silverbay.org · 2020. 2. 10. · table of contents schedule agenda

TABLE OF CONTENTS

Schedule Agenda ............................................................................................................................................... 2 2020 Board Directory ...................................................................................................................................... 4 2019 – 2020 Strategic Plan Roadmap Updated JAN 2020 ....................................................................... 7

CONSENT AGENDA (PENDING APPROVAL) Meeting Minutes of November 9, 2019 ..................................................................................................... 27 Meeting Minutes of December 16, 2019 ................................................................................................... 38 2020 Committee Roster ............................................................................................................................... 40 Treasurer’s Report ......................................................................................................................................... 41 Governance Committee Report .................................................................................................................... 44

FINANCIALS Chief Financial Officer Report ..................................................................................................................... 45 December 2019 Summary Income Statement ............................................................................................ 49 Year End Capital Expenditure Schedule ...................................................................................................... 51 Capital Projects: Executive Summary .......................................................................................................... 54 All Fund Comparison Report ......................................................................................................................... 56 US Trust Investment Review ........................................................................................................................ 57 Operating Revenue Summary ....................................................................................................................... 63 Silver Bay 2019 Actuals and 2020 Budget ............................................................................................... 68 2020 Capital Budget PENDING APPROVAL ............................................................................................... 83 8 Factors to Appropriate Funds PENDING APPROVAL ............................................................................ 84 GFN Corporate Resolution PENDING APPROVAL ...................................................................................... 91 GFN Authority to Open and Maintain Bank Account Resolution PENDING APPROVAL ...................... 92

COMMITTEES and TASK FORCES Governance Committee Meeting Agenda .................................................................................................... 93 Governance Committee Chart of Work ........................................................................................................ 94 Proposed Bylaws Revision PENDING APPROVAL ...................................................................................... 96 Letter of Understanding PENDING APPROVAL ........................................................................................ 118 Nominating Committee Protocol ................................................................................................................ 121 Strategic Planning Committee Agenda ...................................................................................................... 126 Strategic Planning Committee Minutes of January 13, 2020 ............................................................... 127 Strategic Planning Committee Chart of Work .......................................................................................... 128 Finance Committee Meeting Agenda ......................................................................................................... 130 Finance Committee Minutes of November 8, 2019 ................................................................................ 131 Finance Committee Minutes of December 6, 2019 ................................................................................ 132 Finance Committee Chart of Work ............................................................................................................. 133 Audit Committee Meeting Agenda and Chart of Work ........................................................................... 134 Conflict of Interest Policy ........................................................................................................................... 138

FINANCE COMMITTEE ONLY FINANCE COMMITTEE ONLY DOCUMENTS .................................................................................. 148 - 158

GOVERNANCE COMMITTEE ONLY GOVERNANCE COMMITTEE ONLY DOCUMENTS ......................................................................... 159 - 179

AUDIT COMMITTEE ONLY AUDIT COMMITTEE ONLY DOCUMENTS ................................................................................................... 180

Silver Bay Board of Trustees February 14 - 15, 2020

Schedule Agenda

Friday, February 14th 10:00 – 11:30AM Trustee Orientation in Luther Wishard Conference Room B 11:30 – 12:30PM Lunch in Dining Hall 12:30 – 2:00 PM Finance Committee in Luther Wishard Conference Room B 2:00 – 3:30 PM Governance Committee in Luther Wishard Conference Room B 3:30 – 5:00 PM Strategic Planning Committee in Luther Wishard Conference Room B 5:00 – 6:00 PM Audit Committee Meeting in Luther Wishard Conference Room B 6:00 – 7:00 PM Social in Luther Wishard Conference Room A 7:00 – 8:00 PM Dinner in Luther Wishard Conference Room A 8:00 – 8:30 PM Welcome and Installation Ceremony in Luther Wishard Conference

Room A

Saturday, February 15th 8:00 – 8:30 AM Breakfast in Dining Hall 8:30 – 9:30 AM CEO Evaluation Committee in Luther Wishard Conference Room B 9:30 – 11:30 AM Open Board Session in Luther Wishard Conference Room A

I. Welcome and Introductions – Adam Pearsall II. Opening Words – Jonathan Loane

III. Action: Consent Agenda – Adam Pearsall a. Approval of November 2019 Meeting Minutes b. Approval of December 2019 Conference Call Minutes c. Approval of 2020 Committee Roster d. Acceptance of Treasurer’s Report e. Acceptance of Audit Committee Report f. Acceptance of Finance Committee Report g. Acceptance of Governance Committee Report h. Acceptance of Strategic Planning Committee Report

IV. CFO Finance Education Presentation (20-30 minutes) – Maletta Hourigan

V. Break (5-10 minutes) VI. CEO Business Update (20-30 minutes) – Steve Tamm

VII. Major Gift Acknowledgements – Steve Tamm VIII. Committee Updates from Friday Meetings (10 minutes)

a. Finance Committee – Dominic Colafati i. Action: Vote on 2020 Capital Budget ii. Action: Vote on 2020 Banking Resolutions

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iii. Action: Vote on 8 Factors to Appropriate Funds b. Governance Committee – Stephanie Wagoner

i. Action: Vote on Bylaws Revision ii. Action: Vote on Revised Letter of Understanding

c. Strategic Planning Committee – Phil White d. Audit Committee – Paul Bell

11:30AM–12:15PM Lunch in Dining Hall 12:15 – 1:00 PM Tour of Parlin Dormitory 1:00 – 5:00 PM Closed Board Session in Luther Wishard Conference Room A

I. Designing New Revenue Sources and Program for Silver Bay (2.25 hours)

II. Break (15 minutes) III. Executive Session without Steve (45 minutes) IV. Executive Session with Steve (45 minutes) V. Adjournment

VI. Complete Forms 5:30 – 6:30 PM Dinner in Dining Hall

Sunday, February 16th 7:30 – 9:00 AM Breakfast in Dining Hall 10:00 AM Worship Service in Luther Wishard Conference Room B

PLEASE SUBMIT THESE COMPLETED FORMS TO

THE ADMINISTRATIVE ASSISTANT:

2020 Letter of Understanding 2020 Conflict of Interest Form

May 2020 Reservation Request (Click Here) Trustee Recommendation Form (Click Here)

February Board Meeting Evaluation (Click Here)

NEXT MEETINGS OF THE BOARD OF TRUSTEES ARE

May 15 – 16, 2020 August 7 – 8, 2020

November 6 – 7, 2020

February 12 - 13, 2021 May 21 - 22, 2021

August 13 – 14, 2021 November 5 - 6, 2021

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SILVER BAY YMCA OF THE ADIRONDACKS BOARD OF TRUSTEES

2020 BOARD DIRECTORY

Mark Adzigian Class of 2021** (Mary)

74 Sturges Street Medford MA 02155 (C) (203) 526-9649 (W) (617) 627-0376 [email protected]

Senior Associate Director of Development for Athletics Tufts University

Kathryn (Katie) Bang Class of 2022*

10 Lafayette Ave. #201 Morristown, NJ 07960 (C) (716) 472-7200 (Work C) (201) 572-7947 [email protected]

Vice President US Cardiorenal Marketing at Bayer Healthcare

Paul Bell Class of 2020* (Colleen)

