CA Board Meeting Recap: 7.28.2022

The CA Board of Directors met on July 28, 2022. (Agenda, Packet, Meeting Recording). During the meeting, the President's goals and objectives for FY23 were finalized but only after the Board made significantly revisions to CA President/CEO Lakey Boyd's proposed goals and objectives and after several additional last minute amendments were made; a heated conversation about Board and subcommittee policies and procedures occurred during the Stream Restoration subcommittee report, an easement was granted to Howard Hughes Corporation related to the Lakefront North development, and FY22 financial statements were presented.

Attendance: CA President and CEO Lakey Board, Board Chair Eric Greenberg (River Hill), Board Vice-Chair Ginny Thomas (Oakland Mills), and boardmembers Dick Boulton (Dorsey's Search), Bill Santos (Wilde Lake), and Brian England (Hickory Ridge) attended in person. Boardmembers Janet Evans (Long Reach), Alan Klein (Harper's Choice), Kevin Fitzgerald (Town Center) attended remotely. Boardmembers Andy Stack (Owen Brown) and Shari Zaret (King's Contrivance) were absent.

Resident Speakout

James Blackwood of the Hickory Ridge Village Board requested that CA Board consider a different playground company (Bears Playgrounds) that can install a wooden playground for the Sixpence tot lot to replace the existing structure that has been boarded up for over 2 years. Mr. Blackwood stated it a natural playground (instead of a more expensive steel structure) is preferred by the community as it better integrates with the forest and streams that surround it. Mr. Blackwood justified his desired plan for Six Pence Tot Lot, in part, by referencing the discrepancy in CA's investment in the various village associations.

Sharon Bois of Protect our Streams testified again in opposition to the Lake Elkhorn Stream Restoration project and showed off a baggie of algae, a baggie of sediment, a bottle of dirty stream water and stalks of grass to emphasize her point. Several boardmembers thanked her for her advocacy.

Howard County Councilmember Christiana Rigby spoke as a resident and Columbia superfan to express her gratitude for the Columbia Association and CA Board, and gave a shout to CA programs including the Arts Center acrylics class, Neighborhood Swim League ("part of the heartbeat of community"), and the Coral Reef Encounter held on Saturday July 23 at McGills Common Pool that allowed children and families to snorkel through an underwater art installation to learn about the importance of reefs and healthy oceans.

President's Goals of Objectives

The President's Goals & Objectives for FY23 were finally approved by the Board during this meeting via a 6-2 meeting (Evans and Santos opposed), but only after 3 additional amendments were motioned and approved during this meeting just prior to the vote.

Here are the three new amendments to the Goals/Objectives.

1. Dick Boulton moves to add “Meet regularly with board chair and vice-chair at times and dates scheduled by Board Chair”. Janet Evans questions what is meant by “regularly” and Ginny Thomas suggests hour-long meetings twice a month and as needed in times of crisis. Bill Santos says that the Board has been discussing these goals for quite a while and it’s not appropriate at this point in time to being adding new objectives/goals, to which Janet Evans agrees. Lakey Boyd explains that this request for additional meetings between her and the Board Chair/Vice-Chair had already been made, and she had committed to meeting with them as needed, but believes that monthly scheduled meetings would be sufficient and it would be overly burdensome and problematic to meet more given her responsibilities outside of Board Relations for her to meet twice-monthly. Motion passes 6-2 (Evans and Santos are the "no" votes).

2. Janet Evans motions to strike the president’s goal to advocate for educational issues including school redistricting to support neighborhood schools. Bill Santos and Alan Klein stated that they believe CA should advocate for walkable neighborhood schools but do not believe the president should be evaluated on it. Motion passes 7-1 (England is the one "no" vote).

3. Dick Boulton proposed to delete the objective that the president provide education to the board on issues/topics important to ensure governing leadership from the "Improve Board Relations and Communications" goal and also move the objective about informing the board about community stakeholder outreach from this goal about board relationship and into the goal about community engagement. The Amendment Passes 5-3 (Greenberg, Thomas, and Klein are the three "no" votes).

These goals and objectives are intended to be used by the CA Board to assess the President's performance over this upcoming year. The goals and objectives that were ultimately approved by the Board are markedly different than the goals and objectives that the President had originally proposed for consideration by the Board. Lakey Boyd suggested that her performance be assessed on how well she increases external stakeholder engagement, re-establishes CA as a progressive community organization, stewards CA resources, and leads the organization's operations in a pandemic-influenced new normal. Instead, the goals and objectives ultimately approved have a heavy focus on how well she coordinates, communicates, and responds to the CA Board.

Here are the final goals and objectives that the Board approved during this meeting. I've marked up the goals/objectives from the packet to show the 3 amendments that were made during this meeting in redline.

By way of comparison, below are the proposed goals and objectives that Lakey Boyd originally put forward for the Board's consideration during the June 9, 2022 CA meeting.

Lakefront North Easements

The CA Board quickly and unanimously approved, without discussion, an easement to Howard Research and Development ("HRD", a wholly-owned subsidy of the Howard Hughes Corp) to add a multi-use path, fire hybrid, and water/utility connections on CA property alongside Little Patuxent Parkway adjacent to HRD's property they are developing into Lakefront North.

Curiously, a separate easement on CA property to permit HRD to add an ingress/egress access road connecting Lakefront North to Little Patuxent Parkway was removed from the agenda at the request of HRD pending Howard County agency comments. At the 7/14 work session, Andy Stack, Eric Greenberg and Alan Klein questioned whether CA should permit an easement paving over a small portion of CA open space.

