Randonneurs USA Board of Director Minutes

June 12, 2024

1. Call to order: The meeting on June 12, 2024 was called to order at 8:03 p.m. Eastern time, over Zoom.  The following members were present.
   1. Bill Bryant
   2. Dawn Piech
   3. Charlie Martin
   4. Rob Hawks
   5. Vinny Muoneke
   6. Gardner Duvall
   7. Dave Thompson
       
2. Minutes: The minutes for the May 2024 meetings were discussed, and ultimately approved by email vote initiated on June 14.
    
3. The Treasurer submitted a written report.
    
4. Gardner reported that the Financial Audit Committee had reviewed the May Treasurer’s report and had no comments.  There was a discussion about how best to report the payment of multi-year memberships.
    
5. The Board had previously approved by email the following matter, which was affirmed: NY:Central was allowed to include a 1300k option to its September 2024 Western New York Waterfalls 1200k.
    
6. The RBA Liaison reported about two regions with limited activity, including a non-responsive RBA.  Rob reported on the review of first brevets conducted by two new RBAs, including plans for follow up.  There was also an interim report on the investigation into a complaint about an RBA, with additional work to do before a final report.
    
7. The Website Committee submitted a written report. Charlie reported a new member on the Website Committee, who codes.  He also reported that the appearance of errant characters on the website has been largely fixed.
   
   Two priorities for the website were reported.  First is preparing for the 2024 RUSA election.  This includes getting members to create a RUSA website account.  This requires a unique email address for each member, so members cannot share an email address for RUSA.  The second priority is reporting elevation in ride results.  One of the challenges is point-to-point events, which usually will have different elevation if run in opposite directions.
    
8. Dawn reported on RUSA’s Instagram.  The account is in its sixth year, and has over 3,000 followers.  The objective is to increase the amount of content and the pace of posting, and to increase cross-sharing and tagging.  The Marketing Committee Chair is aware of this effort and was part of a meeting with Dawn and RUSA members in early June.  Dawn to share an update in the July meeting on growing our RUSA Instagram account.
    
9. Dawn reported progress on developing a RUSA calendar.
    
10. The Rules Committee submitted a substantial revision of the Rules for Organizers, to improve consistency and clarity.  The Board held these revisions for further review.
     
11. There was a mid-year summary of progress on 2024 goals.  This summary is to be completed at the July Board meeting.  Work on 2025 goals will begin later this year.
     
12. A motion was made, seconded, and carried to honor volunteers by providing a suitable patch, at RUSA’s expense.  RBAs will be asked for the quantity each needs, to be delivered by the RBA to RBA volunteers.  RUSA will handle the patches for RUSA volunteers.
     
13. Dawn addressed gender identification by members, with ongoing input from the BOD as well as two members at large.  Dawn will have an update to share in the July meeting.  The opportunity to broaden existing gender identification was agreed to, while issues regarding how to handle that information continues to be worked on.
     
14. A motion concerning electronic waivers was discussed and deferred for revision and a subsequent vote.
     
15. A motion was made to begin the process of a Bylaws revision to allow the selection of RBA Representative Director (sometimes called the RBA Liaison) by acclamation if there is only one nomination for the position.  Revised provisions are also made for the seat of a Director who serves less than a full term.  The revised Bylaw would say:

    On or before October 1st any Board member whose term is expiring and who is eligible to run again shall announce his or her intention to run again and this decision shall be posted on the website with an announcement to the members that nominations are open for the Board. A member may submit his or her name or nominate another member for any open position. Once a member has been nominated they will be notified and will have until October 30th to decide if they want to run and, if so, submit a statement of interest and qualifications as a director in 250 words or less that will be posted on the RUSA website plus a photo.  Nominations will close no later than October 20th. When a person has confirmed that they have accepted the nomination their name will be posted on the RUSA website. With the consent of the person who did the nomination, nominees may also be told who nominated them. The election will commence no later than November 1st and will end on November 30th. Election of Directors will be by secret ballot sent to all members by electronic mail or by electronic means, including a posting on the website. Completed ballots shall be returned or submitted electronically on or before November 30th to an impartial member selected by the Board.

    If a Directorship, including the RBA Representative Director, becomes vacant due to resignation or otherwise, the Board shall have the power, by a majority vote of the Board, to appoint an individual to serve the vacated position until the end of the calendar year, at which time the candidate for the regular Board position with the next highest vote total shall serve the remainder of the vacated term. If the vacancy occurs after nominations open on October 1st of any year, then the Board, by a majority vote, may appoint an individual to serve the vacated position until the election in the following calendar year, if the term of the vacated position would have extended into the next calendar year.

    If there are less than two nominees for an election or no nominees for the RBA Representative Director, then the Board may appoint a member to serve on the Board until the next election, at which time the candidate with the third highest votes (or fourth if there are two vacant positions to fill) shall serve for a two year term.

    If there is only one individual nominated for the position of RBA Representative Director then that individual will be appointed by acclimation acclamation for the next year. If there are two or more individuals nominated for that position then the RBA Representative Director will be appointed by an election by secret ballot in the same election as the regular Board members. If no one is nominated for the position of RBA Representative Director then the Board shall appoint an individual to fill the position until the next election in the same manner as filling a vacancy on the Board.

16. Dawn provided a written Communication Report to share details of the status of the May Between Controls, Instagram, Facebook and YouTube.  For Between Controls there were 3,196 sends, with a 80% open rate and a 12% click rate.  Dawn discussed having a short survey on Between Controls in the July issue, on the 3 year anniversary of Between Controls.
     
17. The next meeting was set for July 17, 2024.
     
18. Adjournment: The meeting was adjourned at 9:58 Eastern time, without objection.