MINUTES – September 11, 2008
THE WEST VIRGINIA BAR FOUNDATION
BOARD OF DIRECTORS MEETING
STATE BAR CENTER-CHARLESTON
September 11, 2008
The meeting of the West Virginia Bar Foundation’s Board of Directors was called to order by Vice President Carl Harris on September 11, 2008 at the State Bar Center in Charleston.
Members of the Board of Directors in attendance were Secretary/Treasurer John Tinney, Steve Crislip, Larry Skeen and Steve Nord. Participating by telephone conference call were Dean Joyce McConnell, Tracey Rohrbaugh, Janet Preston, J. Franklin Long and Tracey Weber. IOLTA Advisory Committee Chairperson Scott Segal and Bar Foundation Executive Director Tom Tinder were also in attendance.
The first item on the Agenda was a review of the Minutes of the last Board of Directors meeting which was held on June 12, 2008. A motion was duly made, seconded and passed that the Minutes be approved as presented.
Vice President Harris requested a report from the IOLTA Advisory Committee and it was given by Committee Chairperson Segal. He stated that the Committee had met earlier in the day and reviewed the overall provision of free civil legal services to low income citizens and the activities of the regular and special grantees. He then made the following recommendation to the Board for its approval— with $268,616 available for distribution, keep the Rainy Day Fund at its current amount of $137,500, set aside $12,500 for the annual management fee and distribute the remaining amount of $118,000. A motion was duly made, seconded and passed that the recommendation for funding distribution be approved. The Committee also recommended that $150,000 of the IOLTA funds be placed in a higher interest rate secure financial product—a motion was duly made, seconded and passed to proceed with that financial transaction.
Committee Chairperson Segal then discussed the Committee’s review of a Comparability Rule, as has been approved in 22 other states. Based upon the survey done by The Resource, there could be as much as $100,000 generated by the implementation of such a rule in WV. After some discussion, a motion was duly made, seconded and passed that a Comparability Rule with a Safe Harbor provision be drafted by a special committee consisting of Board members and IOLTA Advisory Committee members, that the draft rule be distributed to the Board members for review by October 1, that the final proposal be forwarded to the WV Supreme Court for consideration by October 10 with a possible implementation date of January 1, 2009 and that the amount of up to $2,000 be approved for additional consulting services from The Resource, if needed.
The next item on the agenda related to the financial report. Secretary/Treasurer Tinney went over the income and expenses for the first two months of the 2008-09 fiscal year and stated that there were no specific areas for consideration. Executive Director Tinder stated that the 2007-08 fiscal year ended with a surplus of revenues over expenses of approximately $30,000. The independent auditor will begin the 2007-08 fiscal year audit process in the next few days and will have the formal audit for review at the December Board meeting. Then, a motion was duly made, seconded and passed to approve the financial report for July and August, 2008.
The next item on the agenda was a report from the Grants Committee. Board Member Nord stated that there was one grant request from Legal Aid of WV. It was a second $5,000 grant request for its ATLAS telecommunications program which had been initially funded at the June Board meeting and that it met the grant criteria for improving the administration of justice. The recommendation from the Committee was to provide the second grant in the amount of $5,000 to Legal Aid of WV for its telephone access and legal assistance hotline system. A motion was duly made, seconded and passed to approve the Committee’s recommendation.
Vice President Harris requested a report from the Nominating Committee. Mr. Long stated that the Committee recommended that Mr. Harris be elected President, Mr. Tinney as Vice President and Ms. Rohrbaugh as Secretary/Treasurer for the 2008-09 fiscal year. A motion was duly made, seconded and passed to elect these Officers.
The next item on the agenda was the Executive Director’s Report. Mr. Tinder informed the Board of the continuing improvement in the health care situation of Board member and Immediate Past President Riley. He also said that the 2009 Bar Foundation Fellows Dinner will be on April 30 at the Marriott Hotel in Charleston. He discussed the extensive ramifications of new IRS regulations regarding Form 990 and non-profit organizations, particularly in the areas of governance, conflict of interest, related organizations and finances. There will be more information on conflicts of interest at the next Board meeting.
He concluded his remarks by distributing the final draft of A Practical Guide to Lawyer Trust Accounts pamphlet which will be distributed to all lawyers practicing in WV. The pamphlet has been updated over the years as a joint project of the Young Lawyers Section of the State Bar and the Bar Foundation.
Under the topic of Other Business, President Harris mentioned the request for payment that had been received from the State Bar for the costs involved in including the Bar Foundation annual membership dues material in the State Bar’s dues mailing in June. A motion was duly made, seconded and passed that a payment of $1,118.27 be made to the State Bar for these costs.
President Harris then made the following appointments to various committees:
Mr. Skeen and Mr. Weber -Members of the Grants Committee with Mr. Nord
Ms. Lusk and Mr. Crislip-Members of the IOLTA Comparability Rule Committee
Mr. Aloi-Member of Bar Foundation Fellows Nominating Committee
President Harris informed the Board of the participation of Mr. Skeen, Executive Director Tinder and him at the State Bar Board of Governors meeting in July. There had been many questions and answers regarding the Bar Foundation’s activities, the relationship between the two entities and financial matters. He went on to say that he had a subsequent meeting with the State Bar officers who stated that the State Bar would be interested in negotiating another loan arrangement with the Bar Foundation.
The Board members made comments concerning setting aside specific time for the Board to review its goals and objectives. Consideration will be given to doing it at an upcoming Board meeting.
The Board was informed of the need to formulate resolutions for financial institutions regarding address changes and other topics. A motion was duly made, seconded and passed that the Board approved the necessary resolutions relating to changes in financial institution records for the Bar Foundation.
President Harris announced that the remaining meetings of the Board of Directors for the 2008-09 fiscal year, which would all begin at 12:00 Noon at the State Bar Center in Charleston, are as follows:
- Thursday, December 11, 2008
- Thursday, March 12, 2009
- Thursday, June 11, 2009
There being no further business to transact, the meeting was adjourned.