A New Era of Excellence Rooted in Tradition

2015.5.11

Board of Trustees May 11, 2015 Meeting Minutes

Trustees: Sandy Schuman Carolyn Levine Marta Koblenz Malka Evan Steven Kamenir Julie Pollack Anna Rosen Gail Kendall Moshe Binyamin Suzanna Randall Michele Fisher Gomez Rabbi Binyamin Lehrfield

Excused Trustees: Laura Segal, Ira Zackon, Jason Packer, Rabbi David Eligberg, Howard Goldberg

Members and Community Stakeholders: Nancy Daigle, Paul Mozer, Laurie Sasson, Bess Wadler, Steven Wrzesinski, Nirit Ovadia Hull,

1. Dvar Torah by Anna Rosen

2. Consent Agenda

a. Minutes The minutes were passed unanimously as corrected. Motion by Anna Rosen, seconded by the board and passed unanimously.

3. Principal’s Report The Board discusses the Principal’s Report briefly and asked about how parent engagement has been addressed. It was explained that parent feedback has been addressed on an ongoing basis. Nancy Daigle and Amy Rosenstrauch were recognized for their work on OVA and the budget this year.

4. RAVSAK Affiliation

Motion: The Bet Shraga Board of Trustees authorizes applying for membership to RAVSAK. We accept the Standards of Membership as expressed in the RAVSAK Bylaws Article III, Membership.

Article III. MEMBERSHIP

Membership is open to schools that subscribe to RAVSAK’s core Jewish values of Klal Yisrael (the unity of the Jewish People); Talmud Torah (a commitment to life-long Jewish learning); Derech Eretz (the promotion of civil discourse); Tzelem Elokim (the importance of the individual, each created in the Divine Image); and Tzionut (the centrality of Israel, Zionism and the Hebrew language). The head of school or her/his designee is a school’s official representative to RAVSAK. Membership in RAVSAK requires the payment in full of membership fees, as determined by the RAVSAK board.

Motion passed unanimously.

5. Proposed amendments to the By Laws of the Bet Shraga Hebrew Academy of the Capital District

Amendment 1: To permit trustees to participate permitted by phone or electronic communication. Added language is underlined.

ARTICLE V Meetings of the Board of Trustees

Section 1. Monthly meetings

1.1 The Board of Trustees must hold regular monthly meetings (excluding the months of July and August) at such times and places as the President may determine.

1.2 Participation in a meeting of the Board of Trustees or of any committee designated by the Board shall be permitted by phone or electronic communication. Participation in such a meeting pursuant to this provision shall constitute presence of such person at such meeting.

1.32 Any action required or permitted to be taken by the Board of Trustees may be taken without a meeting if all of the members of the Board consent in writing to the adoption of a resolution authorizing the action. Written consent may be provided via electronic communication such as email or text message. In such event, the resolution and the written consents of the Board must be filed with the minutes of the proceedings of the Board. Section

2. Voting

2.1 Unless otherwise required by law or these Bylaws, the vote of a majority of the Trustees present at the time of a vote, if a quorum is present at such time, is the act of the Board.

2.2 Each Trustee present has one vote.

2.3 Trustees participating in a meeting by phone or electronic communication may submit their votes by those means.

Section 5. Quorum

5.1 A quorum for the transaction of business at any meeting of the board of Trustees is a majority of Trustees currently serving on the Board.

5.2 A Trustee will be considered present at a meeting if the Trustee is at the meeting location in person or attending via phone or electronically.

Section 6. Meeting Notices

6.1 Notices of all meetings, with the exception of emergency meetings, and of all adjustments, must be given to each member not less than five days in advance of the date set for the holding of such meeting.

6.2 Notice of all special meetings must state the purpose thereof.

6.3 Trustees shall receive meeting notices and other communications by electronic means unless a printed and mailed form is explicitly requested by the Trustee.

Amendment 1 passed with one abstention.

Amendment 2: To incorporate into the bylaws the conflict of interest, whistleblower, and related Notfor-profit Revitilization Act compliance provisions previously adopted by the board and to delete previous provisions that are thereby superceded.

Amendment 2 was adopted unanimously.

Amendment 3: To omit reference in the bylaws to the Jewish Life and Recruitment committees, which will become committees of the Head of School.

Amendment 3 was tabled for future discussion.

6. Facilities Committee Report The committee will continue to acquire additional information about options by working with a real estate broker. The committee will also explore additional ways to reduce operational costs. No Board action is required at this time. The discussion included concern that w should explore using the gym in the primary wing if needed.

7. Finance Committee Currently, we are on budget, however there is a projected deficit of approximately $64,000. This will be addresses as part of the expenditure budget discussion.

8. Expenditure Budget The President presented the proposed expenditure budget in comparison to the 2014-2015 reforecasted budget. Most of the cuts are focused on reducing administrative costs. This includes the addition of a music program. Costs have been cut for house and grounds through contracting changes. Miscellaneous increases were attributed to how we account for hot lunch on both of the budget. The Board discussed where the deficit is. The budget does not account for the deficit or surplus in wither the expense or revenue side. The Board needs to address the $63,000 deficit and potential cash flow issues that arise from this. It was recommended that the cuts in payroll be explained as administrative cuts. It was recommended to present the budget as faculty vs. admin payroll.

9. Good and Welfare Ira Zackon’s father passed away and the funeral was today. Betty Capalbo passed away. She was a longtime lunch lady here at HACD. The graduating HACD class of High School Seniors have done well and are off to college! The list of where they are matriculating is in the Shabbaton.

10. Executive Session

11. Expenditure Budget Motion out of Executive Committee to adopt the faculty budget line with a meeting on or before June 15th to adopt the remainder of the expenditure budget. Seconded Carolyn Levine. Vote: motion adopted with two abstentions.