Minutes of Annual Meeting - January 7, 1995

FLORIDA ASSOCIATION FOR NUCLEATION AND CONVENTIONS

Minutes of Annual Meeting

Palm Beach Airport Hilton, Sabel Room

Saturday, January 7, 1995

ATTENDEES

Joe Siclari, Chairman

Becky Peters, Treasurer

Becky Thomson, Secretary

Melanie Herz, Member-at-Large

Judy Bemis

Mark Olson

Tony Parker

Dave Ratti

Edie Stern

Tom Veal

Bill Wilson

The meeting was called to order at 5:05 P.M.

A memo from Judy Bemis had been previously circulated, stating that she moved to North Carolina as of 1/1/95. Since Judy does not think the corporate secretary should live out of the state of Florida, she turned in her resignation. Becky Peters agreed to be her assistant during the transition, and indicates that she will accept the nomination as Treasurer for 1995. Most FANAC mail is now going to the SFSFS Post Office Box, which Becky Peters picks up weekly.

Becky Thomson circulated a list of FANAC members' addresses, phone numbers and EMail addresses for corrections; she will update the list and send it to all members.

A motion was made by Mark Olson that payment of 1994 dues plus expression of interest in continuing with the organization will be sufficient for FANAC membership in 1995. Motion was seconded by Dave Ratti and passed unanimously.

The following slate of officers was nominated and elected by acclimation:

Chairman Joe Siclari

Treasurer Becky Peters

Secretary Becky Thomson

Members at Large -- Melanie Herz

Dave Ratti

Joe briefly reviewed the minutes of the last meeting, which were circulated last March. Apparently nothing was done by Steve Gold regarding a second printing of the MagiCon Volunteer T-Shirts, which was authorized last year. There are still several boxes of hats, visors and Program Books and approximately two dozen masquerade videos to dispose Of.

Judy noted that, under WSFS rules, we have to continue submitting financial statements at the business meetings until we disburse all profits (exclusive of interest earned). This means we will definitely have to submit a statement at Intersection.

We passed along $9,000 to ConFrancisco, and $18,000+ to ConAdian. Intersection is still sending us invoices to pay; we have given them approximately $11,000 so far and expect to pass along a total of at least $18,000 to them. We are still holding $250 aside to cover our liability insurance deductible. A few other account lines are being kept open, such as copier expenses, postage, corporate fees, and memory book. We currently have approximately $80,000 in the bank.

Last summer, Joe circulated memos listing several possible donations that had been suggested. Of these suggestions, the only strongly negative remarks were regarding PSFS, who had insisted on and received rental payment up front.

After considerable discussion, the following donations were approved:

SFSFS $1000

OASFiS $1000

NESFA $1000

SF Oral History Association $500 + cost of two sets of tapes made at MagiCon for our archives

SFFWA $1000

ASFA $500

TAFF $250 + $50 for each new trip report printed up to $500

DUFF $250 + $50 for each new trip report printed up to $500 (Joe authorized to give extra $250)

Electrical Eggs $500

Lunarians $250

N3F $200

OASFiS is not a 501 (c)3 organization, but giving them funds is still possible as long as the money is used for purposes that are in line with our charter. It was felt that donating funds to the Andre Norton Scholarship Fund would not be wise because it does not specifically go into promotion of science fiction fandom.

The entire donation to the SFOHA is contingent on our receiving sets of the tapes they made at MagiCon.

Money to TAFF and DUFF for additional trip reports will be administered by someone other than FANAC, since we are not an ongoing, permanent organization. Because DUFF has incurred exceptional expenses this year, Joe was authorized to give them an additional $250 after consulting with TAFF.

Joe Mayhew had at one time asked for funding for publication of a book, but this project is now dead.

Decisions on the following requests for funds were postponed until Sunday:

Interfilk -- $200

MosCon -- $1,000 to sponsor bringing in Buzz Aldrin as their SGoH

Unspecified amount to the Science Fiction Research Association to bring in authors for their conference.

A suggestion was made by Mark that any funds still left to disburse next year should be thrown into a single project instead of given out in small gifts. Becky Thomson suggested we pass along on the order of $18,000 to L.A. Con III and Lone Star Con 11. We will discuss this further tomorrow.

