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- For the Record
MARCH 2015 MEETING SUMMARY
- Approved the placement of Steve Bolkovatz of The Capital Group on the 2015 Annual Meeting slate to serve on the Board of Directors.
- Approved the placement of Kathy Richards on the 2015 Annual Meeting slate to serve on the Board Development Committee.
- Approved the 2015 Annual Meeting slate.
- Approved the 2015 Board committee chairs.
- Approved Patricia Crider, Board Chair Elect, as signatory for GSGLA.
- Approved the Rules of Order for the 2015 Annual Meeting.
- Approved the Voices to Vision FAQs.
- Approved the GSGLA Voices to Vision: Property Strategic Planning Recommendations, Motion by Voting Membership to Ratify Action of the Board of Directors.
- Approved Vice Chair Leanne Rodgers to served as acting Secretary at the 2015 Annual Meeting in the absence of Secretary Maxine Harris.
JANUARY 2015 MEETING SUMMARY
- Approved Ellen Swarts of Teledyne Controls, Jana Monroe of Herbalife, and Gail Carpenter of Mattel, Inc. to serve as Directors until the membership vote at the 2015 Annual Meeting.
- Approved the nomination and placement on the 2015 Annual Meeting slate of Patricia (Tricia) Crider for the position of GSGLA Board of Directors Chair.
- Approved the following motion:
Whereas the Voices to Vision Property Strategic Planning Task Force presented recommendations to the Board of Directors on GSGLA’s program centers and camp properties, and
Whereas the Board of Directors approved the Task Force’s recommendations as presented on July 26, 2014, and
Whereas new information on the La Casita and Chino Program Centers has subsequently come to light, and
Whereas the membership had not previously expressed interest in La Casita and Chino during the strategic planning process; therefore, be it
Resolved that the Property Committee recommends amendment of the Properties Strategic Plan to reclassify the recommendation for the La Casita and Chino Program Centers from “retire” to the following:
We recommend reviewing the La Casita and Chino Program Centers for the purpose of determining the feasibility of securing external funding or transferring ownership to a foundation or nonprofit to undertake the ownership and operation of La Casita and Chino as program centers for continued use by GSGLA.
NOVEMBER 2014 MEETING SURVEY
- The 2014 Board Fundraising Awards were presented. Those Directors meeting and exceeding their $7,000 yearly gift and those who secured outside sources of funding of $5,000 or more were recognized for their philanthropic leadership.
OCTOBER 2014 MEETING SUMMARY
- Approved the motion to defer the ratification vote of the Board approved property recommendations to the regular Annual Meeting on April 18, 2015.
Board Chair Betsey Brewer cancelled the special meeting of the membership called for Saturday, October 25, 2014.
SEPTEMBER 2014 MEETING SUMMARY
- Approved the Operating and Capital FY2015 Budget.
- Approved the revised GSGLA Financial Policies, dated September 2014.
- Approved the revised Property Committee Charge, dated August 7, 2014.
- Approved the property communication plan and timeline.
Board Chair Betsey Brewer called a special meeting of the membership in order to vote on the ratification of the Board approved property recommendations. The meeting is to be held on Saturday, October 25, 2014.
JULY 2014 MEETING SUMMARY
- Approved Frances Moreno, Managing Partner of Vaco Los Angeles, LLC to serve as Director and Board Development Committee member until the membership vote at the 2015 Annual Meeting.
- Approved CohnReznick LLP to serve as auditors for FYE14.
- Approved the recommendations for GSGLA’s program centers and camp properties as presented to the Board in the Task Force’s report.
- Resolved that the Properties Committee be responsible for developing a communication strategy, creating an implementation timeline, and overseeing the implementation of the recommendations to retain, review and retire GSGLA’s program centers and camp properties subject to periodic reporting to and approval by the Board of Directors.
JUNE 2014 SPECIAL TELEPHONIC MEETING SUMMARY
- Received and approved the Kinsel Forensic Accounting report related to the employee dishonesty matter.
- Approved a refinance of the Arcadia Service Center which will result in an approximate $90K total savings.
- Approved the implementation of the Citizens Business Bank Positive Pay system.
MAY 2014 MEETING SUMMARY
An executive session was held.
