Community Vitality Center Governance Board Meeting Minutes

Gold Room, ISU Memorial Union, Ames, June 21, 2002

Present: Randy Pleima, Beth Danowsky, Jane Halliburton, Mark Hamilton, Rick Morain, Art Neu, Steve Padgitt, Joan Phillips, Randy Pilkington, Guy Powell, Doyle Scott, Tim Shields, Carol Richardson Smith, David Vermedahl, Dan Brown (PM), Dan Offenburger (PM), Mark Edelman, Stanley Johnson, Sandra Charvat Burke, Del Marks (AM)

Lunch speaker: Ellen Huntoon

Meeting called to order at 10:00 AM by Mark Edelman, temporary chair. Edelman welcomed everyone and gave a brief overview of the Community Vitality Center (CVC). Those present introduced themselves and made brief comments about their interests in rural communities and the CVC. Edelman reviewed the agenda.

Mark Hamilton reviewed the development of the CVC as a joint effort of the Positively Iowa organization and Iowa State University (ISU). Although ISU will serve as the fiscal agent, the CVC will not be a traditional ISU project. The CVC Board will provide guidance and will have as much independence and authority as possible under the ISU federal compliance guidelines. There has been an effort to have a diverse board with varied interests and representation from across the state.

Rick Morain continued the chronology of events of the formation of the CVC. Members of the Iowa Newspaper Association had concerns for the viability of Iowa's communities in the early 1990s. Their concerns turned into questions about what rural Iowa wanted and about what rural Iowa needed. The Positively Iowa group developed as a way to continue discussions about these issues. Governor Vilsack's Strategic Planning Council for Iowa 2010 included the CVC in its recommendations.

Doyle Scott reviewed the Memorandum of Understanding between Iowa State University and Positively Iowa and how it came about. The memorandum was to serve as an initial vision of the governance structure of the CVC and decision process for initial review of its projects.

Mark Edelman discussed the Terms of Reference for the Governance Board of the CVC. Edelman indicated that the Implementation Board recommended it as the initial operating document of the CVC. Tim Shields asked about the main elements of the Terms of Reference. Edelman replied that it outlines the governance structure between ISU and the CVC board. In general, the Governance Board has as much authority to determine priorities as ISU's federal compliance requirements allow.

Jane Halliburton asked about why the Governance Board quorum was set at 6 members since that was less than half of the designated board size of not less than 15 and no more than 21. Carol Richardson Smith suggested that it might more commonly be 8 because that would be more than half. Edelman said that there was discussion by the Implementation Board on the quorum but that he did not remember the specifics.

Halliburton asked if the CVC would fall under the open meetings and open records laws of Iowa. Stanley Johnson said that ISU and federal regulations subscribed to all open meetings and open records laws and that any organization at ISU had to be in compliance. It would be the ISU policy to "err" on the side of openness. Hamilton suggested that should be written in the governance document. Johnson said that the CVC would already be bound by the compliance requirements. Halliburton said that it wouldn't hurt to go ahead and state that. Johnson said that a statement of such could be put into the document.

Scott said that what constituted a quorum was a concern because the board members were volunteers and had to travel to the meetings. That was why 6 was chosen even though it was less than half the group. Hamilton said that this was one of the problems of volunteer organizations. Not getting a quorum could hold up progress on issues and projects. Halliburton suggested that the executive committee was already authorized to take care of details and that a larger quorum would be perceived better by the public. Steve Padgitt commented that the CVC is using public resources. Hamilton suggested half the board as a quorum. Halliburton commented that using half would be a "moving target."

Randy Pilkington suggested that the last line of page 3 under the heading of "Member Responsibilities" should be changed from, "Assist in marketing the services…" to "Assist in marketing the purposes and programs…"

Edelman called attention to the 5 resolutions listed for board action and suggested the board focus on Resolution I which states,

"Be it Resolved that a Governance Board has been organized by the Joint ISU-Positively Iowa Implementation Board in accordance with the Memorandum of Agreement signed January 2002 between Positively Iowa and Iowa State University."

Beth Danowsky moved to accept Resolution I; Shields seconded. All members voted "I"; none opposed. Motion carried and Resolution I was approved.

Morain moved to accept Resolution II; Joan Phillips seconded. Resolution II states,

"Be it Resolved that the Governance Board accepts the 'Terms of Reference' as recommended by the Joint Implementation Board and approves its provisions as the initial purpose, structure, and rules of operation for the Community Vitality Center."

