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MUSEUM OF NORTHERN ARIZONA
Board of Trustees Meeting
Pearson Hall
Minutes of November 6, 2004

Board Members Present: Susan Garretson, Chair; Bill Beaver; Susan Golightly; Sam Henderson; Jack Metzger; Linn Montgomery; Max Oelschlaeger; Carl Phagan; Peter Pilles; Wayne Ranney; Katrina Rogers; Carolyn Shoemaker; Larry Stevens; Miguel Vasquez.

Board Members Absent: Sheri Burnham; Leigh Kuwanwisiwma; Susan Olberding; Barbara Poley; Ann Poulos; Octaviana Trujillo.

Emeritus and Ex-Officio Members Present: Dean Pickett; Chio Black, Ex-Officio.

Others Present: Robert Breunig, Director; Roger Clark, Ann Deegan, Stefan Sommer, and Lynn Yeager, MNA staff.

I. Call to Order
Chair Garretson called the meeting to order at 9:05 am. Robert introduced the new Executive Assistant to the Director, Ann Deegan.

II. Approval of Minutes of Last Meeting
Since the minutes for the October 2, 2004 needed revision by the Chair, the Chair requested that they be distributed and come up for approval at the next Board meeting.

III. Approval of the Consent Agenda
The reports of the Executive Committee (both October 1 and 21, 2004 meetings) and the Master Planning Committee (October 22, 2004) were approved by a motion that was seconded and passed unanimously.

IV. Report from the Chair
The Report from the Muses was read to the Board by the President of the Muses, Chio Black.

Lynn Yeager presented information about the resolution before the Board related to having two signatures for any check written on the National Bank accounts that is over $2,500.00. This was recommended by the auditor. The three primary names on the signature card are Susan Garretson, Linn Montgomery, and Robert Breunig. This resolution would also add Lynn Yeager, MNA Controller, to the card as a second signer only, not a primary signer for checks over $2,500.00. Discussion by Susan Golightly requested that the Board minutes be checked to see if over $25,000.00 expenditures required Board approval. This resolution was approved by a motion that was seconded and passed unanimously.

V. Report from the Director
Robert reported that the October 30-31, 2004, MNA weekend festival, Celebraciones de la Gente (Celebration of the People), was a great success and thanked the artists and local community group, Nuestras Raices, that was involved and particularly the featured artist Zarco Guerrero and his family. Robert was very pleased with the community partnerships and collaborations that developed. He would like to see this as a model for community interaction in the future and hoped that the next Hopi and Navajo Marketplaces would bring the same spirit of meaningful community interaction. A special thanks was given to Roger Clark for writing the grant and handling logistics, to Bob Lomadafkie, and to Jodi Griffith for her exhibits work. Susan Golightly commented that this festival allowed MNA to help explain other cultures that are not always well understood by the larger community. Wayne mentioned that Brad Wallis, Director of the Grand Canyon Association, was pleased with this celebration as Latino groups are often overlooked by NPS and Natural History type organizations and that he commended Robert and the MNA for having this festival. Robert mentioned that the Latino community was itself becoming reconnected to Dia de los Muertos and was pleased that MNA could help. Max reported that County Supervisor, Liz Archuleta, was also pleased with the celebration and had been an early supporter. Susie also thanked Miguel’s wife, Marina, for her work. Miguel Vasquez mentioned that this celebration had brought in new groups to the MNA.

Robert has had very active discussions with a potential donor, who wants to consider giving $250,000 as a possible challenge grant to MNA. He was pleased that this person is now coming forward after having past concerns about MNA budget and financial losses. This would carry restrictions that if the Board invaded the endowment for operating purposes then it could revert to the Flagstaff Community Foundation.

A new book out called A New Plateau, comes through the Center for Sustainable Environments at NAU. This is an overview of people who are making a difference in developing sustainable lifestyles on the Colorado Plateau. Robert wrote the foreword, Roger Clark wrote some of the chapters, and Tony Marinella provided many of the photographs. On November 3rd, 2004, the MNA hosted a panel discussion profiling some of the people in this book plus music and storytelling.

