AHRMA Board of Trustee Meeting Minutes; June 1-3, 2020

AHRMA Board of Trustee Meeting Minutes; June 1-3, 2020

Meeting June 1, 7pm-10pm

The first portion (of three consecutive nights) of the second 2020 Board of Trustees meeting of the American Historic Racing Motorcycle Association (AHRMA) by Zoom conference call was called to order at 7:05PM Eastern time by Arthur Kowitz (Chairman of the Board)

Arthur Kowitz, started the meeting by setting rules of conduct during the meeting on the Zoom platform.

Salinas Meeting Minutes were approved (Motion to approve Kelly Shane, second Brian Larrabure, Vote 11-0 in favor)

Open member-comment period (as submitted via website) – There were only 2 submissions that were more rule submissions/suggestions than comments and addressed accordingly.

Executive Director’s Report – Curtis Comer

Staffing changes:

• Joe Koury’s status changed from Associate Editor to Editor of the AHRMA MAG.  Together with Kevin McIntosh, AHRMA has a great team in place for all publications.
• Robin Coyne has been brought on board as Sales Associate, heading up AHRMA’s marketing efforts.
• Tom Schuman has been brought on board to assist with AHRMA’s Dirt Track program.

Membership:

Membership numbers/distribution remain essentially the same as was reported in Salinas

Highlights:

Heartland Motorsports Park, which was scheduled to be AHRMA’s first AHRMA Classic MotoFest in 2020 has been rescheduled for Memorial Day Weekend, 2021.

Financials:

• Cash position is strong given the circumstances so far this season – between the 2 bank accounts at BoA, and the investment account at RBC, the current available cash = $84k
• Benevolent fund balance is at $133k.
• Delinquent accounts in Accounts Receivable have been reduced to $3k through the collection efforts of Cindy and Robin.
• AHRMA applied for and received government Paycheck Protection Program (PPP) funding in the amount of $23,353. We will make application to the SBA for loan forgiveness when available.
• Fiscal YTD Income (12/1/2019-5/31/2020) approximately $490k, minus expenses $590k, for net loss YTD of $100k, compared to a net loss of $110k for same period FY 2019.
• Laguna Seca: Gross revenue $166,769, less Event Expenses $156,225 ($130k was for facilities rental).  Net profit:  $10,543.
• Roebling Road: Gross revenues $88,369, less Expenses $52,284, Net profit $36,085
• Membership renewals continue strong, in the 10 weeks since middle of March, averaging $4,300 per week.

Other revenue sources:

• YTD donations directly to AHRMA (~$4-5k). Largely due to the generosity of members wishing to see AHRMA’s economic health remain strong during a time of reduced income due to event cancellations and postponements.
• Merchandise store: $3,800 YTD on merchandise sales, rate of sales is increasing,
• Talladega Track Days Fundraiser (TBD),
• Lifetime memberships $9750 (specifically during shutdown).

Cashflow for June, July and August.  AHRMA’s cash position is sufficient to sustain regular operations through August with the next revenue opportunities being Blackhawk and Gingerman road races.

Treasurer’s Report (Brian Larrabure)

Regular cashflow projections have been prepared and analyzed during the COVID shutdown period.

AHRMA requested return of $25K deposit on the now cancelled NJMP event.  Kevin asked if there has been any pushback from the tracks on having to return our deposits and the response was not really.

Formalizing regions: We are standardizing web presence across Offroad regions (website / Facebook).  All but one region now has a landing page on ahrma.org.   The Offroad Regional championship program is a strength for Offroad.  Roadracing is looking at how to do this efficiently and make it popular.  Curt and Kelly to establish a task force including all of AHRMA’s Regional Coordinators in an effort to share resources, improve consistencies across all regions and help grow regional championship series’ within AHRMA.

Secretary’s Report (Kelly Shane)
Bylaw formalization with resolution – Video conferences.

Regular weekly committee meetings transitioned from teleconferences to video conferences (Zoom) sometime in March:

• Executive Committee;
• Offroad Event Committee
• Roadrace Event Committee
• Media Committee (AHRMA MAG, ahrma.org, etc.)

Member Poll:  Sent out 4/18, we received 1,092 responses.  General questions including: Who wants to come back racing and if they can’t, why not?  ~140 comments – reasons why they can’t race, and many were largely financial.

Kevin and Cindy crafted new rule proposal submission procedures which were implemented for 2020.

Other/New Business:

COVID Compliance Plan (Brian Larrabure)

Recent circumstances prompted AHRMA to create a COVID-19 Compliance task force to develop an AHRMA COVID-19 Compliance plan.  AHRMA’s COVID-compliance plan is designed to comply with the various local and state requirements as well as CDC guidelines.  This plan was created with the goal of protecting our members and reducing the risk of potential litigation.

AHRMA’s insurance carrier provided us with an Infectious Disease waiver, which has been implemented as a requirement for every participant at all offroad and roadrace events.  Promoters and/or track owners are also required to certify that their event is in compliance with the state and local COVID-19 regulations for their venue on the date of their events.  AHRMA COVID-19 waivers are available on ahrma.org and MSR.

Bylaws Signature Authority Change

The proposal to increase authorization levels for Executive Director check signing and the Executive Committee co-signing due to inflation and high profile (expensive) racetrack deposits and payments (Article 5 section 3) was proposed and approved. Motion to approve Fred Guidi, Kevin Burns second, approved unanimously.