Halliburton moved to amend Resolution II as previously discussed with the following changes or additions:

1. the quorum for Governance Board meetings will be 8.
2. ISU will be the fiscal agent of the CVC and the CVC will comply with all open meeting and open records laws.
3. the last line of page 3 of the Terms of Reference under the heading of "Member Responsibilities" should be changed from, "Assist in marketing the services…" to "Assist in marketing the purposes and programs…"

Shields seconded Halliburton's amendments. The Board voted "I"; none opposed. Motion carried and the amendments were accepted. Danowsky called the question regarding Resolution II as amended. The Board voted "I"; none opposed. Motion carried and Resolution II approved as amended.

Phillips moved and Art Neu seconded to accept Resolution III which states,

"Be it Resolved that the Governance Board accepts and concurs with the recommendation of the Implementation Board that Mark Edelman, be appointed to serve as Interim Director for the Community Vitality Center (CVC), until the CVC Governance Board and ISU search for a permanent Director is complete."

Johnson said that discussion with the Dean of Agriculture, the Provost, and the chair of the Economics Department assured that Edelman's appointment as Interim Director was approved and appropriate. The appointment would function as a 1 year appointment that would be renewable for 1 year to serve until the search for a permanent director was completed. Danowsky called the question regarding Resolution III. The Board voted "I"; none opposed. Motion carried and Resolution III was approved.

Shields moved to accept Resolution IV; seconded by Danowsky. Resolution IV reads,

"Be it Resolved that the Governance Board accepts the Nominations Committee Report: CVC Governance Board Officers and Executive Committee Nominees are: Mark Hamilton, Chair; _____________ Vice Chair; and Joan Phillips, Rick Morain; and Steve Padgitt as Executive Committee members."

Halliburton moved to nominate Beth Danowsky as Vice Chair; seconded by Guy Powell. Halliburton moved that nominations cease and Powell seconded. The Board voted "I"; none opposed. Nominations were closed. Danowsky called the question regarding Resolution IV. The Board voted "I"; none opposed. Motion carried and Resolution IV was approved with Danowsky as Vice Chair.

Edelman relinquished temporary chair responsibilities of the meeting to Mark Hamilton, permanent Board Chair to preside over the remainder of the Board meeting.

Shields moved to bring Resolution V to the floor; seconded by Randy Pleima. Resolution V states,

"Be it Resolved that the Governance Board accepts and concurs with approval for the following portfolio of projects--subject to requested alterations--after discussion and consideration of Implementation Board approved themes, peer reviews, and CVC Director recommendations. Approved Projects: 1, 2, 3, 4, 5, 6, 7."

Halliburton moved to table Resolution V; seconded by Danowsky. All members responded "I"; none opposed. Motion carried and Resolution V tabled.

Padgitt reviewed the steps already taken by the Implementation Board to develop and solicit project ideas, to review an initial set of pre-proposals and to secure approval of the initial Vitality Center project proposal. The activities in the initial Center proposal submission in February included the start up of the Center, organization of a board, and one small project related to educational activities regarding the rural development title of the new farm bill. In addition, the first year portfolio of projects was to be developed during the initial phase of the Center project.

Edelman said that after Positively Iowa and ISU submitted their respective initial agendas for approximately 12 to 15 projects, the Implementation Board developed a plan to seek additional pre-proposals from a wider array of organizations and individuals. Five additional pre-proposals were received. Three were folded into an existing proposal. One was included in the final portfolio for Board consideration.

At the May 10th meeting, the Implementation Board adopted two themes for evaluating first-year project proposals: (1) community vitality and entrepreneurship and (2) improving the performance of rural services. Seven full proposals were invited by the Implementation Board and developed. Four peer reviewers were identified to evaluate the projects in accordance with criteria developed by the Implementation Board. Reviewer ratings and comments are provided for each project along with the Interim Director's recommendation.

Shields asked if the board can disregard peer reviewer comments and/or ratings. Edelman responded, "yes, if that is the board's wishes at the conclusion of the board's discussion process." Neu asked if the board today was deciding which projects to fund. Edelman said that there is sufficient funding resources to approve all projects at their current budget request levels. However, the board may choose not to approve some projects in order to add resources to other projects or to provide additional efforts to coordinate some of the related projects. Padgitt added that the projects should have board approval from this meeting to not jeopardize the USDA review and release of the funds by October 1st.

Morain asked if for year 2 there would be more time to review and select ideas and Edelman said, "yes." Johnson said that the Implementation Board had spent a lot of time determining how to organize the CVC and in developing the first year portfolio of projects to get the Center up and running within the USDA fiscal year time constraints. Shields asked if there was a need for a decision today and if the board was limited to these 7 and/or the rearranging of resources among them. Edelman responded, "yes."