Lake Elkhorn Stream Restoration Subcommittee Recommendations

Brian England, chair of a new Lake Elkhorn Stream Restoration subcommittee, was to present an update on the new committee, its milestones, and roles. The formation of this subcommittee was never formally announced, nor has a meeting schedule been publicized, nor have meetings been open to the public.

Immediately, England motions for the President to schedule a meeting between Wetland Studies and Solutions, Inc. ("WSSI") and the CA Board in Augustto discuss Lake Elkhorn Stream Restoration.

Lakey Boyd, clearly frustrated, notes that this motion to set up a meeting was not in the agenda or packet. Janet Evans explains that the items for the board to vote on need to be on the agenda per procedures. Evans motions to table this discussion. Vote to table passes 5-3 (Brian, Ginny, and Eric vote no)

Lakey Boyd then reads an email she had sent on 6/22 to the Board Chair explaining the process and procedure and reasons why subcommittees need to bring their recommendations back to the full Board for consideration. Lakey Boyd notes that this message must not have been communicated by the CA Chair to the rest of the Board, resulting in Brian England confronting Lakey Boyd in a public meeting in an unconstructive manner asking why she is ignoring his documentation requests. Later, Brian England explains that he does want to follow proper protocols but as a new member of the board doesn't yet understand and have necessary training on board procedures.

England makes another motion to direct CA staff to product a flowchart that should make clear what the key deliverables are and what is the time frame for each responsible party (Maryland Department of Environment ["MDE"], WSSI, Davey Resource Group, Army Corps of Engineers ["USACE"], CA Staff, etc.) as it relates to Lake Elkhorn stream restoration. Also what opportunities there will be for input from the board and public. Unlike the first motion, this new motion was included in the meeting packet (but with a date in the past).

It should be noted that the CA Board of Directors already approved an easement over a year ago to WSSI to design, construct, and operate a stream mitigation bank that would enable the restoration of 33,000 linear feet of streams on 133 acres of CA property. This was a key operational point in the process that CA actually had control over. The next steps in the process (i.e. whether or not MDE and the USACE approve the proposed mitigation bank) are now outside the control of CA. See my article on Lake Elkhorn Stream Mitigation: Environment Restoration or Environmental Degradation. Additionally, CA’s Watershed Advisory Committee has already been empowered to oversee design plans for the restoration if/when the project ever reaches that stage. It remains unclear what role the subcommittee believe the Board of Directors needs to play in this topic at this point, but a timeline/flowchart could be helpful in informing the community (and several Boardmembers who expressed a lack of understanding during the discussion) who the responsible parties are and what steps need to happen for this project to move forward. Boyd explains that she has already committed to creating such a flowchart if directed by the Board though it would be a sizable effort given the necessary coordination with all the organizations involved. Boyd also notes her concern that the Board is expressing mistrust of CA staff due to questions from Boulton, Thomas, and Klein that a step in the process could be occur while this flowchart is being created.

Motion to produce a flowchart by September 8 passes 8-0.

FY22 Audited Financial Statements and FY22 Q4 Financial Report

CA staff than presented the FY22 financial statements and FY22 Q4 Financials to the Board. The financials demonstrate CA's recent outstanding financial performance, which is a testament not just to CA's finance team, but the operations of the entire organization.

Highlights include:

• FY22 financial statements were audited by an independent accounting firm and the financials received an unqualified opinion, the highest possible mark, meaning that the auditors found that CA's financial statements are fairly and appropriately presented, without any identified exceptions, and in compliance with generally accepted accounting principles.

• Lakey Boyd noted that the FY22 Q4 results beat budget by $10 million while increasing services and programs to residents and members, repaying team members who worked for reduced pay during the pandemic, and adding to their cash reserves.

• Lynn Schwartz, CA Director of Finance, gave a more detailed readout of the FY22 audited financial statements and FY22 Q4 Financial report. She noted that the positive results and increased cash and cash reserves were a result of CA staff proactively identifying, applying and receiving multiple grants.

• In Q4, revenues were higher than budgeted expectation, and due to favorable cash positions, retention bonuses were paid out to staff and as noted earlier by Lakey, staff who worked for less than their full rate of pay during the pandemic were repaid.

• Dashboard metrics were presented to provide insight into key performance metric of CA including the organization's fiscal health (debt/equity ratios, cashflows, productivity ratios, etc.) and how effectively services and programs are being provided to the community.

• While most boardmembers did not provide any comments during the financial presentation, Alan Klein was tuned in and asked several astute questions on the financial reports and how results compare to years prior to the pandemic. Later, during budget discussion, Klein brought up that during the upcoming budget process, CA should consider which items should be paid for by everybody in Columbia (i.e. via lienholder assessments) and which items should be paid for by members (i.e. via user fees). England brought up that funding for tot-lots should be considered as well during the budget formulation.

Other Topics

• Announced three closed and special meetings were held: Architectural Resource Committee (July 11), Board of Director Risk Management Committee (July 14), and Audit Committee (July 20).

• Appointed 3 residents (all with highly qualified and impressive backgrounds) to the Climate Change & Sustainability Advisory Committee.

• Approved a schedule for community engagement in formulating the FY24 Budget.

• President's Report (Agenda Item 8a; page 54 of packet) was discussed. President's Report includes quotes and recommended reading from Lakey Boyd's desk and bulleted list of what happened last month, what's scheduled for next month, challenges, and points of pride.

• The Inner Arbor Trust July 2022 Report was included in the packet but not discussed

• Chair noted Board training session had occurred in the prior week and that the topic of improved communication between the Board, between the Board and staff, and Board and President were discussed at length.

The next CA board meeting is a work session on Thursday September 8 at 7 p.m.