Bylaws verbiage:

Article V SECTION 3

Executive Director: The Executive Director shall not be a member of the Board of Trustees. He or she shall serve as the Chief Operating Officer of the Association. The Executive Director shall be hired and fired and the terms and conditions of his or her employment shall be set by the Board of Trustees. He or she shall hire, fire and set the terms and conditions of employment of all employees of the Association within salary ranges set by the Board of Trustees. He or she shall appoint members (except for chairmen) of standing and special committees; and he or she shall perform those duties ordinarily performed by a corporation’s Chief Operating Officer to the extent such duties have not been delegated by the Board of Trustees to another person. The Executive Director shall be authorized to sign checks on behalf of the Association and to obligate the Association for amounts equal to or less than fifteen-thousand dollars ($15,000.00) without the prior approval of the Board of Trustees or the Executive Committee. With the approval of the Executive Committee, the Executive Director and the Chairman of the Board shall be authorized to co-sign checks on behalf of the Association for amounts equal to less than fifty-thousand dollars only for the purpose of securing venues for AHRMA events.

Recent motions/votes

• Reading/approval of motion and e-voting to change Bylaws to allow secure electronic voting. Approved at Salinas meeting.
• Secretary to sign all Bylaws changes. Approved at Salinas meeting
• Publish updated Bylaws

AHRMA Vintage Drag Racing update (Luke Conner)
Possible participants who will be interested in bringing out older bikes identified.  An additional date for 2020 is being researched. It was agreed that it is important these events take place at the same time / same campus as RR.  Heartland Park right now is on schedule for 2021 – other venues are being evaluated.  There are some leads for Drag Racing sponsorships.  Proposed rules for this discipline have been sent to the Board for review and comment.

Handbook Housekeeping items (Curt Comer). These will be addressed during General Rules discussions

• Trials 4-line wording
• Address of National Office (Article I, Section 4)
• Change reference from Vintage Views to AHRMA Mag (Article III, Section 4)
• Update voting instructions if not already done (Article IV, Section 7)

Chain of Command hierarchy for our membership. (Arthur Kowitz)

AHRMA trustees and staff need to be careful when responding to questions from our members, by referring them to the AHRMA Handbook, or directing them to the individual(s) who are best able to answer their question.

Benevolent Fund Deposits and Disbursements (cap and payouts) (Arthur Kowitz)

The Benevolent Fund results of operations and investment activities were presented as well as discussions regarding possible capping of the fund balances and possible increase to future payout limits.  Luke will be discussing these options with the Benevolent Fund Committee.

Multi-discipline Team Championship update. (Brian Larrabure)

There was discussion of possible future team competitions across multiple disciplines for AHRMA members.  Brian Larrabure is spearheading this effort.

Appointment of Rules & Eligibility Committee Members (Arthur Kowitz)

The appointment of Rules & Eligibility Committee members was taken very seriously by Curt and Arthur within a short window as result of accelerating the submissions deadline that was approved at the Salinas meeting.  There were some adjustments to committee chairs and members accordingly.  Significant effort has been expended to improve and formalize the rules change submission procedures from submission to committee review and recommendations.  It was agreed that the rules proposal process was significantly better than previous years.  The Rules and Eligibility committees presented their recommendations on each rule proposal which will be reviewed and preliminary voting on each during the rules portion of this BoT meeting.

MotorsportReg evolution update – (Brian Larrabure)

MotorsportReg has directed resources to work more closely with AHRMA and resolve outstanding issues.  Late last year/early this year, Brian and Jim Korn lead the initiative to identify and define functionality that needed improvement or that was required but didn’t exist.  MSR rolled out a number of enhancements which has allowed us to manage our events more easily.  Outstanding issues include some reporting requirements that are not currently fulfilled as well as a support phone number which we have yet to receive.

Scheduling conventions for future Board Meetings (Curt Comer)

Calendars for next year will be available earlier than normal, but until then, setting the 2021 BoT meeting schedule won’t be possible.

Rule Change Proposal Review

Review got underway before end of meeting (10pm).

June 2, 2020 Day 2 of BoT Meeting

Arthur called meeting to order at 7:05pm.

There was a rules proposal a couple of years ago to rename the Handbook to Rulebook.  The Board determined that it should remain “Handbook” since there’s far more in the book than just rules.  Accordingly, there are several types of administrative activities regarding the Handbook that are outside of the regular rules changes submission and review process, these are:

1. Housekeeping items – changes of contacts, spelling corrections, accidental omissions, contradictions, etc.
2. Handbook change proposal – is a proposal but not a rule. Might be a change to the mission statement of a discipline, etc.  Maybe separate form and a separate way to be considered.
3. Word crafting adjustment. When a Rule proposal is approved, but the proposed verbiage is ambiguous or unclear, it will be sent to the AHRMA MAG editor for wordsmithing.
4. Execution of policy. 3-4 of the General Rule Proposals are not even changes.  They are compliance with policy – for example age on the registration form.  These will be reviewed and assigned for correction on a case-by-case basis.

Review of rules resumed from June 1 meeting.

June 3, 2020 Day 3 of BoT Meeting

Arthur opened the meeting at 7:05pm.

Review of rules continued from June 2 meeting.