list of unattached Life members would be made available to councils and the board replied yes. Site Selection Mr. Jennings reported that Florida Council developed a bid package within six weeks for the year 2000 convention. The committee has approved the bid to hold the 2000 convention in Kissimee Florida during the 4th week of July, the 26th-28th. REACT transmitting into the 21st Century. Training Alfred Fronefield is serving in Macedonia at present but is scanning in all current printed documents into electronic format for modification and updates. Mr. Besing gave a brief report on his behalf, explaining that Mr. Fronefield had planned to be at the convention like last year, but the US Army gave him 45 minutes notice to pack his bags and ham radios before being shipped to Albania and later Macedonia. Publicity Bob Leef reported on some plans published in last REACTer, mostly concerning obtaining a new spokesman and other membership oriented items. They are looking for national sponsorships, equipment insurance, and a manufacturer to market a channel 9 priority scanning CB. Boston PBS to do show “Visionaries” and we have located a REACT member in Boston to work with them. Mr. Stone reported that Hall Duncan has had to resign as Outside Director, but will continue to work together with Mr. Stone and other directors on public relations ideas. Plans include contacting Tandy Corporation. Computers report by Lee Besing. Mr. Besing reported that work was being done, had been done in fact, by Johnny Stowers of San Diego to convert the existing File Express Database over to the more modern Access97 database. We have added new fields, which the directors or other members have suggested, such as e-mail, web addresses, new team fields for meeting places and times. Regarding web site, there is a new computer store on-line for members to purchase items which has accurate pricing and would allow the computer committee or office staff to maintain the categories, items and other administrative functions. After the new database is established, we will be converting the Team / Council contact page to run on software called “Cold Fusion” to pull the data live from a database file rather than hard coded web pages. This will allow the information to be more accurate and timely. E-commercial.com, the company partially owned by director Besing, is the host for the REACT web site and mail server and will be establishing sub directories for each council where they can establish their own web sites under the REACT web site. Awards report by Leland Johnson. K40 awards were selected by the committee for 2nd and 4th quarter 1998 for the team and member levels, plus 1st and 2nd quarters during 1999. They selected a 1998 member of the year award winner and team of the year award winner. No council was selected. Remainder of committee reports postponed until tomorrow’s open session. Meeting recessed at 10:25am. July 15, 1999 2:45pm Board of Directors Meeting All directors present Discussion on filling the position of President. Mr. Besing suggested that Mr. Harry Hawkins of Saginaw, Michigan, be considered for this position. Mr. Hawkins was invited into the meeting for an interview by the full board. Discussion on problem of remote managing the office. Communication solutions suggested included the extensive use of e-mail, normal mail, telephone and fax, plus the help of nearby directors when “in person” visits are required. Mr. Hawkins provided his background with REACT, his education and military background to be printed in the next REACTer magazine. Motion by Mr. Besing, 2nd Mr. Lanshe to appoint Mr. Hawkins as President for REACT International. Motion passed unanimously. Mr. Hawkins was asked to rejoin the meeting and was told of the board’s decision to appoint him as President. Discussion about office position of Treasurer was held. Mr. Ed Greany of California was proposed for the position of Treasurer. 2nd proposal was Marilyn Fields, CPA, of Maryland has offered to assist with bookkeeping and tax returns. Additional discussion of Christine White’s qualifications to assist either the President or Treasurer. Motion by Mr. Mauk, 2nd by Mr. Besing to appoint Marilyn Fields, CPA, of Maryland to the position of Treasurer if she will accept. Mr. Stone and Mr. Jennings to interview her during their visit to Suitland at end of July. Motion passed unanimously. Proposal by Mr. Faulkner to ask Mr. Greany to audit the books as needed. Board agreed that this would be good, but no formal decision reached pending interview with Ms. Fields. Mr. Stone announced that he was willing to serve another year as a director. But he did not wish to remain as Chairman of the Board. Motion by Mr. Besing, 2nd by Mr. Lanshe to appoint Frank Jennings to the position of Chairman of the Board. Motion passed unanimously. Mr. Jennings assumed the seat effective immediately. Discussion about missing director, Mr. David Moore, Mr. Jennings to contact him at home to confirm his appointment and willingness to meet the obligations of a director, including attendance at board meetings. Motion by Mr. Mauk, 2nd by Mr. Holmes to allow the Award Committee to pursue the idea of a recognition pin for individual award winners with K40 for approval and funding. Motion passed. Mr. Jennings read list of committees. Site Selection Jesse Mauk Selma Dassa Convention 2000 George Holmes Walt Young Highway Safety Ron Faulkner Ron McCracken Training Ron Faulkner Alfred Fronefield Public Relations Fred Lanshe Bob Leef and Ron McCracken Computers Lee Besing Dick Cooper Awards & Recognition Jesse Mauk Leland Johnson Junior REACT Larry Fry Linda Faulkner Communications Jack Murrell Amateur Radio Henry Sahler III, Alfred Fronefield GMRS Radio Charlie Land CB Radio Jim Koritzky Government Relations Bob Stone Wayne Lewis, Frostburg MD Voluntary Agencies Fred Lanshe Paul Bowling, Arrundel Co MD Membership Frank Jennings / David Moore Tom Currie, Louisville Metro Life Membership Frank Jennings Richard Gamble, Bylaws -- Frank Jennings Johnny Stowers, San Diego Rapid Deployment Teams Fred Lanshe John Knott, John Fisken, Bob Lumpkin {Note: two other committees added later Lee Besing, Secretary} Discussion on dates for the winter board meeting. Target date February 18th thru 21st with the meeting to be held at Suitland, Maryland. All directors were placed on notice that they may have to carry all or a portion of their expenses for attending the winter board meeting. Mr. Fry reported on Team in Wisconsin who reported to D&B that they had over $110,000 in assets and were charging accounts to the team’s name. Mr. Fry as State Council President, asked the charter be suspended and revoked. Mr. Besing reported that Mr. Thompson had written a letter to the party advising them their check for charter application had bounced and therefore their charter was revoked immediately. Mr. Fry asked for there to be a procedure in place to handle such gross violations in the future while the required 45-day notification period was implemented. Discussion about referring such cases to the Vice President and General Counsel for recommendations and action to handle legal actions against such parties as needed. Meeting recessed at 5:10pm until 8am Friday. __________ See messages for remainder of minutes, July 13, 14, 15 and 16th total. ____________ _/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/ Lee W. Besing, Secretary (Term 7/1997-7/2000) REACT International, Inc. http://www.reactintl.org Voice (210)656-7657 Fax (210)637-6611 San Antonio, TX _/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/ REACT International, Inc. 5210 Auth Rd. Suite #403 Suitland, MD 20746 Phone number: 301-316-2900 Fax number: 301-316-2903 _/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/_/