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REGION 7 & Region 9 - 2016 Spring Joint ForumMinutesBoise, ID

April 8, 2016

Attendees: See Attached List

Call to Order: 8:15 AM by Region 9 Chair Wayne Larsen, SR/WA, R/W-AC, R/W-URAC,R/W-NAC and Region 7 Chair Brad Thomas, SR/WA, R/W-RAC

Chapter Roll Call: All Chapters are present. Voting delegates were identified for each Chapterpresent.

Approval of the Agenda: Pat Thayer, SR/WA Motion, Faith Roland, SR/WA seconded. All,approved. No opposed. No abstentions.

Word Cloud Ice Breaker: (see list attached)Jim Lingeman, SR/WA, Region 7, Fred Easton, Jr., SR/WA, Region 9 and Daniel Stekol, HQ

Bylaws Discussion: Mary Anne Marr, SR/WA, International President Elect

Review Group Report – Team Members; Stewart Anderson, Chair; Mary Anne Marr,IEC Advisor; Daniel Stekol, Staff Advisor; Eric Finn, General Counsel; Members -Cynthia Colburn, Patricia Pettito, Doug Hummel, Muzi Shange and Sheryl Badin.

Purpose and Goals – Complete Review of IRWA International BylawsChange in governing structure (IGC)Going Global – changes to structure/governance

Discussion Topics: (1) Membership Categories, (2) International Affiliates, (3) EVP Title and(4) Advisory CouncilIGC/IES Fall 2015 Meeting – team was asked to pare down and simplify; revisions werepresented to IGC/IES at the February 2016 meeting

1st Bylaw Revision: Membership ClassesProposed – Classes

(1) Regular – any member joining the association(2) Student – currently enrolled in full time post-secondary education(3) Retired – per the definition described

Active –Inactive –

Other Membership; a member may join more than one chapter, but can only hold 1 office in theirprimary chapter.

Question/statement brought forward by Faith Roland regarding International and new classes ofmembership

2nd Bylaw Revision: Affiliate membersProposed – Organizational Affiliates –

Affiliates shall be the designation given to those organizations who have entered into amutually beneficial agreement with the IRWA. If so authorized by the InternationalExecutive Committee, such Organizational Affiliates may have an office representative atmeetings of the Board of Directors of the International Right of Way Association withvoice but no vote.

3rd Bylaw Revision: Chief Executive Officer (CEO)Proposed – Change title of Executive Vice President to Chief Executive Officer

- Employed officer- Secretary of State Filing- CEO is recognized globally

Comments: President/Chairman of the Board concurrently with the CEO- Does it change the 501C3 status? No.- Contract is negotiated by IEC (Hire/Fire), no $ increase with proposed title change- Opportunity to clarify legalities- Misunderstandings from IEC/IGC & CEO, who is in charge? No value in changing to

CEO from members prospective as the President is elected by the membership not theEVP/CEO.

- Job description of current EVP is in writing per both Mary Anne Marr and LeeHamre

- Gordon McNare; he has formed two non-profits and suggested that it was good ideaas that is how the two were set up

4th Bylaw Revision: Advisory CouncilConcerns:

– BOD representatives represent their Chapters and Regions. Advisory Councilrepresents no member group.– Size of Advisory Council group will grow– It currently holds more representation/votes than some Regions

Proposed:– Voice at BOD.– Allowed to vote only the immediate 0-5 years after leaving office of Int. President.

Comments:– Why did they ever have a vote after leaving Presidential office– Should be grandfathered with current Advisory Council then make change– Past Presidents having own opinion, voice is very important, believe that they are

allowed to vote if present at own cost ($)– Keep the same out of respect– Continue as is in order to have the associations best interest– Reflecting on the past – education, knowledge – keep the same– Continue f the individual keeps perspective of the Association, best interest,

recognized for service– Retired status vs. 0-5, 10 years– Informed voice and vote– BOD too large as it is– What is the strategy or utility of the Advisory Council?

The above proposed revisions need a 30 days prior notice to BOD for a vote to take place.Revisions still in DRAFT form.

BREAK

International Budget: – Brad Thomas, SR/WA, R/W-RAC– Increases in conference costs– Increase in staff payroll for position to edit Education materials– Travel Spending; Industry committees is down

There were no questions regarding the budget.