Robert visited Santa Barbara, California, recently to attend the Center for Plant Conservation Board and also went with Elaine Hughes and Jim Roberts (architect for the MNA Collection Center) to visit the Santa Barbara Museum of Natural History storage. They were particularly interested in examining the wet collections storage area to get ideas for MNA’s Collection Center needs.

Robert participated in a panel discussion at the Tacoma, Washington, Western Museums Association meeting where he talked about where MNA went wrong on some past issues but particularly emphasized that MNA is now headed in the right direction.

Coyote Springs community property owners participated in a weekend trip of hiking, sightseeing, and storytelling to the Boulder, Utah, area with Robert, Roger Clark, Tracy Anderson, and Don Keller. Robert felt that this is helping to build good support with the Coyote Springs owners and to re-establish good relationships with an important group of community members.

MNA’s annual fundraiser is November 20th and this year is called the Photofeast. Advanced ticket sales have already broken even. A special dinner at $1000.00 per ticket is to be held at the Colton House.

Robert stressed that to attract new audiences and to be a vital institution MNA needs to better integrate education and exhibits with other programs. Stefan’s work is aiming towards this integration. Everything begins with exhibits and all other programs, including publications, connect back with exhibits. Stefan will present how exhibits are put together, how MNA thinks about exhibits, and how to achieve this integration.

Stefan Sommer presented the emerging processes and procedures for exhibit development (draft Exhibit Philosophy Statement and draft Exhibit Policies & Procedures Statement). He stressed that these policies are needed to work on the five year strategic plan for exhibits and that the public perception that the museum is mostly exhibits means that educational programs, ventures, and other programs that are the gateway to the Colorado Plateau need to radiate from this exhibit core. MNA staff Public Programs Committee would be a forum where all staff can be a part of the exhibit process. Discussion stressed that current exhibits, within the next year, would be temporary but this strategic plan will help to revise trunkline core stories to reconstruct MNA exhibits. Current efforts are underway to evaluate MNA visitor experience and determine possible public interests in exhibits through front-end evaluations locally and other methods.

Stefan mentioned that funding would need to be as much as possible, from outside sources and this would be addressed through identification of outside grants and other funding sources. Documents, such as he presented, are crucial for accreditation and for funding requests. A concern about whether exhibits would stress the region was answered both by Robert and Stefan as they reiterated that the prime focus is the Colorado Plateau region while avoiding a provincial outlook by placing it in a national and global context. Both Robert and Stefan stressed that the “fun” factor would NOT be left out of future exhibits.
Susie mentioned that the Board will be asked to approve these policies and procedures in the future and that the Outreach Committee will look more closely at the documents with Board comments to go to Octaviana who is the Outreach Chair.

Robert presented several informational items to the Board. The MOU with the Hopi tribe defines MNA’s relationship with the tribe and procedures for working with them. Robert, Peter Pilles, Carl Phagan, Leigh Kuwanwisiwma, and Barbara Poley, have been working on this since last summer. It has been constructed in collaboration with the Hopis with meetings at MNA and at Hopi. A draft of this document was sent by email to Board members from Robert, for them to examine in the next month as it will be finalized and sent to the Hopi tribal council. Robert expects that it will be back to the Board next month for their review and approval. This MOU creates the framework by which the MNA will operate with the tribe with specific agreements developed for projects under the umbrella of this MOU.

Another MOU under development is with the Grand Canyon National Park Foundation for the development of the exhibit “If Boats Could Talk” which addresses historic boats in the Grand Canyon, history of river running and the history of the canyon itself. This MOU has not been finalized but is close and a draft was sent by email to the Board.

