Russian River Watershed Council

Full Council Meeting

Minutes of May 14, 2005

Mendocino County Ag Center, Ukiah, California

Meeting package

A total of 9 members were needed to make a quorum and 12 were in attendance at the start of the meeting. Quorum equals 40% of attendance at the last three meetings + 1.

Approve Agenda of May 14, 2005 - ACTION ITEM
Agenda approval – 12 ayes, 0 nays, 0 abstentions

Approve Minutes of March 12, 2005 - ACTION ITEM
Minutes approval – 11 ayes, 0 nays, 1 abstention

Agency Announcements - DISCUSSION
Suzanne Marr – EPA, is working on several congressional grants right now a few in the Russian River Watershed.

Workgroup Announcements – DISCUSSION
Jody Hymes – Steering Committee authorized the establishment of a Fundraising Workgroup. Jody Hymes is the facilitator to get the workgroup going. If anyone is interested in participating please contact Jody.

Jim Nosera – DCRE Workgroup is working with Army Corps and MIG to determine ownership of various components of RRIIS and develop a short-term and long-term plan for ongoing management and funding for
RRIIS.

Other Announcements – DISCUSSION
Michelle LeBeau – The North Bay Regional Data Collaborative, spearheaded by the Sonoma Ecology Center is initiating an effort to standardize information housed on sites like RRIIS in order to streamline the data upload process and ensure that the data is accurate and up to date. This is an important effort for us to be involved in and Zeno will be active on the content workgroup of this collaboration.

Zeno Swijtink – Added a new function to RRIIS that allows all members of RRIIS to more efficiently post materials to the public by uploading the materials to a folder titled “Post to the Public”. An administrator will monitor items in this folder nightly and then go through the administrative steps to make it available to the public. Before, individuals wanting to post a piece of information to the public had to contact Zeno or another site administrator to have the material posted for them due to the security restrictions.

Jody Hymes – Atascadaro Creek and Green Valley Creek Watershed Council had a lively public hearing on a recreational ski facility built on a farm pond. This project, if approved may set a precedent for unregulated recreational use of farmlands. Contact the Atascadaro Creek and Green Valley Creek Watershed Council for more information on this issue.

Michelle LeBeau - RRWC has table space reserved for our display at the Watershed Day on May 21st. Need volunteers to help set up and manage the booth.

Coordinator’s Report - DISUSSION
Submitted Prop 50 Coastal Planning Proposal to the state for developing a draft watershed management plan. There will be a public meeting to discuss funding recommendations in July and awards will be finalized in September.

Getting married in about 5 weeks and will be off from June 13 – 29th to enjoy my wedding and honeymoon.

Community Foundation of Sonoma (CF) is willing to enter into another Fiscal Agreement with us for one more year if we 1) approve and implement plan for org. development (needed for incorporation) within six months and 2) have submitted applications for incorporation to both the state and IRS within nine months. Sponsorship will end May 2006. They will also earmark money to hire a third party to help us through the incorporation process and determine what is the most appropriate org. structure for the council.

I have some concerns about entering into another agreement with the Community Foundation. I expressed my concerns to the Steering Committee in an email last week, but basically the CF would like all projects pursued by RRWC must be presented, critiqued, and approved by Robert Judd and in some cases the CF board, ONLY if their evaluation determines that the project furthers the CF's charitable purpose. As indicated in the Agreement there are some exceptions, but overall the agreement gives the CF a tremendous amount of involvement and influence over our ability to pursue projects and opportunities that further our mission.

I have explored other Fiscal sponsors and found that the Rose Foundation routinely provides fiscal sponsorship services to entities not yet a nonprofit and takes a drastically different approach. They operate in more of a grantee/grantor relationship, where they assume liability to our funding sources and create accounts on our behalf, but we maintain ownership of our projects, are responsible for our own administration and organizational direction.

I think it is important to maintain a good relationship with the CF and I am very tempted to take advantage of the OD $ they have offered this time, but I think we should have someone with legal expertise look at this on our behalf before we agree to sign it again.

Final Outcome: issue of fiscal sponsorship was tabled and will be revisited upon conclusion of the nonprofit discussion since the issues are interrelated.

Current Issues on the Eel River – Presentation by David Keller
We have a wonderful, rich natural heritage that has been entrusted to us for all generations. Our descendents will have to drink from this water as well and we can’t afford to let this essential resource be misused. It is imperative that we plan for the future of our water resources to ensure their availability and community groups like the Friends of the Eel River and the Russian River Watershed Council have the power to push politicians to make sustainable decisions, education the public on issues, and be a strong advocate for water.

RRWC Reorganization– Zeno Swijtink – ACTION ITEM
Proposal: 1) Have educational presentations during council meetings only if they are connected with an action item on the agenda. Also, allow time during each council meeting for workgroups and caucuses to meet. 2) In addition to regular council meetings, CHAH workgroup will take the lead on organizing two public outreach events, one in Santa Rosa and one in Ukiah in 2005. These are short informational presentations on topics of interest that will be marketed to a broad audience. The goals of these outreach events are: 1) to raise public awareness of RRWC, and 2) provide educational opportunities to our constituents.

Final Outcome: Zeno will reformulate proposal to reflect new discussion and bring back as an action item at the July meeting.

