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CLUB DONATELLO OWNERS ASSOCIATION
BOARD OF DIRECTORS MEETING
July 25, 2007


I.            The meeting was called to order at 8:30 a.m. by President Don Thomas. 
              Board Members present were Lexis Allen, Daryl Clark, Robert Egan, Wayne Jerves,
              Larry Stephens, Don Thomas and Les Yeffa.  Also present were Committee Chairs -
              Nadya Andrews, Herman Harrow, Suella Martin and Dennis Myers.  Other Owners
              present were Harry Aho, David Allen, Mike and Sherry Burwen, Jan Clark, Earl Corin,
              LeRoy Gilsdorf, Hannah Goody, Noreen Harrow, Julie Jerves, Jerry Martin, Bonnie
              Mich, Howard Seto, Marcia Silver and Charmaine Thomas.  In addition, Team
              Management Members present were Marie Vergara and Mandy Vergara.
 

II.                Following roll call, the Pledge of Allegiance was lead by Daryl Clark

III.           The Agenda was approved as presented.

IV.           The Board confirmed the Electronic Approval of the Board Minutes and Executive
               Session minutes of the May 11, 2007, the Minutes of the Annual Meeting of
               May 12, 2007, the Organizational Teleconference Meeting of May 14, 2007 and all
               Actions Without a Meeting transactions since May 12, 2007. 

V.        OPEN FORUM:

A.     Jan Clark commented that the extra pillows in the closet were down-filled, and thanked Mandy for that upgrading.

B.     Howard Seto said that he would look into privacy software that can be used on the CDOA website.

C.     Don Thomas discussed the Movie Tour Educational/Social Event which had taken place the night before, and said that it was an excellent experience for Owners to enjoy and that the CDOA would be negotiating for Owner discounts with the company.

D.     Shirley Burwen said the Palio Deli (owned by her son) in the Financial District on Sacramento St. also gave cooking classes.  This might be a place for another enjoyable Educational/Social event.

 

VI.       BOARD COMMITTEE REPORTS

A.     *MARKETING AND BUSINESS DEVELOPMENT:  Chair Nadya Andrews reported that our occupancy rate was not quite as good the second quarter as for the first quarter, but it was still above budget.  The Friends and Family Discount Program is still the best one that we have for occupancy and revenue results  She also said that the newest Owner-Value-Added benefit was the Corporate Discount with Budget Rent A Car and the details and our corporate number was now on our Website.

      A representative of Guardian Life Long Term Care Insurance presented an offer to Club
     Owners of a discounted rate for Long Term Care insurance. The Committee did not feel it was
     appropriate to accept the offer at this time.
 

            B.     *FINANCIAL/INVESTMENTS MANAGEMENT:  In the absence of Chairman Cleland
                    Noret who was ill, Vice Chairman Earl Corin reported that the committee had
                    reviewed all the financial statements.  He said the committee recommended the
                    transfer of $57,576 from the Reserve Account to the Operating Account for the
                    reimbursement of funds for the second quarter.  Daryl Clark moved the Board
                   
authorize the transfer of funds.  Motion seconded by Bob Egan and passed
                    unanimously. Earl also had a cash comparison for June 2007 against June 2006
                    and we have more cash this year than last year at the end of the second quarter.

            C.     *EDUCATION/SOCIAL EVENTS:  Chairperson Suella Martin reported that Marie
                    Vergara had organized an Operating Manual for all the committee members.  Lexis
                    Allen will put together a standard letter requesting donations toward our Christmas
                    Holiday Party.  There was a detailed discussion regarding the Christmas Holiday
                    Party and everything is coming together nicely.  It was suggested that rather than
                    have the lengthy raffle, it might be better to draw the numbers and post them on a
                    big board next to the prize. Then everyone can check their own tickets.  Suella
                    also said that it has been suggested to ask the Nikko and Marriot Hotels for extra
                    rooms to accommodate more of the guests at our party.

            D.     *CBR/NOMINATING:  Chairman Dennis Myers reported the committee was working
                   on recommendations for election procedures.  This year was a learning experience
                   under the new CA State guidelines.  He said under the new rules and regulations
                   that Proxy voting may be used for some things other than the election of Board of
                   Directors.  The committee will pass the changes by our Legal Counsel before
                   presenting them to the Board.  It was moved by Lexis Allen and seconded by Larry
                   Stephens to remove the word “not” in Section B, Page 12 of the Rules and
                   Regulations to conform to the Bylaws.  Motion passed unanimously.   After an
                   additional review of the section, it was felt that the sentence read better with the
                   word “not” in it and the motion was rescinded.  Dennis also said that under the new
                   rules and regulations we could set the voting time the day before the Annual
                   Meeting, as long as we notified the Owners in advance.  Daryl Clark moved that the
                   vote be closed on Wednesday, June 11, 2008 at 5:00 p.m. and the counting of the
                  ballots to begin on Friday, June 12, 2008 at 1:00 p.m.  Motion was seconded by
                  Wayne Jerves.  Under discussion, it was stated that this would allow all the ballots
                  to be counted before the Annual Meeting and we would be able to announce the
                  results at the Meeting.  Motion passed unanimously.  The committee also
                  recommended that the rule regarding only one Friday and one Saturday per PIU be
                  included with the annual billing package.
 

                  Don Thomas said that by 2008, assuming the CC&Rs have been updated, we could
                  be looking at a totally new Owner’s Manual.  We would print a few and they can be
                  available to any Owner on request, as they are expensive to print.  Les Yeffa
                  suggested that we burn the new manual onto a CD to give to Owners, as it would be
                  a lot less expensive, and more Owners are storing such items on their computers for
                  ease of reference.