The members of FANAC resolved to file a new signatory card with Great Western Bank, listing as signatories the three officers: Joe Siclari, Becky Peters and Becky Thomson. Becky Thomson will get the proper paperwork, which requires confirmation of the Corporate Resolution, from the Great Western Bank on Colonial in Orlando.

Mark suggested that, in order to facilitate making contributions throughout the year, we amend the by-laws to allow votes by mail, E-Mail or telephone. Tom agreed to write up a draft amendment for presentation tomorrow. By giving notice of this proposed amendment at this meeting, we can vote on it at the next meeting. The meeting recessed at 6:00PM to resume at noon the next day.

Palm Beach Airport Hilton, Sabel Room Sunday, January 8, 1995

ATTENDEES

Joe Siclari, Chairman

Becky Thomson, Secretary

Judy Bemis

Melanie Herz

Mark Olson

Tony Parker

Dave Ratti

Tom Veal

Bill Wilson

The meeting was called to order at 12:05 P.M.

Scott Dennis has requested we pay the balance of the traditional donation, $1 per siteselection vote, to the Mark Registration and Protection Committee. Mark moved that we do so, Tony seconded, motion passed unanimously. According to Tom, 1,636 valid votes were cast, and Judy believes we have already paid them $1,000. Therefore, we will be donating additional funds up to $636.

After discussion, the following requests for funds were rejected because they do not benefit a large segment of fandom as a whole or the Worldcon in specific, and were not groups who specifically worked on MagiCon:

Interfilk -- $200

MosCon -- $1,000 to sponsor bringing in Buzz Aldrin as their SGoH

Unspecified amount to the Science Fiction Research Association -to bring in authors for their conference.

Interfilk may be reconsidered if they have a specific project (such as producing book) to propose besides bringing filk guests to specific conventions. Joe is to discuss this with Spencer.

Steve Gold came into the meeting briefly. It was decided to give up on a reprint of the Volunteer T-Shirts because too much time has passed since the convention.

Tom proposed the following Amendment to the By-Laws for consideration at the next meeting:

Action may be taken by written resolution signed by the greater of (i) a majority of members of the corporation or (ii) the number of members otherwise required for the proposed action by these By-Laws. Any two members may submit a proposed resolution to the Secretary for distribution to the members. The Secretary shall within ten (10) days mail or personally deliver the proposed resolution to all members. Upon execution by the required number of members, the resolution shall become effective as if approved at a meeting of the members.

Note that "signed" indicates that E-Mail votes must be followed up up by a true hard-copy signature.

Mark moved that on April 1, 1996, all of our remaining uncommitted funds in the FANAC treasure be split equally between the 1996 and 1997 Worldcons. Motion seconded by Tom and passed unanimously after discussion. Discussion included the storage or dispersal of the remaining sales-to-members items and the fact that SFSFS has been asked to store the financial records for the seven years recommended by our legal counsel. The refrigerator that was in the FANAC office was, by acclimation, donated to SFSFS.

There was a brief discussion of the future of the corporation. It took a lot of effort to create, but may not have much residual value. Do we want to disincorporate, shrink it down to a vest-pocket corporation but continue filing fees, pass it along to some other group, or undertake or sponsor a new project? If reviewed, we could fall into Foundation Status if more income comes from interest than from projects. This would result in a small tax on said interest and some insignificant restrictions, and we could convert back to Non-Foundation Status if we came up with another project. The 501-C-3 status is maintained. There was an open discussion of the establishment of non-binding guidelines for further grants, but no specific recommendations ware made.

The next Annual Meeting will be at Tropicon in 1996.

The next FANAC meeting is scheduled for Saturday afternoon at Boskone for the specific purpose of considering the by-laws amendment. This may be followed by an open meeting, if someone has business they wish to introduce and a quorum is present. Becky Thomson will send notices out ASAP.

Meeting adjourned at 1:00 P.M.

Respectfully submitted,

Becky Thomson, Secretary

A meeting of the FANAC membership will be held on the afternoon of Saturday, February 18, 1995 at the Sheraton Tara Hotel in Framingham, MA, during Boskone 32. The purpose of this meeting will be to vote on ratification of the following Amendment to the Bylaws, proposed during the Annual Meeting in January:

The intent of this Amendment is to expedite the passage of resolutions, particularly regarding disbursement of funds, between meetings by using the mail service and electronic communication.

An additional, open meeting may be held following the limited meeting if anyone wishes to introduce other business, providing -a-quorum is present.

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