New Industry Pathways: Credentialing Committee; David Whitlock, SR/WA, Comm. Chairand Kevin Shea, SR/WA

Member/User – What is the benefit?Industry Certification Program;

Oil/GasElectric utility Curriculum is tailored to the industryTransportation Relevant/current industry experienceGeneralist

Learn, Qualify, Certify…Experience is the driver in this program.*Specialty Certification has not changed (i.e. R/W- RAC, etc.)

Get Credentialed:Old Program – Apply, Complete within 5 yearsNew Program – No application, set course path (Beginning to Advanced), costs are easilycalculated with set-path.

Capstone Exam – Industry Capstone Exams are in the works.

Education requirements have not changed – minor modification for 2 year degrees

Comments:– Chapter current course schedule relevant?– “grandfather” date prior to roll-out date (no time to react)– Not enough time to declare candidacy– Chapter PDCs not receiving enough information or training– Lack of flexible course path– Roll out too early – materials and exams not completed– Extension of qualification for old program– Retro qualification of courses

OLD PROGRAM Before January 14, 2016 must have completed 64 units

Declare Candidacy by June 1, 2016

Comments Cont.:– Millennial vs. Baby boomers, Implementation vs. Substance– Dan Beardsley drafts a resolution– Confusion/Communication of Climb program and New program

DRAFT Resolution prepared by Dan Beardsley, SR/WA:

Whereas, the new IRWA Industry Certification Program transitioning andgrandfathering option established that anyone with 64 or more hours of IRWA Coursescompleted as of January 14, 2016 may elect to apply for SR/WA candidacy under thePre-2016 program and such application must be received by no later than June 1, 2016;

Whereas, notice of the January 14, 2016 date for completion of the 64 hour requirementto qualify for the election to complete the SR/WA Program under the pre-2016 programwas not effectively communicated until after the January 14, 2016 deadline;

Whereas, individuals with less than 64 hours did not have an opportunity to completeadditional course hours to comply with the 64 hour requirement prior to January 14,2016;

Now, therefore, be it resolved that Regions 7 and 9 request that the InternationalGoverning Council reconsider the date to complete the 64 hours and the date to applyfor the Pre-2016 SR/WA Program and extend the date for both until December 31, 2016.

Motion to Adopt as drafted by Fred Easton, Jr., SR/WA and Leslie Beaird, SR/WA, R/W-RAC,second by Pat Thayer, SR/WA with minor revision reflected above by Faith Roland.

Passed unanimously by all voting members of Regions 7 & 9 at the joint forum held inBoise, ID on April 8, 2016. Asked to be brought before the IGC/IEC at the schedule May19, 2016 tele-conference call.

**Recognition of the Chapter 64 volunteers for all their hard work putting on the Forum;Betsy Tarraunt, Laurie Williams, Midge Kline, Scott Johnson and Barbara Burton.

Fiscal Year-end – Transition Planning: – Jim Lingeman, SR/WA– Initialing all reports and minutes– Filing taxes and monthly reports– Seeking out new leadership volunteers – start small and let them grow into officer

material.– Review Bylaws and position descriptions annually– Transition of Pres, Pres Elect, VP, Sec and Treasurer.– Committee Chairs – NEC, PDC, Membership and Education

Chapter Elections: – Ray Bennett, SR/WA, Region 9 INEC Rep.Step 1 – Review your Chapter BylawsStep 2 – TimelineStep 3 – Schedule Chapter Annual Meeting

*NominationsMust ask for nominations a minimum of 3 times before closing nominations.

*Current Officers must submit a letter of intent to Chapter Nominations and ElectionsCommittee Chair stating their willingness to continue on and serve in that nominated capacity.

*Prepare Paper Ballots in case of contested election. If used they must be attached to annualmeeting minutes.

*All positions must have separate ballot/election process including Chapter InternationalDirectors, even if they area (i.e. the president and vice president)

*If a chapter allows and utilizes electronic ballots and there is a nomination from the floor thoseballots are to stand as is and continue with an in person election. (If an individual placed anelectronic vote they can place an in person vote too or change that electronic vote)

*Nominations from the floor and slate presented must be verified as members in good standing.