The Board convened and:
- Received the Form 990.
- Approved the Gift Acceptance Policy.
- Approved a Bylaws amendment that allows for more flexibility when circumstances arise that require special meetings of the Board. Article VII, Section 6, (d) now reads:
(d) Special Meetings. Special meetings of the Board of Directors may be called at any time by the Chair of the Board, a Vice-Chair, or the Secretary of the Council, or on written request of at least two (2) members of the Board. Special meetings of the board shall be held upon four (4) days' notice by first-class mail or 48 hours' notice delivered personally or by telephone, including a voice messaging system or by electronic transmission by the corporation and should specify the purpose of the special meeting.
- Reviewed the initial plans for the 2014 ToGetHerThere Luncheon to be held on December 10, 2014.
- Reviewed the agenda for the Board retreat to be held on Saturday, July 26, 2014 at Skyland Ranch.
MARCH 2014 MEETING SUMMARY
- reviewed the FYE13 Audited Financials.
- approved the revised Whistleblower Policy.
- ratified the Executive Committee action increasing GSGLA’s line of credit with Citizens Business Bank to $3M.
- authorized GSGLA’s new Director of Finance, Connie Hanstedt, as signatory on GSGLA accounts.
- approved the FY2013/14 Annual Fund Development Plan.
- approved the appointment of Maxine Harris and Patricia Crider to the Executive Committee.
- approved the Board committee chairs.
- approved the motion that the Board will discuss a new timeline for the process and completion of the Property Strategic Planning Task Force responsibilities, including a new completion date at the Board retreat on July 26.
An Executive Session was held.
JANUARY 2014 MEETING SUMMARY
The Board approved the placement of the National Council Delegates, as selected by the National Delegate Selection Committee, and Gail Boyle, Senior Vice President, National Fund Finance, Union Bank National Specialized Lending Group, as Director Elect on the slate which will be finalized at the next Board meeting, March 6. The finalized slate will then be presented to the membership for vote at the Annual Meeting on April 5, 2014.
The Board approved the revised Audit Committee Charge.
The Directors received a Properties Task Force update.
An Executive Session was held.
NOVEMBER 2013 MEETING SUMMARY
The Board welcomed new Director Megan L. Martin, Vice President, Intellectual Property Counsel, Warner Bros. Entertainment, Inc.
The 2013 Board Fundraising Awards were presented. Eleven Directors received the Gold Award by meeting or exceeding the $7,000 yearly gift and six Directors received the Leadership Award by bringing in a gift of $10,000 or more.
Following the meeting, Citizens Business Bank hosted a holiday social for Board and community Board committee members.
SEPTEMBER 2013 MEETING SUMMARY
A budget deficit of nearly $450K for FY2014 was approved by the Board of Directors, with total revenues budgeted at $15.1M and expenditures totaling $15.6M.
The first series of Town Hall meetings, commencing on October 13, have been scheduled so that GSGLA may receive membership input on properties for GSGLA’s strategic planning purposes. The second series will commence on January 28. Board members were encouraged to attend at least one Town Hall meeting in each of the two series. Frank Wu, Executive Committee Board member, will be facilitating the meetings.
JULY 2013 MEETING SUMMARY
The Board approved Kay Kochenderfer, Partner at Gibson, Dunn & Crutcher LLP, to serve on the Board Development Committee as a community member until she is presented to the membership for election at the 2014 Annual Meeting.
BOARD RETREAT 2013
On Friday afternoon, July 26, the Board met at Simpson, Thacher & Bartlett in Century City. GSGLA Vice Presidents presented an update on the Membership, Volunteer Development and Program areas of Mission Delivery. The Board discussed the status of the Strategic Plan and its future direction.
On Saturday, July 27, the Board met at the Long Beach Service Center. An overview of the Properties Strategic Assessment was presented, and a panel discussion regarding the current financial landscape was held. Campaign Planning: Understanding Feasibility and Requirements was presented by an outside keynote speaker, Claudia Looney, of Fund Raising Consultants. In breakout sessions, the Board then discussed governance and fundraising requirements. The Robert I. Ringo Climbing Tower, a gift from the Battaglia family, was dedicated during lunch.