26 Eglantine Avenue Pennington, NJ 08534 (H) (609) 737-8064 (C) (917) 232-9015 [email protected]

General Manager Premiere Networks 125 West 55th Street, Floor 10 New York, NY 10019

Denise Carter Class of 2022* (Laura Nugent-Carter)

3 Colonial Place Baldwin, NY 11510 (C) (917) 921-6342 [email protected]

Executive V.P. / Branch Manager Greenman-Pedersen, Inc

Emily Clark Class of 2021** (Chris)

Secretary (term end 12/31/20) 1745 Wyndham Drive York, PA 17403-5914 (H) (717) 812-0028 (C) (717) 880-4759 [email protected]

Trustee at Grace Memorial Chapel at Sabbath Day Point

Dominic Colafati Class of 2021** (Anne Erling)

Treasurer (term end 12/31/20) 242 Woodlawn Avenue Albany, NY 12208 (H) (518) 458-9760 (W) (518) 474-8282 (C) (518) 322-6079 [email protected]

Director, Fiscal Planning NYS Division of the Budget (DOB)

Lee Farmer Class of 2021**

1812 Vernon St. NW Apt. 23 Washington, DC 20009 (H) (202) 812-2702 [email protected]

Senior Project Planner VHB

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mailto:[email protected]









Andy Gorelik Class of 2019* (Marjorie)

32 Thoroughbred Way Clifton Park, NY 12065 (H) (518) 371-6579 (C) (518) 461-9657 [email protected] Summer: 35 Red Fox Lane Silver Bay, NY 12874 (H) (518) 543-6233

Michelle Hay Class of 2021* (Matthew)

39 Bishop Road West Hartford, CT 06119 (C) (626) 394-4833 [email protected]

Account Executive Officer Travelers

David Kaiser Class of 2022* (Tamara)

2 Oakwood Ct Towaco, NJ 07082 (H) (973) 316-8739 (C) (973) 476-1442 [email protected]

Vice President of Counseling The Ayco Company, LP

C. Walter Lender Class of 2021** (Jane)

76 Tiroga Beach Lane Ticonderoga, NY 12883 (H) (518) 585-3365 (C) (518) 524-1112 (W) (518) 668-3558 x 304 [email protected]

Executive Director Lake George Association

Jonathan Loane Class of 2019* (Christina Mueller)

126 Jefferson Street Hoboken, NJ 07030 (C) (908) 812-2329 [email protected]

VP, North America Finance Service Delivery Johnson & Johnson

Jack Mangiante Class of 2021* (Nancy)

3968 Straton Hall Way Marietta, GA 30066 (C) (678) 591-9229 [email protected]

Managing Director AON

Adam Pearsall Class of 2021 (Sara)

CVO (term end 12/31/2020) 9 Riverside Drive Queensbury, NY 12804 (H) (518) 812-0214 (C) (518) 796-8949 [email protected]

First Vice President – Wealth Management Pearsall Wealth Management at UBS Financial Services in Glens Falls

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Morrie Peters Class of 2022* (Catherine Peters)

267 Loudon Pkwy Loudonville, NY 12211 (C) 512-653-5589 [email protected]

Assistant Chief Budget Examiner New York State Division of the Budget

Stephanie Wagoner Class of 2020* (James Kloiber)

2198 Black Point Road Ticonderoga, NY 12883 (H) (518) 585-3215 (C) (740) 881-2019 [email protected]

Retired President of Cardinal Health Capital Corporation

Elise Walton Class of 2022*

60 Seely Place Scarsdale, NY 10583 (H) (914) 725-9234 (C) (917) 826-9674 [email protected]

Principal, OGC Retired MMC

Joel Wattenbarger Class of 2019* (Debra)

82 Prospect Park SW Brooklyn, NY 11218 (C) (718) 288-6601 (W) (212) 841-0678 [email protected]

Partner, Ropes & Gray LLP

Phil White Class of 2019* (Martha)

49 Beverly Road Summit, NJ 07901 (C) (973) 951-5046 (W) (212) 768-5360 [email protected]

Partner / Dentons US, LLP

Kathy Wilson Class of 2021* (Gary)

PO Box 125 Riparius, NY 12862 (H) (518) 494-2266 (C) (518) 932 - 2242 [email protected]

Grantee Specialist Manager Department of Health and Human Services Administration for Children and Families Region II Head Start Training and Technical Assistance Network

Steve Tamm CEO Wife: Nancy Daughters: Ellen and Olivia 64 Helen Drive Queensbury, NY 12804 (C) (518) 774-5995 (W) (518) 543-8525 [email protected]

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Strengthening the foundations of community…

Silver Bay YMCA

2019-2020

STRENGTHENING OUR COMMUNITY

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Strategies for Strengthening Community | 2 Page | 2

WHO ARE WE?

WHERE ARE WE?

WHERE DO WE

GO NEXT?

HOW DO WE GET THERE?

OUR Y, OUR MOVEMENT,

OUR COMMUNITY IMPACT

At Silver Bay, we care about the communities of people we serve. We’ve made a difference in the lives of our guests and participants for decades. We are joined by other Ys in making a difference across America—from the smallest towns to the largest cities. Most importantly, we will continue doing what matters most and as needs and expectations change, we will respond by making meaningful positive changes to meet those needs. Our board and key staff, in conversation together, developed this updated strategy roadmap to ensure we are relevant and impacting our communities in ways that matter; in creating a sense of belonging, ensuring everyone can develop to their fullest potential, and stewarding the environment that nurtures us. During this planning process, we asked ourselves these four questions and worked together to develop our best answers.

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WE KNOW OURSELVES & OUR COMMUNITY

Our Mission: To foster a lifelong sense of belonging, strengthen relationships, and

nurture spirit, mind, and body for all.

Our Impact: Because of the Silver Bay YMCA, personal and family bonds are stronger.

People are more connected, respectful, and caring; have the confidence to develop to

their fullest potential; and impact the communities in which they live. Inspired by the

beauty of the landscape at Silver Bay, they become better stewards of the environment.

We serve: Families, conference guests, and people from local communities and across

the region.

Our service area: Primarily a six hour drive to Silver Bay as well as those who live in

Hague, Ticonderoga and surrounding areas.

Our programs/services: Recreational, cultural, religious and educational programs for

children, teens, families, individuals as well as conference services for a multitude of

organizations and businesses. We offer these services throughout the year.

Our sources of funding - Guest and conference fees, charitable contributions, access

fees, and program fees.

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THE TRENDS THAT AFFECT OUR WORK MOST ARE…. Category Trend Notes Within our Y • The core base of Silver Bay is aging

and with that, the next generation needs to be developed.

• Traditional member base will need to be broadened. This would include marketing targeting a broader geographical and demographic base.

• Programming needs review to ensure we remain relevant in the 21st century while understanding our fiscal and regulatory realities.