An MOU was finalized November 5, 2004, with an anonymous donor to create an MNA Ecological Endowment Fund. This is a charitable remainder trust where the individual commits a sum of money which becomes an irrevocable gift. During their lifetime, the donor and spouse will live off the interest of this money. Upon death of the donor and spouse, the principal becomes available to the MNA through the Flagstaff Community Foundation. This Ecology Endowment Fund will create a Chair in Ecology at MNA. This is similar to the Colbert Chair at MNA except for a paragraph of requirements for the ecologist that Linn Montgomery and the donor worked on. This would be primarily a field-oriented community or ecosystem ecologist addressing the functions and roles of whole organisms with research focus on the Colorado Plateau region. This person would also need to have curatorial experience and interests and develop and maintain collections. This sets-up the Chair in Ecology that others can contribute to in terms of funding. Discussion and concerns revolved around whether the one million dollars would be sufficient and whether ABD candidates (ABD = “all but dissertation”) should be considered. Robert stated that no money would be available until the one million dollar level had been reached to insure the start of the position. The MOU has been set-up so that ABD level and above may apply and be considered in order to allow for outstanding candidates that may be ABD which is also stated in the current Colbert Chair MOU. The MOU states that the Ph.D. must be complete within five years from accepting the Chair position. Robert stressed that if more funds are donated from others and the one million dollars is reached earlier, then the chair could be filled earlier. A motion to approve the MOU was made and seconded. Discussion included whether this trust could not be directly with MNA. Robert stated that the donor wishes it to go through the Flagstaff Community Foundation and that this MOU simply structures how MNA is to use the monies. The MOU was then passed by the Board with one board member abstaining. The abstention was due to the inclusion of wording that would allow an ABD to apply for this position.

Susie praised the MNA staff for their hard work on the Quarterly reports and requested that the Board please read them to see all the things that are going on at MNA.

VI. Report from the Finance and Investment Committee
The Chair of the Finance and Investment Committee, Linn Montgomery, presented the Endowment Investment Policy and Donor Bill of Rights that were emailed to all Board members. During the November 3rd Committee meeting Dennis Miller of Miller-Russell, that handles MNA endowment, talked with the Committee over the phone about the performance over the last quarter plus of MNA endowments. MNA endowments were doing better than the general economy. Dennis made some adjustments to where the money is being held. Instead of comparing MNA endowment investments only against standard performance indicators, he would put together a composite index that matched performance in different areas which his firm did. Now there will be an index comparison annually and quarterly comparisons to standard indices.

No quorum was present for this committee meeting so no actions were taken. Instead the Committee is bringing actions straight to the Board. There is an old investments policy for MNA that needs to be updated but this will take time.

Joe DeVito was tasked with rewriting the section on endowments specifically to assist Robert in dealing with potential donors. Linn and Lynn Yeager also developed a policy and fused it with Joe’s to meet Robert’s needs. The Donor Bill of Rights provided is a national document developed by national groups that describes the rights of donors. Robert would like this to be endorsed, as written, by the Board. A motion was made and seconded to approve the Endowment Investment Policy as drafted and give support for the use of the Donor Bill of Rights by MNA Director and was unanimously passed. Susie thanked the committee for their work.

Linn presented a change in the method of accepting the monthly Financial reports. In the past these have gone through the Finance and Investment Committee first for discussion and approval and then to the Board. However, this does not give the Board enough time to preview the financial statements before the Board meeting. In the future these monthly reports will be sent directly to the Board, the committee will still go through and discuss them with Lynn and will recommend acceptance at the Board meeting.

Lynn Yeager presented the August and September Financials for Board approval. August and September MNA held its own. Unrestricted net operating income for August and September was $19,625. Revenue was a bit under for the year as Federal revenue is over from the Wupatki exhibit delay and monies will not arrive until 2005. Rental income is down for the Colton House due to decreased wedding usage. Admissions are down due to the loss of a tour company and visitation in Flagstaff is down 19% but the MNA is working to increase these numbers. The first million dollars for the Collections Center has arrived and is in a restricted fund. The positive balance under Fund Balance is due to the million dollars for the Collections Center. Annual fundraising returns for the first 1 ½ weeks is a little over $20,000. Through September expenses are underbudget by about 20%. Contract Services Other includes the Sunset Crater exhibit contract. A motion was made and seconded to accept the August and September Financials and passed unanimously.

VII. Governance Committee Items
The Governance committee chair, Katrina Rogers, said Bylaw changes were emailed to the Board. The committee is working through the Bylaws line by line. Please read and send comments back to Katrina. The committee is going through the changes reviewed in October that the Board looked at. By the next Board meeting the committee hopes to have a draft of the Bylaw changes for approval. Susie would like to have the Bylaw changes by December so that the Governance Committee can go to other things for accreditation needs.