JUNE 2013 TELEPHONIC MEETING SUMMARY
- Welcomed new Director Paul Gurrola, a Principal at Buxbaum HCS.
- Approved Los Angeles Sparks President Vincent Malcolm to serve as Director until he is presented to the membership for election at the 2014 Annual Meeting.
- Approved Board members Paul Gurrola and Vincent Malcolm and community member Chuck Carroll, Vice President of Citizens Bank, to serve on the Board Development Committee until they are presented to the membership for election at the 2014 Annual Meeting.
- Approved an extension of the Property Strategic Planning Taskforce timeline in order to assure maximum dialogue and input from membership related to GSGLA’s Program Centers and Camps.
MAY 2013 MEETING SUMMARY
- Welcomed new Directors Maxine Harris, Bank of the West and April Spencer, Ernst & Young LLP.
- Approved Bonnie Clinton, Toyota and Paul Gurrola, BDO to serve as Directors until they are presented to the membership for election at the 2014 Annual Meeting.
The original strategic properties schedule has been extended by several months in order to ensure that the most accurate data possible is collected.
Lise L. Luttgens, CEO, is attending meetings and participating in conference calls with the other Top 10 Membership councils to assure a unified voice as these councils represent 25% of the Girl Scout resources in the country.
The tax form 990 was reviewed.
Plans for Girltopia 2014 were presented and Directors were asked for assistance in procuring exhibitors and sponsors.
MARCH 2013 MEETING SUMMARY
The Board approved:
- the 9/30/2012 audited financial statements.
- the Board of Directors slate to be presented to the membership at the 2013 Annual Meeting.
- the resolution to appoint Frank Wu to serve on the Executive Committee.
- the Bylaws, written in accordance with the California Corporations Code by the volunteers and Board members making up the Bylaws Task Force, to be presented to the membership at the 2013 Annual Meeting.
JANUARY 2013 MEETING SUMMARY
The Board approved:
- the revised Investment Policy Statement.
- the creation of a Property Task Group and related sub-groups.
- the addition of GSGLA’s new CFO, Brenda Zamzow-Frazier, as an additional signatory for GSGLA bank documents.
Neil Carrey, BakerHostetler, provided an overview of good governance practices and nonprofit bylaw construction in preparation for the Annual Meeting.
GSGLA Second Vice Chair Leanne Rodgers reviewed the timeline for examination of our current Bylaws with presentation to the Board of Directors on March 6 and to the membership on April 13.
NOVEMBER 2012 MEETING SUMMARY
The Board approved formation of a Bylaws Task Group, made up of Board members, community members, GSGLA’s Chief Financial Officer Brenda Zamzow-Frazier and chaired by Board Second Vice President, Leanne Rogers. Proposed new bylaws will be presented to the membership for approval at the April 13, 2013 Annual Meeting.
Christine Jha’s resignation was announced due to her move to Texas. The Board approved Kathryn Nielsen to serve as Chief Financial Officer (volunteer) until her nomination at the 2013 Annual Meeting.
The Board approved:
- the appointment of Lynne Scarboro, Senior Vice President for Administration, Loyola Marymount University, to serve as Director-at-Large, Board of Directors until her nomination at the 2013 Annual Meeting.
- the revised Board of Directors’ Conflict of Interest form.
- the Finance Operating Reserve Policy.
SEPTEMBER 2012 MEETING SUMMARY
A balanced $16.1M operating budget and $1.4M capital budget were presented to the Board and unanimously approved.
Board Development Committee Chair Peggy Edwards presented the Retreat evaluations.
Fund Development Committee Chair Hailyn Chen presented proposals for increasing Board gifts. The Board unanimously approved a change from the current three year Board giving requirement to an annual gift from each member.
On Saturday, July 28, a one-day GSGLA Board of Directors Retreat was held at the Montrose Program Center with Board members and Board Development Committee members attending. GSUSA Sr. Vice President, Fund Development, Deb Taft attended and led several fund development discussions.
There was discussion on GSGLA’s strategic growth goal of “50 in 5”, an update on properties funding requirements, and a presentation of a draft Case Statement for the Campaign for Girls.
Gold Award recipients Satomi Honjiyo and Nicole Stiegelmar spoke to the Board group.