Within our community • Increasing demand on conference

services (business, governmental, non-profit, and religious). Our location lends itself nicely to major population centers while far enough removed to provide a “getaway”.

• Increasing need to provide a safe and wholesome environment for children and teens.

• Increased drug use in the localities requires we remain a positive force in the development and execution of children and teen programs.

• Steady demand for summer “getaways”. In an ever increasingly complex world, Silver Bay provides a respite from the day-to-day pressures of our key members.

Available financial resources for our work are…

• Limited federal and state monies available for our core summer operations.

• Highly dependent on membership philanthropy.

• Increasing regulations are driving operational and project costs upward. The ability to modernize and expand is impacted by same.

• Other increased regulations (NYSDEC, NYSDOH, LGPC, etc.) require us to exam how we operate.

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OUR STRATEGIC ADVANTAGES We are important to our community because we behave in ways unlike others in our community. We have distinguishing, valued strengths that will be key to our continued success and forward movement as a Y. They are:

• All people are welcome. • We have a unique, peaceful setting that combines extraordinary beauty and historical

significance on over 700 acres in the Adirondack Park. • We have an unmatched depth and breadth of program experiences available for our guests. • Our Full-time and Summer EMP family model significantly enriches the guest experience and

creates a safe and supportive environment. • We are committed to being active stewards of Lake George and its surrounding landscape. • The William Boyd Center is new, exciting, improves the guest experience, and expands our

capacity during the off-season.

OUR CRITERIA FOR MAKING STRATEGIC DECISIONS: Any strategy we undertake will…

• Align with our mission and desired impact. • Be sustainable and contribute to the overall health of the organization. • Be respectful of our environment, history, people, and facilities. • Be considerate of our master site plan. • Leverage our strategic advantages where applicable. • Include measurable outcomes. • Take advantage of collaborative opportunities where possible.

OUR BIG QUESTIONS (AROUND WHICH WE HAVE SELECTED STRATEGIES)

How will we increase and retain the number of guests, participants, and partners and deepen their engagement to achieve our desired impact?

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STRATEGIES FOR OUR WAY FORWARD Response to our Big Questions Rationale: We’ve chosen these specific strategies because WE BELIEVE they will address community needs, improve our operation, and strengthen the foundation of the community we serve. These strategies align with our decision-making criteria, leverage our unique strengths and focus on achieving meaningful outcomes in the areas of youth development, healthy living, and social responsibility.

Organizational Strategy: The Silver Bay YMCA’s unique setting, history, and program offerings give us an extraordinary opportunity to build a community of deeply connected advocates and supporters of our Mission. By advancing our Mission, we will grow our community and thereby strengthen our financial position and broaden our desired impact. To do this, we will:

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STRATEGY SUPPORT, COORDINATED ACTIONS

Whom: By When: OUTCOMES/ MEASURES By When:

1. Create and implement a robust strategy to retain / acquire new guests and participants to Silver Bay.

Sales Director and Guest Services Director

• Increase Winter Weekend occupancy (DEC-MAR) from 17% to 30% (by 12/31/19 for FY 2020) As of 1/20/20, we have booked $15K for JAN20; $35K for FEB20 & $25K for MAR20. then to 50% (by 12/31/20 for FY 2021)

• Increase Spring Weekend occupancy (APR-JUN) from 40% to 60% (by 12/31/19 for FY 2020) As of 1/20/20 we have booked $45K for APR20; $150K for MAY20 & $255K for JUN20.

then to 70% (by 12/31/20 for FY 2021) • Increase Fall Weekend occupancy

(MID AUG-NOV) from 53% to 70% (by 12/31/19 for FY 2020) As of 1/20/20 we have booked $103K in SEP20; $119K in OCT20 & $24K in NOV20. then to 80% (by 12/31/20 for FY 2021)

• Increase Summer 2019 occupancy from 58.5% to 62% While summer 2019 occupancy was 56.7%; overall room inventory was up 5%; used room nights was up 2%; total revenue was up 10%; non-cottage revenue was up 12% and yield was up 15%.

• WBC Summer 2019 occupancy 85% Occupancy was 73% with $327K in revenue.

• WBC Non-summer 2020 weekend occupancy 50%. As of 1/20/20 we have $168K in group business booked in WBC.

Dec. 31, 2019

Dec. 31, 2019

Dec. 31, 2019

Sept.1, 2019

Dec. 31, 2019

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1.1 (Re)Define target market segments by season.

Sales & Marketing Director

Feb. 2019 We will continue to leverage our highly programmed and successful summer market segment of family groups, reunions and vacations for individuals and families supplemented by selected groups. Our marketing efforts will continue to speak to fun, safe, inclusive family experiences. In the FA/WI/SP time frames, our focus is weekend based with spiritual retreats, adult retreats, corporate retreats and youth retreats, the latter being a high focus for the winter. In the fall we are popular with weddings and thus we continue to target weekend weddings business on a selected basis. Mid-week we host Natures Classroom and ideally, we want to strengthen this business segment.

Complete. Quarterly update on progress and trends and readjust as needed. Additional promotion is on-going - See 1.2 below. Promotional material includes in room displays, on-table displays, video screen information; posters and flyers in various locations. Spring 2019, ~$160K or ~48% of revenue was new business. Fall 2019, ~$151K or ~28% of revenue was new business.

1.2 Review current marketing medium mix and realign as needed (e.g. Print, Radio, Social, etc.).


March 2019

Earlier in 2019 we revamped our various sales brochures and packets. These items were printed in-house to make them available quickly and allow for speedy changes. These will be printed professionally in 1st Q 2020 for a more professional feel and look. TV ads have started to air JAN20 on selected cable TV stations whose demographical mix favor women 25-55 with families. (e.g. Lifetime TV.) Starting early FEB20 we will have 2 billboards in the local area that favor local Lake George tourist areas targeting family visitors. (i.e. Lake George Outlet Mall area and the

Parts are complete & on-going.

Quarterly update on progress and trends and readjust as needed.

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approach to West Mtn.) A new and re-refreshed website officially launched at the end of August. The goal of the website is to create a cohesive message with our new ‘cleaner’ marketing approach. The Marketing Team is continuing to update the website for upcoming events.

1.3 Devise and launch a new dynamic and “attractive” referral program.

Sales & Marketing Director and Guest Services Director

March 2019

Based on continued research we decided that a rewards program would not be the right ‘fit’ for Silver Bay.

1.4 Coordinate approach to designing and promoting specialty weekends (e.g. NYE weekend, Presidents weekend, Fall weekend, Military weekend, Memorial Day weekend, Labor Day weekend) to drive increased occupancy.

Sales & Marketing Director; Program Director; C.O.O.

May 2019

The Sales & Marketing team has collaborated with the Programming team to discuss and finalize the programming needs for the various family weekends that Silver Bay offers.

Complete with ongoing review. We are continuing to improve the structure around specialty weekends, including how the schedule is created and when the information is being pushed out to guests.

1.5 Develop a layered approach to groups, e.g. youth retreats in Hepbron; Crafters in Fall/Winter; Senior Citizens Fall/Winter.