Edelman suggested that the board go through each project in turn spending about 5 minutes in explanation of the project and then discussing it for 10-15 minutes. At the end of discussion for each project, there would be a consensus taken to tentatively approve or disapprove. After all 7 were reviewed, then the board would discuss the whole portfolio and make final decisions. The Board consensus was to follow the recommended procedure.

After Edelman presented an overview of the project portfolio summary and peer review summary materials, the Board broke for lunch, which included remarks by Stanley Johnson and Ellen Huntoon, Office of Senator Tom Harkin.

Edelman reviewed Project 1. The Community Conversation forums would be facilitated primarily by the Iowa Peace Institute and others from the Iowa Learning Partners network. Halliburton asked if these forums have any connection to the community discussions about high schools. Edelman responded that the Learning Partners are involved in both. Padgitt asked who would be the principal investigator (PI) for the subcontract. Edelman replied that it would be the Iowa Peace Institute and Greg Buntz. Hamilton asked what would constitute the community boundary. Edelman replied that the project had not defined community and that it would come out in the framing process.

Morain asked how, once a pilot project was finished, it would be used further. Edelman replied that the local conveners and their steering committees would have responsibility to take action steps further in the local community and that a report would be distributed statewide. Morain said that spreading the results out to other people and other communities remained as a gap. Smith commented that these issues must be brought into civil society. Johnson suggested that there were many partners with this project and the CVC should ask them to present a plan for disseminating the results. Shields suggested bringing in other organizations and groups. Hamilton asked for consensus on Project 1 to continue to be under consideration and the board agreed.

Edelman reviewed Project 2. Dan Brown suggested that the Pappajohn Centers should all be brought into the project. Pilkington--who serves as the Interim Director of the UNI Pappajohn Center-- agreed. Phillips said that Iowa lacks seed capital so that people can stay here. Pilkington said that there should be a regional effort and the Small Business Development Centers (SBDC) should be included. There was further discussion on the budget and the 1/2 time FTE associate. Hamilton asked and received consensus that Project 2 stay in consideration.

Edelman reviewed Project 3. Danowsky was concerned about how the inventory would differ from other inventories that already exist. Edelman indicated that the project would use existing inventories and consider what other states are doing to potentially improve what Iowa has available. Smith suggested taking some of the funds to focus on the integration of projects 1-4. Shields asked what were the objections. Brown said the benefits for the cost. Phillips said that focus groups of entrepreneurs would provide more rapid identification of existing gaps and barriers, therefore the project should shift emphasis to the focus groups with real entrepreneurs. Danowsky was concerned about the inventory being duplicative. Hamilton asked and received consensus that Project 3 stay in consideration.

Edelman reviewed Project 4. Johnson asked about how the clusters were defined and developed. David Vermedahl asked for more information about clusters. Pilkington replied that a cluster involved skill sets, supplier sets, co-location, transportation and other cost benefits that companies bring to each other when they locate in the same region. Johnson suggested that a basis for additional project activities might include defining what is meant by clusters for rural areas and identification of examples of clusters that exist in communities and rural areas. Hamilton asked and received consensus that Project 4 stay in consideration.

Edelman reviewed Project 5. There was discussion of the comparison of the towns. Sandy Burke suggested the use of other measures in addition to population change. Pilkington suggested per capita income. Smith suggested using a range of social indicators. Neu commented on the role of leadership in smaller communities. Burke suggested looking at Henry County based on its population growth during the 1980s when most counties declined. Hamilton asked and received consensus that Project 5 stay in consideration.

Edelman reviewed Project 6. Pleima added comments on Project 6 and that 4 years seemed to be too long. Halliburton said that there was potential for water issues in public policy as more people are becoming aware of and concerned about water quality. Edelman added that there potentially would be some applicability for other infrastructure areas such as transportation. Shields said that governments come together for sharing purposes--that perhaps a county working with smaller communities in the county or clusters of smaller communities working together may provide an option. Pleima said there were problems with keeping certified operators in smaller communities and such a project could provide assistance. Hamilton asked and received consensus that Project 6 stay in consideration.

Edelman reviewed Project 7. Hamilton asked how it fit into the mission of the CVC. Edelman said that it fits into the rural infrastructure theme. Halliburton said that the project could help develop efficiencies and cost savings with records. Hamilton asked and received consensus that Project 7 stay in consideration.

The Chair announced that all the projects had been individually discussed. Brown moved that all 7 projects were a good beginning and to accept them all with the modifications suggested during discussion. Halliburton said that previous action had tabled Resolution V and that it had to be brought to the floor. Brown withdrew his motion to accept all the projects.