Peter Devereaux Principal, Harley Ellis Devereaux reviewed the Camp Lakota Dining Hall building plans.
Board members who met fundraising goals were recognized.
JULY 2012 BOARD MEETING SUMMARY
An abbreviated meeting was held at which the Board received an update on the TOGETHERTHERE Luncheon, which will be held Wednesday, December 5, 2012.
MAY 2012 BOARD MEETING SUMMARY
- The resignation of John Odetto, effective June 21, was announced.
- The nominations of Lise Luttgens and Carol Dedrich for the Los Angeles Business Journal’s Women Making a Difference Awards were announced.
- Gabrielle Bullock, Principal, Managing Director, Perkins + Will and Patricia Crider, Director of Accounting, Westfield, were elected to serve as Directors-at-Large, subject to confirmation at the 2013 Annual Meeting.
- The results of the 2012 Cookie Program were presented by Chief Administrative Officer Sylvia Rosenberger.
- Board members were encouraged to obtain sponsorships for the December TOGETHERTHERE Luncheon.
- The Board of Director’s Retreat will be held on Saturday, July 28, 2012 at the Arcadia Service Center.
MARCH 2012 SPECIAL BOARD MEETING SUMMARY
- The 2012 Annual Meeting Board of Directors slate was approved in preparation for the Annual Meeting.
MARCH, 2012 BOARD MEETING SUMMARY
- The resignations of Lilian Coral and Denise Hsu were announced.
- A minor change is council jurisdiction to make the Orange County/Los Angeles county line the border between Girl Scouts of Greater Los Angeles and the Girl Scout Council of Orange County was approved.
- A motion to restrict the Needles property sale proceeds to the Camp Lakota Lodge rebuilding fund was approved.
- The Pasadena Community Foundation Resolution was approved.
- The 2010-2011 audit was approved. This audit was clean, with neither commentary nor management recommendations. The finance staff was commended.
- Director-at-Large Leanne Rodgers presented information on GSGLA’s Whistleblower and Sexual Harassment policies, and general Directors’ and Officers’ exposure.
JANUARY 2012 BOARD MEETING SUMMARY
- It was announced that out of the 112 councils in the nation, GSGLA is the:
- fastest growing council
- 7th in overall girl and adult membership
- 109th in market presence
- Caroline Nahas of Korn/Ferry will serve as Chair of the Women of Distinction (renamed as the TOGETHERTHERE) Luncheon.
- 2012 Visionary Awards will be presented at the Annual Meeting to Ann Neilson, Noli Caswell, Maura Brown, and Susan Ratliff for spearheading the 2012 Tournament of Roses float effort in 2008 and continuing sponsorship efforts throughout 2011.
- Chief Mission Delivery Officer Shannon Johnston and Vice President of Membership Sandy Silva provided a Mission Delivery update on membership recruitment and retention.
NOVEMBER 2011 BOARD MEETING SUMMARY
- An abbreviated meeting was held at the Fiesta Parade Float Barn at which the board welcomed new Directors-at-Large Felicia Gorcyca and Chet Kronenberg.
- Upon conclusion of the meeting, Board members hosted a reception and Rose Parade float unveiling for donors and other special guests.
SEPTEMBER 2011 BOARD MEETING SUMMARY
- Dr. Elsa Macias was elected to serve as Director-at-Large, subject to confirmation at the 2012 Annual Meeting.
- The Fiscal Year 2012 Budget was approved.
- The Capital Budget was approved.
- It was decided to terminate the leases of the long unused properties Twin Valleys and Mary Lou Salyer Nature Center, and investigate release of previously donated unimproved land in Needles, California.
- The 2010-2011 Goal Accomplishments were presented.
- The Board of Directors Committee Charges were reviewed and accepted.
BOARD RETREAT 2011
On Saturday, July 30th a one-day GSGLA Board of Directors Retreat was held at the Marina Service Center. Chuck V. Loring, Senior Partner, Loring, Sternberg & Associates, Fort Lauderdale, and Senior Governance Associate for BoardSource, conducted an interactive presentation in a daylong session for Board members and Board Development Committee members on creating high performance boards, best governance practices and fundraising strategies.