VIII. AAM Accreditation Application
Robert outlined the multiple steps needed for this process. MNA applies for the accreditation process (December 3, 2004). If MNA meets the standards for an accreditable institution then a self-study is sent which probably would arrive in February or March, 2005. This usually takes a year to complete and includes assessments of Bylaws, Budgets, and other policies that require Board approval. MNA is already working on parts of this self-study. A visiting AAM team then comes to verify what is in the self-study. There is a backlog in the accreditation process at AAM but apparently MNA can get an expedited accreditation review which Robert is going to investigate. At best, it will be a two year process from the time of application. MNA wants to reapply for accreditation at the soonest possible time which is one year from the date of losing accreditation, which was December 3, 2004.

A question was posed as to the role of Board members in this process. Robert stated that they will be involved in passing policies and that the Chair of the Board signs the self-study. The visiting team will also interact with the Board.

A motion was made and seconded to support the application to the AAM for accreditation on or by December 3rd, 2004, one year from the date of receipt of the letter stating MNA’s loss of accreditation. The motion passed unanimously.

Ginger White was praised for her efforts in the accreditation application process.

IX. Collections Committee Acquisition
The presentation of a potential donation was sent back for further information in the form of total numbers of items and descriptions of all items being offered. Robert stated that all future requests for acceptance of potential donations will also provide this type of information. This potential donation will be submitted at the next Board meeting.

X. Fundraising Committee
Peter Pilles, chair of the Fundraising Committee, provided revised minutes for the October 19th, 2004 meeting (revised October 30, 2004) and they were discussed. The Fundraising Committee charter was approved in committee. A draft Corporate Gift Policy will be discussed for the next Fundraising Committee meeting to consider. A recommendation was made to the Governance Committee that chairs of committees be Board members and that this be considered for the Bylaws.

XI. Master Planning Committee
Susie stated that a new ad hoc committee has been made temporarily combining the Building and Lands Committee with the Collections Center Committee to help create an MNA campus masterplan to assist with planning of the new Collections Center building. A staff member, Stefan Sommer, was added to this committee. This committee will meet every other Friday, sometimes weekly, as a prelude to writing a master plan document with maps. There are five subgroups: Science, Art, Conservation (to look at the campus buildings and historic meanings), Support, and Education. Minutes from the last meeting of this committee, October 29th, will be provided later. The first step was to look at 50 year ideals and then to remeet and prioritize the visions. A campus wide workshop is planned before the end of 2004. Susie thanked all those on this committee for doing this big job.

XII. Report from the Research Committee
Carl Phagan, chair, provided a draft handout of next year’s budget for MNA-ES. The budget is not quite finalized but there should be a final draft by the December Board meeting. Carl stated that there is room to expand outside services due to the anticipated workload. The revenue/expenditure for salaries and benefits vary due to the 3 pay periods in some months and that not everyone in outside work has constant work. Robert and Lynn are still working on the rental insurance and some changes may be expected soon.

Discussion centered on the estimated revenue of $377,840 and $192,325 current revenues in-hand. Carl stated that there are contracts applied for and anticipated to cover the difference. Lynn mentioned that if a project did not occur then the cost of extra staff would not be present, so decreasing expenses. Carl also explained that although the best case scenario would be a profit of about $3,000 next year they had anticipated a reasonable shortfall could be covered by the loan from MNA to MNA-ES as it started up. Robert also stressed that in the long term, the second year (2005) was anticipated as building with probable losses in the first and second year as the business is built but that no more money is expected to be requested from MNA. Both Carl and Robert stated that Sonny Kuhr is to be commended for her work.

Carl also provided a second handout stating that Del Kilgore has been elected as director of MNA-ES and will take the place of Linn Montgomery on the MNA-ES Board of Directors.

The final budget for MNA-ES will be presented for Board approval at the December meeting.

XIII. Other Business
The next Board meeting will be December 4th at 9 am in Pearson Hall.

XVI. Executive Session

XVII.  Adjournment
The meeting adjourned about 2:00 p.m.

Respectfully submitted,

Susan Olberding
Secretary to the Board

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