Sales & Marketing Director & others

October 2019

Tied to strategy 1.1 A key aspect is to keep youth and adult groups on different dates to allow each segment to enjoy a specific and unique environment. The sales team is using this strategy to pursue groups throughout the year.

In progress. We’re continuing to evaluate opportunities as we move forward; attempting to steer and separate the two main group types (adults and youth) to create unique and distinct atmospheres.

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Concurrently, different times of the year are more attractive to certain targets. An example would be that early fall is not attractive to youth groups as they have just returned to school, however it is an ideal time to target senior groups such as Road Scholars.

Development of group specific promotional material has been completed.

1.6 Identify and recruit local businesses for partnership programs.


May 2019 We have several partnerships in place (e.g. Adirondack Extreme; Sky Zone, Sip & Canvas, etc.) Additional partnerships will continue to be explored and solidified. Guests can learn about the different partnerships/discounts by visiting the Concierge desk (they have a flier with information which will be updated as more partnerships develop).

Complete and ongoing review. The “Ski & Stay” partnership with Gore Mtn. is in place for WI 2019/2020.

1.7 Revamp Website; make more dynamic.


Dec 2019 The new website is complete and launched at the end of August 2019.

Complete with on-going updates.

1.8 Capture group diversity make-up to set benchmark.

Sales Team Dec 2019 We are capturing this data in an ongoing and discreet manner.

Complete & on-going 2019 data indicates that ~29% of our groups were diverse in nature.

2. Ensure that every guest and participant has an extraordinary experience while engaged at Silver Bay.

• Guest Retention and growth increase by 5%

• Increase participation in programs by 5%

• Increase feedback from

participants by 5% via multiple feedback avenues

Dec 31, 2020 Program (i.e. Memberships) in general grew in 2019 vs. 2018, e.g. Annual up 6% 60 Day up 32% Program attendance was up 1% 2019 vs. 2018.

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• Increase dining satisfaction in

survey results as follows: Atmosphere from 74% to 85% Cleanliness from 76% to 85% Selection of Food and Beverage

from 62% to 75% Quality of Food and Beverage

from 60% to 75% Service Provided from 68% to

75% Overall Experience from 64%

to 75%

Summer occupancy data indicates 2% increase in “used room nights”. See 2.1

2.1 Develop new/revised customer feedback tools (i.e. survey, comment cards, post-conference feedback, etc.) for specific/targeted demographics.


May 2019 We are currently leveraging a system of comment cards and e-surveys that is tied to our reservation system. We’ve also been using social media and other online platform polls / guest surveys tools (e.g. Google reviews). The survey responses for the 2019 Summer Season (8 weeks) were compiled. The results of the various measurements were reviewed and shared with the Directors. While overall results were good, food & beverage feedback showed areas for improvement. In October certain taskforces were formed which will tackled specific areas for improvement and include:

• Food Service Taskforce • Service Delivery Taskforce

Additional, a taskforce has been created to revise the e-survey to drill deeper into the key targeted areas for improvement and to remove areas that are performing well (i.e. balancing the desire to extract feedback without making the survey

Complete and ongoing. The Summer 2019 survey results are located at the end of this document. Data confirms that Food & Beverage remains our key opportunity for improvement. These two Task Forces have met and have come up with some concrete actions to improve quality and monitor effectiveness of actions. Several operational team training sessions have been completed in JAN20 & FEB20 to improve both

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process onerous for the guest).

various soft skills.

2.2 Develop operational benchmarks for analysis and continuous improvement actions.

COO May 2019 Utilizing the existing digital survey to create benchmarks. The existing survey is distributed to those individuals who have stayed on campus and who we have an email for. We are working on how to use this survey for all constituents in order to have one collection point of all data.

In Progress See 2.1.

2.3 Revamp summer season menu (see next point) to improve dining experience.

COO and Food Service Director

May 2019 Complete. See 2.1

2.4 Devise F.S. leadership accessibility during meal times to solicit feedback/ take corrective actions.

COO June 2019 We have updated the responsibilities for our leadership staff and adjusted our onboarding discussions. There is an increased focus to have key individuals walk the dining room during meals and interact with guests. We have reinforced this activity as a key component of the leadership role. The individuals who will be involved include: Food Service Director, Dining Room Manager, Banquet Manager, and Kitchen Manager/Executive Chef. The COO will also be visible when possible.

Complete See 2.1

2.5 Develop and implement staff feedback handling training and monitor its effectiveness.

COO June 2019 We are focusing on the dining experience, and this training continues to be a work in progress, e.g. we regularly discuss at food service department meetings the importance of HOW we communicate with all people (including both giving commentary and receiving customer feedback).

Complete and ongoing See 2.1.

2.6 Develop benchmark of summer emp retention.

COO Sept. 2019 After hiring is complete for 2019, a comparison of the 2018 and 2019 staff retention will be completed.

Complete 42% of the 2018 staff

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returned to work in 2019 3. Encourage every guest and to become an active partner in Silver Bay’s work – as a donor, net promoter, and/or volunteer.

• Present each guest with an understanding of the breadth of opportunities for involvement at Silver Bay using all guest touchpoints: face to face, digital, print, referral.

• Increase donors, promotors, volunteerism by 10%. Retain 80% from the previous year.

DEC 2020

3.1 Define volunteer needs and create marketing plan to acquire volunteers, both summer and year-round.

COO, Volunteer coordinator and others

May 2019 The Volunteer Coordinator and COO have finalized summer volunteer opportunities and volunteer applications/policies. The marketing team has redesigned all volunteer documents, which have been posted to the Silver Bay webpage. Regarding marketing efforts, discussions continue regarding marketing efforts for the volunteer program. Current marketing efforts include: thank you letters signed by CEO and Volunteer Coordinator sent to volunteer program participants in January 2019; language added to the E-Breeze and Summer Breeze about the volunteer program; and an article written by Volunteer Coordinator for the spring Bay Windows relating to Silver Bay volunteers.

Completed but ongoing review for effectiveness followed by actions, as needed. Volunteer Hours: Program (Non-Board) was up 10% 2019 vs. 2018 while Board hours have increased 4% 2019 vs. 2018. Spring 2020 Bay Windows will focus on volunteers.

3.2 Create volunteer

recognition event(s) and/or appreciation programs.

COO and Volunteer coordinator

June 2019 The COO and Volunteer Coordinator will create a volunteer recognition event for summer 2020, beginning discussions in September. For summer 2019, volunteers will be gifted lanyards in a style similar to those distributed to the Council last year.

In Progress A tentative date has been chosen for a Volunteer Recognition Event in 2020.

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3.3 Create, maintain and update a donation wish list (e.g. equipment, furniture, vehicles).

Facilities team and Development Director

June 2019 COO Supplied a list to the Development Director in mid-February. Items are directly from the operation and capital budget. This document is guiding the Development Office in receiving gifts for capital and operational needs. It was used in Bay Windows in Spring 2019.

Completed April 2019 with a planned update for 2020 forthcoming by end of FEB20.