JULY 2011 BOARD MEETING SUMMARY
- An abbreviated meeting was held at which the Board approved Chief Service Delivery Officer, Shannon Johnston, as an additional signatory on GSGLA's checking account.
MAY 2011 BOARD MEETING SUMMARY
- New board members Christine Jha, Gina McLeod, Michael Mulcahy, Leanne Rogers and Peggy Edwards were welcomed to the GSGLA Board of Directors.
- The IRS Form 990 was reviewed.
- Board Development Committee Chair Peggy Edwards reviewed the committee's responsibilities.
- The Mission Delivery senior staff presented progress in the membership, volunteer development and program areas.
MARCH 2011 BOARD MEETING SUMMARY
- The Board of Directors, Board Development Committee, and National Council Session Delegate and Alternate Delegate slates were approved.
- The GSGLA 2009-2010 Audited Financials were approved.
- The Board discussed ways in which the October 29, 2011 Girltopia event could reach its maximum potential.
JANUARY 2011 BOARD MEETING SUMMARY
- Director-at-Large Janis Penton was elected to serve on the Board of Directors Executive Committee.
- Director-at-Large Scott Wendelin was appointed to chair the Strategic Properties Task Force, which will meet for approximately 18 months.
- Rori Lindo-Britton, Fund Development Manager, Council Support, GSUSA led a discussion on the Culture of Philanthropy.
NOVEMBER 2010 BOARD MEETING SUMMARY
- Board Development Committee members attended this meeting.
- The Board approved spending up to $300K for preparation work on Camp Lakota.
- A Governance presentation and discussion was facilitated by Betty Richardson, GSUSA Governance Consultant.
SEPTEMBER 2010 BOARD MEETING SUMMARY
- The Board approved the GSGLA 2010-2011 Budget.
- Motions were passed elevating the Executive Compensation Task Group to a standing committee and appointing Linda Griffey as chair.
- Carol Dedrich, Chief External Relations Officer gave the Board a 100th Anniversary update.
- The Board adopted the Girl Scouts of Greater Los Angeles 2010-2015 Strategic Plan.
BOARD RETREAT 2010
On Saturday, July 17, a one-day GSGLA Board of Directors Retreat was held at the Long Beach Service Center. Laurel Richie, Sr. VP, Chief Marketing Officer, GSUSA opened the retreat with a presentation of GSUSA’s State of the State and a review of the Core Business Strategy.
The Board then spent several hours in GSGLA Strategic Planning discussions which resulted in a motion to adopt the plan which enhances the council’s capacity to grow girl membership to 50,000 girls by 2015, to monitor the plan throughout the course of the year, and to revisit the plan in 2012.
Taylor Halsey, Ambassador Girl Scout, spoke to the Board group. Board members who met fundraising goals were recognized and Laurel Richie presented GSUSA’s branding strategies. The retreat ended with a recap and a look to the future by Betsey Brewer, Board Chair.
JULY 2010 BOARD MEETING SUMMARY
- The Audit Committee will meet on Tuesday, July 20, to review the Form 990.
- All Board Members will receive a Board self-assessment via email Sunday, July 18.
MAY 2010 BOARD MEETING SUMMARY
- The board approved the audit for the year ending September 30, 2009.
- The Strategic Planning Committee introduced a Unique Value Proposition, which states the unique marketing niche held by an organization.
MARCH 2010 BOARD MEETING SUMMARY
- Linda Griffey will serve as the Board Executive Compensation Task Force Chair.
- The Board unanimously ratified the previous December 2008 receipt and review of the financial policies and approval of the July 2009 revisions.
- John Odetto, Audit Committee Chair, reported that the committee met with Lewis Sharpstone of SingerLewak today, March 17, 2010, and received a clean opinion with only three minor exceptions which have been addressed.
- Carol Dedrich, Chief External Relations Officer, made a presentation on funding and branding.
JANUARY 2010 BOARD MEETING SUMMARY
- Lynn Danielson was elected to serve as Director-at-Large, subject to confirmation at the 2010 Annual Meeting.
- Carol Dedrich, Chief External Relations Officer, reported on the Camp Lakota fire.
- Susan Galeas, Vice President Central Region, presented a summary of the programs and outcomes work.