Roles of Officers and Steering Committee – Jody Hymes – ACTION ITEM
Requested Action: Council move to rewrite the Rules of Operation into by laws.
Rules of Operation were developed for the council to operate as a committee of the whole, with the Steering Committee being the funnel through which its work is organized. Making agendas, action item, but the area of that authority has begun to show an evolution in the Steering Committee roles of spotting procedural and policy issues that need to be addressed and there lies the weakness of our current Rules of Operation. This document is out of phase with our future and may be holding us back. We need to bring our Rules of Operation up to date and make them conform to what are normally in bylaws.

Final Outcome: table discussion due to the immediacy of decisions to be made on fiscal sponsorship and nonprofit incorporation.

Explore Non Profit Status – Jerome Dix – ACTION ITEM
Requested Action: Seek approval to begin the incorporation process.
Discussion
Jim Nosera - We have three choices at this point due to our funding situation 1) go nonprofit 2) become a social club, or 3) go home.
Scot Stegeman - There is merit in pursuing incorporation in some structure and a lot of the issues we are dealing with would be eliminated if we were a nonprofit.
Joan Kelly – Without being a nonprofit we are unable to manage our own money and even with successful fundraising we may not be able to sustain staff due to money lost for administration to our fiscal sponsors.
Scott Barrow – With new coordinator and officers we now have the necessary leadership to help move the council to the next level. We are not going to get support for being an informal association this is an option in exploring ways of becoming fiscally responsible.
Bob Rawson - Picked up $20,000 for funding for watershed groups. Bob Rawson has recommended that the council get $5,000 dollars. The council’s inability to receive and manage funds really puts us at a disadvantage when funding opportunities come along. It is just as important to determine how we are structured as a nonprofit as it is that we become a nonprofit, so we don’t lose the history and uniqueness of the council.
Michelle LeBeau - Need direction from council on where the council wants to go in the future to determine next steps. We have a very short time frame to raise money to continue with paid staff and incorporation is a long-term solution to organizational sustainability and a mutually beneficial fiscal sponsorship relationship is a short-term solution to handle money now.
Eric Sunswheat - A way to give direction on incorporation would be to come back with a document listing pros and cons of incorporation.
Jody Hymes - Nonprofits need to have diverse fundraising approaches and not just grants in order to be successful. Other funding sources could be membership dues, private solicitations, donation of land or other valuable items, direct mail campaigns, or planned giving. Potential of sustainability for one of the major stewards of the Russian River is enormous we can match the desire to give to us with creditable and effective programs that effect the river.
Keith Kaulum - Most nonprofits operate on general plan of board of directors and staff. We may not be able to maintain that exact structure and incorporate a general active membership.
Zeno Swijtink - Organizational development services will help us determine what the most appropriate structure would be for us given our current membership structure.
Rue Furch – The board based stakeholder component of RRWC is what makes us unique and we need take into account in pursuing incorporation that we probably won’t fit into a more traditional nonprofit structure. We have critical products that we are responsible for that were developed with stakeholder involvement, so independent of our structure and we need to maintain stakeholder involvement. Maybe able to use Community Foundation $ as match for more organizational development money.
Brian Hines – Do a survey of models of other groups who may have similar structure to see how they dealt with a multi stakeholder membership through the incorporation process. What will be relationship with Army Corps going forward? Do they still have an obligation to us until the WMP is finished.
Zeno Swijtink – The WMP Technical Advisory Committee is the forum for RRWC involvement in the WMP process.
Scott Barrow – We need to make sure we maintain continuity with our history and structure, but need short-term issues to help staff with fundraising now.
Jody Hymes - Nature of nonprofit structure will better reflect stakeholder participation and we can learn from other watershed groups who have similar stakeholder involvement.
Rue Furch - Move to request Steering Committee to explore nonprofit status with the caveats that were discussed today, that the representatives from all caucuses be invited to participate in the discussion to ensure that concerns are addressed.
Scott Barrow - Amend motion to include pros and cons of incorporation in the next discussion of nonprofit status.
Richard Miller – Clarification of motion, Steering Committee will be responsible for handling this issue and as always all RRWC members are invited to participate in the meetings.

Final Motion: Request Steering Committee to explore nonprofit status including the pros and cons of incorporation, with the caveats that were discussed today, that the representatives from all caucuses including agency caucus, be invited to participate in the discussion to ensure that concerns are addressed.
Motion Approval – 10 ayes, 2 nays, 0 abstentions

Continuation of Fiscal Sponsorship Issue (from Coordinator’s Report) – ACTION ITEM
Concerns were expressed regarding the level of micromanagement the Community Foundation is proposing in the fiscal agreement, and the time frame set forth by the Community Foundation Board.

Final Motion: Renegotiate the terms of the fiscal agreement with the Community Foundation of Sonoma County has proposed, while pursuing other options for fiscal sponsorship. Also pursue the possibility of matching the organizational development funds proposed by the Community Foundation of Sonoma with other funds.
Motion Approval – 12 ayes, 2 nays, 0 abstentions

Next Steps & July Agenda items - DISCUSSION
Potential agenda items for July 9th meeting
1) Report on fiscal sponsorship findings
2) Presentation by new consulting group working on the baseline watershed assessment component of WMP

Adjourned.

Minutes produced by Michelle LeBeau 5/26/05