3.4 Assist the Silver Bay Council in growing their supporter base.

COO Dec 2019 COO and Council President created a work plan for 2019. Items included a marketing deadline for the 2019 Marketing Calendar. The current “Template Schedule” is as follows: May focus on Board connection and Oct focus on Staff connection, (i.e. directors working alongside SBC members).

Complete

3.5 Deepen engagement of local teens into the Silver Bay experience.

Youth & Teen Director and COO

Dec 2019 In the fall of 2019 we will be looking to redesign the Teen Center Program to incorporate the new schedule with the town. With the start of the 2019/2020 school year, our teen center lease calls for “shared use” of the gym space. The following actions have/will take place:

• We hired a new Youth & Teen Coordinator to work with Jackie.

• Our planned new Community Partnerships; e.g. Olive’s Ti Pi has helped broaden the financial support of the teen center.

• Our Youth & Government program hosted 120 teens in the 2018/2019 school year and 82 in the 2019/2020 school year. In spring 2019, 4 local students were nominated for Conference of National Affairs and 1 student

Complete We grew our foundational support by 44% over the previous year; from $28,000 to $40,400. Additionally, we renegotiated our lease with the Town of Ticonderoga helping to reduce our expenditures by 26% from $151,600 to $112,400.

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represented New York State at the Youth Advocate Program at the YMCA’s National Advocacy Days in Washington DC in March 2019.

4. Maintain and expand Silver Bay’s historically significant campus and facilities to support guest and participant experiences.

• Reduce emergency work orders and customer complaints and increase customer satisfaction by 10%.

• Increase year round opportunities for recreation/activities (10 new activities or programs).

• Develop renovation and expansion plan for 2020-2025.

• Successfully complete planned projects through 2020.

• Modernize specific spaces, i.e. increased ADA accessibility, private bath, A/C.

• Complete projects from start to finish (one and done).

4.1 Create benchmark of customer satisfaction.

Facilities Director and COO

June 2019 We will be using the work orders from facility dude to create a record of the number of requests. In the peak summer periods when we have a high amount of radio calls, we plan to count the number of Radio calls on the Front Desk Log. From this data we will be better able to ascertain performance, areas of concern, etc.

Complete and on-going Survey results in this area were very positive. Additional benchmark and survey points to be added as noted in 2.1. & 2.2 above.

4.2 Identify year-round “demand generator” through customer feedback tools.

All to CEO

Dec 2019 Some informal discussions have occurred. A deeper dive is expected in the 3rd and 4th Q.

Given the recent developments with Hepbron Hall, this discussion has not yet occurred.

4.3 Add historical information (e.g. facts/plaques) to significant buildings.

Archives taskforce and COO

Dec 2020 We will finish installing the historical photos in the WBC hallways and conference spaces by June 2019. We are in the process of identifying the next project and related funding.

WBC hallway and conference room project complete. With the recent work down in Watson Arts Center, we have begun

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discussions about celebrating the history of art at Silver Bay in this space through historical pictures that depict our art classes and select water colors by renowned Silver Bay artist.

4.4 Increase leveraging of Facility Dude for planned maintenance.

Facilities Director

Dec 2019 Complete and on-going. The team has reduced the number of items in facility dude and time items “reside” in facility dude.

5. Continue to nurture Exceptional board behavior through: YUSA partnering and benchmarking, commissioning a strategic planning standing committee, and recruiting non-trustees to serve on committees where their participation will enhance the collective effort.

• Determine a committee structure that supports the strategic priorities of Silver Bay.

• Determine committee commissions and job descriptions where applicable.

• Identify and recruit 2-3 non trustees per committee. Non-trustees must bring the skills, interest, and emotional intelligence necessary to assist the Y.

• Continue to nurture exceptional board practices and the CEO-board partnership.

The redesign of LRCD into a new committee that encompasses the organization’s strategic priorities and incorporates the long-term campus and building needs into such strategic priorities will be voted on at the Nov. 2019 Board meeting.

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Summer 2019 Survey results

Housekeeping

Cleanliness of Room Décor Comfort

Responsiveness of Housekeeping Overall

4.02 80% 3.48 70% 3.27 65% 4.11 82% 3.68 74%

Front Desk

Friendliness of FD Efficiency of Check

In Efficiency of Check Out Overall

4.38 88% 4.17 83% 4.14 83% 4.29 86%

Facilities

First Impression of Property

Cleanliness of Property

Quality of leisure facilities Overall

4.43 89% 4.42 88% 4.50 90% 4.53 91%

Reservations

Accuracy of Reservation

Made it easy to complete

reservation

Friendliness of

Reservations Overall

Experience

3.93 79% 4.04 81% 4.38 88% 4.11 82%

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Dining Hall

Atmosphere Cleanliness

Selection of Food and

Bev

Quality of Food and

Bev Service

Provided Overall 4.05 81% 4.11 82% 3.17 63% 2.96 59% 3.77 75% 3.33 67%

The Store



Bev

Quality of Food and

Bev Service


Fisher Lounge



Bev

Quality of Food and

Bev Service


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Meeting Spaces

Cleanliness of Space Comfort

Availability of Equipment

Ease of use of equipment Overall

4.05 81% 3.73 75% 3.64 73% 3.52 70% 3.67 73%

Fisher Gym

Cleanliness Variety of Equipment

Quality of Equipment

Condition of Equipment Overall

3.79 76% 3.78 76% 3.88 78% 3.76 75% 3.85 77%

Beaches

Cleanliness Availability of

Hours Overall 4.00 80% 3.56 71% 3.94 79%

Recreation Areas

Cleanliness of Areas

Availability of hours Overall

4.19 84% 4.06 81% 4.20 84%

Boathouse

Cleanliness Availability of

hours Variety of Equipment Overall

4.17 83% 4.20 84% 4.38 88% 4.32 86%

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OUR CHECKPOINTS Our board will meet quarterly to update these strategies, align board roles and work, adjust as needed, and report progress.

Our key staff will meet every month to report progress on tasks, determine how tasks affect individual goals, revise as needed and determine next tasks.

It doesn’t stop here: Ongoing strategic thinking Strategic Thinking and Planning are ongoing. We want to stay relevant and responsive to our community. Here’s how we will maintain ongoing strategic thinking with our board and staff…

Silver Bay YMCA Oversight and Internal Communication Strategy

With Board With Staff

1. Review the success of our strategies and the impact on the Y constituents and community regularly.

Steve will update board via email/Shoot the Breeze every month.

Every 4-6 weeks.

2. Plan highlights shared with board by Planning Chair. Every Board Meeting. 3. Determine what strategies, success measures, or action steps need

to be revised or reinvented based on progress. As necessary and driven by staff assessment.

Every 4-6 weeks.

4. Determine how we adjust / align our programs with our strategies. Annually update board as determined by staff.

Annually during staff review after summer season.

5. Invite, determine and address new big questions as they emerge. Annually during planning refresh or as necessary.

Annually during planning refresh or as necessary.

6. Remain current on trends facing our community. Annually update board as determined by staff.

Biannually – bring to the board as necessary.