Halliburton moved to remove Resolution V from the table and bring it to the floor. Seconded by Brown. All members voted "I"; none opposed. Motion carried and Resolution V was open for discussion and/or amendment. Brown moved and it was seconded to accept all 7 projects with discussion modifications.

Johnson suggested that all the entrepreneurial projects be combined into one and each separate item be made a subproject. Halliburton moved to amend Resolution 5 to follow Johnson’s suggestion and combine Projects 1-3 under the advice of the PIs and others. Seconded by Brown. Further discussion suggested clarifying the projects and integrating the time lines. Danowsky called the question on combining Projects 1-3. All members Voted "I"; none opposed. Motion carried to combine Projects 1-3.

Padgitt moved and it was seconded to reduce the combined funding for Projects 1-3 by $20,000 to $25,000 and to increase funds for Project 4 by a similar amount. Johnson agreed that such a cut should be made and suggested giving attention to Project 3 for some cuts. Danowsky called the question to shift $20,000 to $25,000 from combined Projects 1-3 to Project 4. The Board voted "I" with Pilkington abstaining; none opposed. Motion carried to shift project funds.

Morain moved to change the completion date of Project 6 to September 30, 2004. Seconded by Brown. Question called by Powell. All members voted "I"; none opposed. Motion carried to change the completion date of Project 6 to September 30, 2004.

Shields expressed concern about the community comparisons in Project 5. He recommended selecting paired communities within similar regions. Danowsky asked that all comments be given to project leaders.

Padgitt suggested that Project 7 include the Iowa Geographic Council. Vermedahl motioned to eliminate Project 7. Phillips seconded. Halliburton said that the project would help county recorders and others to develop a more efficient system. Vermedahl didn't see the relevance of Project 7 to the CVC. Padgitt commented that there are other things involved in community vitality other than traditional economic development. Neu asked why the CVC should fund it if others were already doing it. Halliburton said that the project is just under development. Edelman added that a cost study based on a sample of communities had not previously been done. Brown commented that it was not a large investment on the part of the CVC and that the project would provide good linkage and partnership with the other groups to be involved. Smith said that it would bring this segment together with development. Morain noted that this was a service that could reduce costs. He also said that goal 8 of the Iowa 2010 Strategic Planning Council was to develop smart government and collaboration to reduce costs. The project fits with the broad goals of the 2010 Report to go electronic with forms and communications. Danowsky called the question on the amendment to remove Project 7. Three members were in favor of the motion; 9 opposed. The motion to drop Project 7 failed.

Hamilton brought the discussion back to the motion to accept all 7 projects as amended and discussed. All members voted "I"; none opposed. Resolution V was approved as amended.

The Terms of reference indicate the nominating committee is composed of Vice Chair Danowsky, the CVC Director Edelman and two other board members. Names for those other two seats will be submitted by the CVC Board Chair at the next board meeting.

Edelman said that the process for choosing themes and developing projects for year two would need to begin soon. Although the finalized federal budget for year 2 would not be available until October, there is usually an initial indication about future appropriations before the August Congressional recess. Edelman indicated the best guess of the deadline for when the Center would need to submit year 2 projects to USDA is February 2003. The Board would want to consider how to solicit additional pre-proposals for year 2. Hamilton said that the board had not discussed other alliances and how there could be synergy among the groups.

Hamilton said there also should be discussion about how to develop seed money for future use. Johnson said that Extension has the capacity to raise and earmark funds to the 100 county offices and that Extension has a fundraiser that could help. Edelman noted that Positively Iowa had met with the Director of the Minnesota Center which had developed a Center Endowment to match project funding.

Edelman expressed concern regarding $10,000 unallocated for unanticipated requests and response capacity. Johnson suggested giving it a name and letting the director have some funds for discretionary spending.

Hamilton asked what public identity the CVC should have and how it should position itself. Halliburton suggested a series of editorials that would appear throughout the state. Morain said the CVC needs a public relations committee. Johnson suggested that the Executive Committee develop a marketing plan for the next meeting. Morain moved that the Executive Committee develop a marketing plan for approval at the next meeting. Brown seconded. All members voted "I"; none opposed. The motion carried to develop a marketing plan for consideration at the next meeting.

Phillips thanked everyone for their work. Morain asked about travel vouchers and Edelman said that he will provide vouchers in the mail and that CVC Board members who wish to do so should submit their travel expenses to him.

Padgitt moved to adjourn and Powell seconded the motion. All members voted "I"; none opposed. The Chair adjourned the meeting.