Nomination & Election of Region Officers: – Ray Bennett, SR/WA, Region 9 INEC Rep.

Region 7Brad Thomas, SR/WA, R/W-RAC for Region ChairMotion Kelli LarsonSeconded Jo Ellen Jarvis, RWA, R/W-ACCalled 3 times from the floor, hearing none - Closed nominationsVote, unanimous election

Delores Oakland, SR/WA for Region Vice ChairMotion Paula BraultSeconded Cora ShookCalled 3 times from the floor, hearing none - Closed nominationsVote, unanimous election

James Lingeman, SR/WA for Region SecretaryMotion Cora ShookSeconded Lori Hathaway, RWA, R/W-RACCalled 3 times from the floor, hearing none - Closed nominationsVote, unanimous election

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Region 9Larry Risinger, SR/WA for Region ChairMotion Tony Pollack, SR/WASeconded Ernie FranzoyCalled 3 times from the floor, hearing none - Closed nominationsVote, unanimous election

Fred Easton, Jr., SR/WA for Region Vice ChairMotion Tony Pollack, SR/WASeconded Ross McClintockCalled 3 times from the floor, hearing none - Closed nominationsVote, unanimous election

Paige Gardner, SR/WA for Region SecretaryMotion Fred Easton, Jr., SR/WASeconded Tim SolinskiCalled 3 times from the floor, hearing none - Closed nominationsVote, unanimous election

Region Recognition: – Wayne Larsen, SR/WA

Region 91st ever Chapter 6 Life Achievement Award – Alan C. Morganfield, SR/WA

Region 7Life Achievement Award – Daniel W. Beardsley, SR/WA

IEC Candidate Presentation: – Gordon MacNair, SR/WASharon Slauenwhite, SR/WA is currently the only confirmed candidate running for the

election to the International Executive Committee as Secretary

2021 & 2022 Annual Conference: – Brad Thomas, SR/WA

2021 – Ottawa, ON Canada – Gordon MacNair, SR/WA2021 – San Antonio, TX USA – Georgia Snodgrass, SR/WA2022 – Denver, CO USA – Fred Easton, SR/WA

2016 Conference Nashville, TN Video

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RWIEF Presentation: – Leslie Finnigan, SR/WA and Kevin Winner, SR/WAA Night in Downtown Nashville

Collection for foundation taken;Faith Roland - $100Dee Oakland - $100Leslie Beaird - $40Chapter 19 - $200Chapter 3 - $200 IOU

REGION 7 BREAKOUT

Minutes from 2015 Region 7 Fall Forum: Motion to accept minutes by Dan Beardsley andseconded by Pat Thayer. Motion Passed.

Region 7 Treasurer’s Report: Current balance in treasury is $1,178.13. Dee Oakland, SR/WARegion Vice-Chair / Treasurer informed the region that the accounts have been successfullytransferred from Bank of America to US Bank. Profit and Loss Report and balance statementswere discussed and will be posted on the Member Network in compliance with new directivesfrom IRWA and IRS. Donations were received from several chapters; Chapter 4 - $500.00Travel Fund, Chapter 49 - $500.00 Travel Fund, Dee Oakland - $100.00 Travel Fund, BradThomas - $200.00 Travel Fund, Chapter 64 - $500.00 Travel Fund, Chapter 3 - $100.00 IOUChampagne Toast and Chapter 4 - $150.00 IOU Champagne Toast. Secretary expenses expectedfor Spring Forum (Boise) travel are approximately $500 and for travel to the EducationConference in Nashville are approximately $2,000.

Auction Items: Brad Thomas and Leslie Finnigan, collected funds, discussion on item tosubmit.

Upcoming Meetings: Dee Oakland, SR/WA, Region Vice Chair

2016Fall Great Falls, MT September 16-18, 20162017Spring Anchorage, AK TBAFall Denver, CO TBA (Joint with Region 9)2018Spring Seattle, WA TBAFall Fairbanks, AK TBA2019Spring Portland, OR TBAFall

Logistics for evening events and dinner – Brad Thomas

Motion to Adjorn Jim LingemanSeconded Dee OaklandCarried unanimous

The meeting was adjourned at 5:48 PM.

ATTENDEE LIST – (See attached)

WORD CLOUD

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