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DRAFT 1.28.2020 PENDING APPROVAL DRAFT SILVER BAY YMCA

Silver Bay Board of Trustees Meeting Minutes of November 9th, 2019

Trustee Attendance: Mark Adzigian, John Asiel, Paul Bell, Dominic Colafati (Treasurer), Lea Crusey, Lee Farmer, Andy Gorelik, Michelle Hay, Jonathan Loane, Jack Mangiante, Adam Pearsall (CVO), Ray Valade (Vice Chair), Stephanie Wagoner, Joel Wattenbarger, Phil White, and Kathy Wilson. Unable to attend: Emily Clark (Secretary), Mike D’Attilio, and Walt Lender. Staff: Carolyn Close (COO), Maletta Hourigan (CFO), Hannah Jay (Executive Assistant), and Steve Tamm (CEO).

Saturday Morning Open Session in Luther Wishard Conference Room A Adam Pearsall called the meeting to order at 8:35AM. Jack Mangiante provided the opening reflection and played the song Silver Bay by former Emp Dave Smith, which captured the spirit and inclusive nature of Silver Bay. Consent Agenda Adam Pearsall presented the consent agenda for approval:

a. Vote on August 2019 Meeting Minutes b. Accept Treasurer’s Report c. Accept Governance Committee Report

Mark Adzigian MOVED to approve items A – C of the consent agenda. Second Stephanie Wagoner. CARRIED UNANIMOUSLY. Committee Updates (Committee Chairs) Governance: The Governance Committee MOVED to approve the Strategic Planning Committee proposal shown on page 54 of the November 2019 Board Booklet. CARRIED UNANIMOUSLY. The Governance Committee MOVED to approve the bylaws resolution shown on page 57 of the November 2019 Board Booklet. CARRIED UNANIMOUSLY. The Governance Committee MOVED to approve the Class of 2022 Trustee Slate:

Katie Bang Denise Carter David Kaiser Morrie Peters Elise Walton

Andy Gorelik (second term) Jonathan Loane (second term) Joel Wattenbarger (second term) Phil White (second term)

CARRIED UNANIMOUSLY. The Governance Committee MOVED to approve the 2020 Officer Slate: Stephanie Wagoner – Vice Chair (term ends December 31, 2020) Phil White – Vice Chair (term ends December 31, 2020)

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DRAFT 1.28.2020 PENDING APPROVAL DRAFT Dominic Colafati – Treasurer (term ends December 31, 2021) Emily Clark – Secretary (term ends December 31, 2021) CARRIED UNANIMOUSLY. Ray Valade asked trustees to complete the annual self-assessment and annual board meeting assessment (shown on pages 62-63 of the November 2019 Board Booklet), as well as the trustee recommendation form and November meeting evaluation using the links provided in the table of contents of the November 2019 Board Booklet. Trustees were also invited to provide feedback on what obstacles might exist to prevent trustee candidates from accepting board service while filling out the aforementioned forms, to assist the Governance Committee in refreshing the recruitment process. Ray will also email the board about 2020 committee assignments. Finance: Dominic Colafati updated the board on the status of the Capital Campaign deficit, which has improved since August. The CFO Report on page 32 of the November 2019 Board Booklet estimates a year-end deficit of approximately $900K, which is better than the budgeted $1.1 million deficit. He ensured the board that although this $900K differs from what is noted in the Treasurer’s Report shown on page 28 of the November 2019 Board Booklet, this is the correct number. The Finance Committee has been discussing the appropriate mix of resources to address the current deficit issue as well as solutions to ensure resources for future cash flow needs are present. A call will occur December to review the proposed 2020 budget. LRCD: The LRCD Committee had their last meeting on Friday, November 8, 2019, where they discussed the Hepbron Hall Engineering Report and potential solutions. In 2020, the committee’s work will be transferred to the Strategic Planning Committee. Audit: The Audit Committee will send an engagement letter to the auditor in December to prepare for the next 990. They have also revised their chart of work to clarify which policies the committee reviews on an annual basis. The open board session moved into closed session after the committee updates. Business Presentation – Mr. Steve Tamm Steve Tamm presented the following high-level overview of Silver Bay’s progress since he started in the role of CEO in June 2015 and the vision for Silver Bay moving forward into 2020:

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DRAFT 1.28.2020 PENDING APPROVAL DRAFT

29


30


31


32


33


34


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After his presentation, a discussion occurred regarding the steps that Silver Bay is taking to increase revenue and manage expenses, which includes increasing marketing efforts, tightening contracts with groups, forming task groups to address specific operational issues, and continuing to grow fundraising efforts. When asked how they can support the organization’s efforts, Tamm recommended that the board continue to promote Silver Bay within their own circles and strive to connect Silver Bay with people, organizations, grant opportunities and other situations or individuals. The board agreed that the positive metrics presented by Tamm provide perspective in light of the challenges ahead surrounding the deficit issue. Financial Presentation – Mr. Dominic Colafati and Mr. Jonathan Loane Dominic Colafati and Jonathan Loane presented a 5-year projection overview of the financial state of Silver Bay (Exhibit A). Colafati identified several factors that have contributed to the current deficit (the loss of a large conference group, an obsolete dining hall, an outdated waste water system, NYS-mandated minimum wage increases, and deferred maintenance of campus facilities), all of which are issues that Silver Bay is currently striving to address. Loane summarized the current financial status of Silver Bay, which is on an upward trend but reflects a gap due to the factors mentioned by Colafati. It was clarified that the MBR waste water facility is currently funded by the Board Designated Fund (BDF), which will be replenished when funds are available to do so. Keeping in mind that a 15% growth in sales across the next 4 – 5 years will achieve a 0-net deficit, it was stated that it is essential for the organization to identify the optimal mix of revenue, expenses, and giving until such time that the sales growth succeeds in closing the deficit. In 2020, the Finance Committee will examine the available funds across the BDF, restricted and unrestricted funds, and other resources in order to attain this balance. A discussion occurred on the Maintenance Support Fund (MSF), during which the board discussed donor behaviors, which do not always align with funding the MSF, and the need to maintain flexibility while promoting the MSF in fundraising efforts. Recognizing that funding 20% of each project to support the MSF is not always realistic, the board agreed that there is a need to rethink how the MSF is funded.

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DRAFT 1.28.2020 PENDING APPROVAL DRAFT The meeting adjourned for lunch at 11:50AM.