         E.      RISK MANAGEMENT:  In the absence of the Chairman, Mandy Vergara gave the
                 committee report.  He said that Monroe Johnson had reported there was no
                 earthquake insurance available for our Club Room contents at this time, even though
                 we are receiving earthquake insurance on the Donatello building and its common
                 areas, which are the major structural components.  The committee is currently
                 updating the Risk Management Manual.  The 3rd floor back office has been
                 reorganized and the office supplies are now in a secure cabinet.  Mandy said the
                 committee is recommending putting
$30,000
a year into a new Disaster Reserves
                 account to be managed separately from the General Reserves.  This
                 recommendation will be given to the FMC for consideration when they are preparing
                 the new budget in September.

           F.      HRM:  Chairman Herman Harrow reported the committee is currently reviewing the
                 changes to the HRM Manual.  The committee will finish discussing it by August 31st
                    
 and have a vote by the committee by September 10th.  The Board will then vote on it
                 by September 14th and have the recommendations for the Budget Committee
                 meeting on September 19th.

                A draft copy of recommendations for use of CDOA property and cell phones was
               presented to the Board.  After reviewing the recommendations, Daryl Clark moved the
               Board adopt them.  Motion seconded by Bob Egan and passed unanimously. 

        G.     LEGAL:  There was no report. 

        H.     *CHIEF TECHNOLOGY OFFICER/COMMUNIQUÉ EDITOR:  Wayne Jerves reported
                that the CDOA doesn’t have the capability to send bulk e-mail to the Owners yet.  He
                mentioned the corporate discount at Budget and said that Zingari’s Restaurant had a
                special Club Donatello Prix Fixe meal now for $49.  He said that it was to our benefit
                as Owners to use the Reservations form on the website. Charmaine Thomas
               suggested that a phone message by provided recommending that Owners use the
                website be played before the phone is answered and Owners/Guests are put on hold. 
               Wayne thought that was a good idea and will look into it.  He said there was a new
               product on the market – Guest Link that might be able to be used in our Club Room
               units to make it easier for Owners/Guests to plug in electronic components and
               minimize moving of furniture or trying to connect/disconnect existing electronic
               components.

         I.  *CLUB MANAGEMENT TEAM: 

A.     Marie Vergara reported that two PIUs are being deeded back to the CDOA in lieu of foreclosure.  There was discussion regarding how we should dispose of them. Daryl Clark moved that a Task Force consisting of Lexis Allen, Dennis Meyers, Don Thomas and Les Yeffa formulate a policy for selling the units.  Motion seconded by Bob Egan and passed unanimously.

B.     Supervisor Rodolfo Pelaez reported that there would be new products in the mini bar by mid August.  There are six more rooms scheduled to have the carpeting replaced this year.  That will leave four rooms for next year and the carpet replacement will be complete.  The new larger flat screen HD TVs have been ordered and all the rooms should have them by September 2007.  

 VII.     HOTEL REPORT:  Hotel General Manager Trond Aakre reported that the PPCA is 
           Upgrading furnishings in Club 1500 and the Hotel is redoing the Hotel lobby. 
           The sofa in Club 1500 will be the first thing to be done, as it is in bad condition.  The
           Business Center in the Lobby is almost ready to open. The computers are here and they
           are just waiting for the printer.  The use of the Center will be free to all guests.  The
           terrace outside Club 1500 is also being redone with new furniture. Only one area on the
           Post Street side back from the side entrance will be designated as a smoking area.  The
           comment was made that that ladies bathroom and locker room in Club 1500 needed
           more sitting components and places to put pocketbooks/jackets and a more feminine
           appearance.  Trond said that he would take care of those requests.

VIII.    OLD BUSINESS

          All the old business was discussed under the various committee reports. There was
          no other old business for discussion.

IX.      NEW BUSINESS

                   A.  Updated Committees Structure/Policies and Procedures.
                         Daryl Clark commented that the HRM committee really needed to meet a half
                         hour earlier.  They need the extra time to cover all of the issues that they are
                         working on for the coming year. After further discussion regarding the
                         committees, and the operating policies and procedures for their ongoing
                         actions, Daryl Clark moved the Board retain all of them in place as they are
                         currently operating.  Motion was seconded by Bob Egan and passed
                         unanimously.

      

B.  RDP Software.  There was a discussion regarding the former RDP system and the CDOA buying it.  We have used it before and it was tied in with the Hotel’s primary operating system. The Hotel is now on a new OPERA system and while we will still have to use it, the use of RDP will give us better control and privacy of our records.  We would achieve having a CDOA-Owner based system and possible improved Internet access by the Owners for their individual accounts.

Bob Egan moved to complete the exploration of this system acquisition, and come back with answers to some questions for the Board to make the final decision.  Costs for the RDP system are not to exceed $18,000, which is actual cost and trade. (Comp rooms). Motion seconded by Daryl Clark. Under discussion, Daryl asked where would the funds come from and was told this would be a capital expense, and therefore come out of the Capital Assets Reserve.  Wayne Jerves said the offer at this price was good only until July 30th but he thought it could be extended.  Motion passed unanimously.

 

X.        EXECUTIVE SESSION

                        The Board moved into Executive Session at 11:20 a.m.  HRM matters, legal
                         matters and confidential Owner disciplinary matters were discussed.

                        No further business appearing, it was moved, seconded and passed the meeting
                        be adjourned.  Meeting adjourned at 1:30 p.m.


Respectfully submitted, 

  //ss// Leslie A. Yeffa                     
Leslie A. Yeffa, Secretary

  //ss// Don R. Thomas                    
Don R. Thomas, President & CEO