Saturday Afternoon Closed Session in Luther Wishard Conference Room A Following a tour of Hepbron Hall, the meeting reconvened at 1:30PM. Hepbron Engineering Report Discussion – Mr. Steve Tamm Referring the board to page 72 of the November 2019 Board Booklet, Steve Tamm summarized the reasons behind the decision to close Hepbron Hall. Citing informal conversations with Phinney Design Group and McKernon Engineers and a formal site analysis conducted by SRA Consultants, Tamm stated that the building requires substantial repairs at a minimum cost of $400K before it can be safe to reopen; this estimate does not include additional work that may be uncovered throughout the renovation process. The reservations team has succeeded in protecting the majority of business that was reserved for summer 2020, and Tamm estimates a potential loss of half the building’s revenue, approximately $75K. Tamm and the LRCD Committee have discussed options to replace Hepbron with another structure(s) that would generate revenue while aligning with Silver Bay’s needs and mission, such as an Oak-like structure(s), reunion lodge(s), or similar multipurpose, year-round space(s). While the data from Tamm’s Business Presentation shows a demand for higher-end accommodations, it was stated that pricing is a function of management and Silver Bay can strategically decide to price future accommodations at a lower range. Hepbron will remain closed until Silver Bay is ready to move forward with construction of its replacement, after which the building will be taken down. The board supported the staff’s decision to close Hepbron and remarked on the tension that exists between Silver Bay’s mission and its fiscal responsibilities. The staff’s analysis of occupancy and revenue data will be a key tool in determining the best replacement for Hepbron, and the board recommended an inclusive, proactive approach in communicating the news to the Silver Bay community. Tamm will be announcing the news about Hepbron in his next Shoot the Breeze email. Adjournment The meeting adjourned to Executive Session at 2:15PM. No actions were taken during this time. Meeting adjourned at 3:35PM. Respectfully submitted, Hannah Jay Executive Assistant

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SILVER BAY YMCA BOARD OF TRUSTEES

DECEMBER 16, 2019 CONFERENCE CALL

Attendance: Mark Adzigian, John Asiel, Paul Bell, Emily Clark (Secretary), Dominic Colafati (Treasurer), Lee Farmer, Andy Gorelik, Michelle Hay, Jonathan Loane, Jack Mangiante, Adam Pearsall (CVO), Ray Valade (Vice Chair), Stephanie Wagoner, Joel Wattenbarger, Kathy Wilson. Staff: Steve Tamm (CEO), Maletta Hourigan (CFO), Hannah Jay. Unable to Attend: Lea Crusey, Mike D’Attilio, Walt Lender, Phil White. REVIEW OF PROPOSED 2020 BUDGET After Dominic Colafati noted the realistic revenue goals within the proposed budget, Maletta Hourigan reviewed the proposed budget summary and spreadsheet distributed by email on Thursday, 12/12/2019 at 4:02PM. Describing the budget as “aggressive and achievable”, she highlighted the following details: Revenue (comparisons based on current 2019 year-end forecasts):

• Budgeted Operational Revenue: ~$5.4 million ($668K increase from 2019) o Budgeted Conference Revenue: ~$2.6 million* ($519K increase from

2019) *The sales team currently has $1.652 million contracted for 2020 and $150K in leads.

o Budgeted Guest Revenue: $1.5 million ($115K increase from 2019) • Budgeted Annual Fund Revenue: $800K ($93K increase from 2019) • Budgeted Restricted Giving Revenue: $65K (~$15K decrease from 2019) • Total Budgeted Revenue: $6.351 million (~700K increase over 2019

forecast) Expenses:

• All departments have budgeted decreases in their expenses except in the marketing department, which reflects an investment in sales and marketing resources to increase sales.

• The primary source of expenses is payroll, which is a budgeted total of $3.5 million ($355K increase from 2019). This is due to the NYS-mandated minimum wage increase (6.3% in 2020 to $11.80) and the 2% merit increase that affects full time and part time employees.

When asked for the methodology behind the increase in nonoperating revenue, it was stated that Development Director Nick Rama envisions increased activity to drive additional giving and has expressed confidence that many formerly restricted gifts will be converted to annual fund gifts in 2020. Regarding membership dues, Maletta noted that an additional budgeted fee represents the expenses for the newly acquired liquor license.

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The increase in occupancy insurance ($182K to $220K) is an estimate based on new remodeling projects such as Parlin, which will have increased rates. When asked if there is a formal letter with the town acknowledging the contribution to the Town of Hague, it was explained that it is a verbal agreement created 25 years ago; the portion represented in the budget goes to the Town of Hague Fire Department. The increase in payroll in the Maintenance Department is due to hiring someone to maintain the waste water system, which requires a license and higher rate of pay. Maletta added that the decrease in depreciation is due to the William Boyd Center, and was brought down to a realistic number. With the new Parlin renovations, she expects depreciation to be around $25K for 2020. Regarding the Board Designated Fund, Dominic noted that no withdrawals are anticipated until 2020. There may be a withdrawal to address the remaining (if any) deficit; this will depend on year-end giving. In 2020, the Finance Committee will evaluate and discuss future cash management options. Regarding the overall decrease in employees, Steve Tamm stated that the marketing team has increased to help drive revenue, while other departments have been challenged to lower budget expectations and promote cross utilization across departments. The Finance Committee MOVED to approve the proposed 2020 Budget. CARRIED UNANIMOUSLY. The conference call adjourned at 7:34PM. Respectfully submitted, Hannah Jay Assistant Development Director

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SILVER BAY BOARD OF TRUSTEES2020 COMMITTEE ROSTER

PENDING APPROVAL

DRAFT PENDING APPROVAL DRAFT

Executive Governance Finance Strategic Planning Audit CEO CompensationAdam Pearsall (Chair) Stephanie Wagoner (Chair)Dominic Colafati (Chair) Phil White (Chair) Paul Bell (Chair) Emily Clark (Chai (2nd year as "Officer")Stephanie Wagoner (VC) Emily Clark Katie Bang Mark Adzigian Mark Adzigian Paul Bell (2nd year as "Trustee")Phil White (VC) Jack Mangiante Andy Gorelik Denise Carter Michelle Hay Andy Gorelik (1st year as "Trustee")Emily Clark (Sec) Adam Pearsall Michelle Hay Emily Clark Elise Walton Stephanie Wagon (1st year as "Officer")Dominic Colafati (Treas) Morrie Peters David Kaiser Lee Farmer Joel Wattenbarger Adam Pearsall (2nd year as "CVO")

Elise Walton Jonathan Loane Walt LenderJoel Wattenbarger Adam Pearsall Jonathan Loane Steve Tamm (CEO) Ray Valade (non-trustee Adam Pearsall

Phil White Kathy Wilson Steve Tamm (CEO) Steve Tamm (CEO)Maletta Hourigan (CFO) Carolyn Close (COO)

Lindsey Butler (Sales and Marketing Director)

Investment Sub-CommitteeJonathan Loane (Chair)Dominic ColafatiDavid Kaiser

New Trustee MentorKatie Bang LoaneDenise Carter ClarkDavid Kaiser ColafatiMorrie Peters PearsallElise Walton Wagoner

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February 2020 Board of Trustees Meeting Treasurer's Report on FY 2019 Results

Overview

Silver Bay’s financial performance in FY 2019 exceeded expectations. The Board adopted a budget for FY 2019 with a cash deficit of $1.12 million. The year-end deficit, excluding the Rowan Foundation gift that is restricted to paying down the Boyd Center loan, was $757k, or $363k better than expected. The improvement was driven by lower operating expenses ($225k) and higher non-operating income ($185k), offset by marginally lower operating revenue ($47k). The FY 2019 deficit is carried on the line of credit.

On a year-over-year basis, operating revenues grew by $451k, or 10.5%, a strong improvement over FY 2018 results. Guest revenue and conference revenue grew by 15.2% and 5.7% respectively, and virtually every revenue line showed a year-over-year gain. Total operating expenses grew by $584k, or 8.3%, over FY 2018, with the increases driven by depreciation and interest expense on the Boyd Center loan. Neither of these expense items are controllable by management in the short run – Silver Bay’s physical assets will continue to depreciate and the debt on the Boyd Center must be serviced. The portion of the expense budget that is under the direct control of management grew by $199k, or 3.3%. The cash deficit in FY 2019 was $73k less than in FY 2018.

For the second consecutive year, the Rowan Foundation made an extraordinary year-end to Silver Bay. The FY 2019 gift totaled $1.75 million, of which $1.5 million is restricted for debt repayment and $250k for the annual fund. If the value of the Foundation’s restricted gifts in FY 2018 and FY 2019 are excluded, annual giving remained even with FY 2018.

The following table provides a snapshot of Silver Bay’s financial results for FY 2019 compared to the adopted budget estimate and to FY 2018.

FY 2018 Budget ResultsOperating: Revenues $4,312,810 $4,811,792 $4,763,917 (47,875) $451,107 Expenses $7,011,679 $7,820,440 $7,595,281 ($225,159) $583,601 Services/Activities $6,065,519 $6,456,440 $6,264,967 ($191,473) $199,448 Interest on Loan $55,027 $264,000 $230,322 ($33,678) $175,295 Depreciation $891,133 $1,100,000 $1,099,992 ($8) $208,859

Operating Gain/(Loss) ($2,698,870) ($3,008,648) ($2,831,364) $177,284 ($132,494)

Non-Operating Income $1,977,999 $789,190 $2,474,604 $1,685,414 $496,605Over/(Under) ($720,870) ($2,219,458) ($356,760) $1,862,698 $364,111

Excl. Depreciation $891,133 $1,100,000 $1,099,992 ($8) $208,859Results excl. Depreciation $170,263 ($1,119,458) $743,232 $1,862,690 $572,970

Rowan Gift for Loan Repayment ($1,000,000) $0 ($1,500,000)

Adjusted Results excl. Depreciation ($829,737) ($1,119,458) ($756,768) $362,690 $72,970

* Preliminary, unaudited results. Accrual basis of accounting.

SILVER BAY YMCA SUMMARY OF FY 2019 YEAR-END RESULTS

FY 2019 Results v. Plan

Ann. Chg. v. FY 2018

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Financial Activities

Investments/Endowments:

The Board designated fund was valued at $2.237 million at December 31, 2019, a decrease of $747K compared to the balance at the start of the year. Investment gains of $502K have been offset by withdrawals (net of deposits) of $1.249 million to fund capital improvements and the wastewater treatment plant. The Restricted Endowment was valued at $5.711 million, an increase of $318K since the start of the year. The withdrawals from the Restricted Endowment in FY 2019 included $700k related to earnings on the Koch bequest, which the Board authorized for use to help finance the wastewater treatment project. Please see the following pages for performance information for our largest accounts.

Debt/Liquidity:

Silver Bay’s largest debt obligation is the loan for the Boyd Center. The Rowan Foundation’s two restricted gifts for loan repayment, totaling $2.5 million (FY 2018: $1.0 million; FY 2019: $1.5 million), have reduced the Boyd loan balance to $4.4 million as of January 2020.

Silver Bay draws on a Line of Credit (LOC) from time to time to manage cash-flow needs during and across fiscal years. Silver Bay started FY 2019 with a $200k balance on its $1 million LOC and ended with a balance of $950k. The FY 2019 deficit was “covered” using the LOC. Since the start of FY 2020, the balance on the LOC has been reduced by $100k to $850k.

Risks and Uncertainties

The immediate financial challenge in FY 2020 will be maintaining adequate liquidity. The remaining balance on the LOC provides only a thin cushion to meet cash-flow needs. Options to bolster liquidity include using the BDF to pay down a portion of the LOC, increasing the authorized limit on the LOC, and funding a portion of the wastewater project with debt (and using the proceeds to “repay” the Board Designated Fund for amounts used to fund the project).

Intermediate risks and uncertainties include:

• The need to out-perform budgeted revenue estimates in FY 2020 to reduce the structural imbalance and slow the cash burn rate.

• Loss of value in invested funds, either from recession or reduced interest-earning capacity as balances are drawn down to fund operations.

• A plan for the replacement of rooms currently off-line. • Management of expenses to offset lower than budgeted revenues.

The table on the following page summarizes the activity in investment and debt balances.

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Account Balances As of December 31, 2019

($1,000's)

Investment Balances

12/31/18 Beginning Balance Additions Withdrawals

Market Appreciation

(Depreciation)

12/31/19 Ending Balance

Board Designated Fund $2,984 $133 ($1,382) $502 $2,237 Restricted Fund $5,393 $248 ($941) $1,011 $5,711 Pooled Income $265 $0 ($2) $34 $297 $8,642 $381 ($2,325) $1,547 $8,245

Donor Advised Fund $3,184 $415 ($258) $1,031 $4,372

Merrill Lynch - Gift Account $103 $264 ($273) $3 $97

Glens Falls National Bank - Operating $2,493 $9,919 ($9,985) $0 $2,427

Glens Falls National Bank - Reserve Account $100 $0 ($100) $0 $0

Glens Falls National Bank - Capital Campaign $1,747 $2,588 ($4,229) $0 $106

Glens Falls National Bank - Constuct. Impact Res. Acct. $1 $0 ($1) $0 $0

Glens Falls National Bank - William Boyd Ctr.

Checking $622 $976 ($1,531) $0 $67

TOTAL FUNDS $16,892 $14,543 ($18,702) $2,581 $15,314

Debt Balances Year End Comparison

Current Comparison

Balance As Of

Balance As Of 12/31/17 12/31/18

12/31/18 12/31/19

William Boyd Center Mortgage $0 $6,862

$6,862 $5,882

Glens Falls National - LOC Operating $401 $200

$200 $950 NYS Environmental Facilities $150 $113

$113 $75

$551 $7,175 $7,175 $6,907

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Governance Committee Report – February 2020 The Governance Committee met via conference call in January 2020 to approve its chart of work for the year. The Committee formed working groups to plan the February new trustee orientation and to work on By-Laws matters. The committee reviewed the November meeting evaluations, the 2019 board evaluations and the 2019 trustee self-evaluations. A number of suggestions were made for future board education that the committee will consider. The orientation working group met via conference call, set the agenda for the orientation and reviewed the materials to be presented. The By-Laws working group met via conference call and discussed a number of matters. A draft By-Laws amendment was circulated for review. The committee will meet in February to review the exit interviews from trustees who ended their board service in 2019, continue discussion of By-Laws matters, plan the board education sessions for the remainder of 2020, and begin the recruitment process for the Class of 2023.

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Silver Bay YMCA Chief Financial Officer Report

February 2020

2019 Year End Operation Results The preliminary 2019 year end operating Income Statement shows a net deficit with depreciation of $357K, $1.863M better than budget or 84%. Operating Revenue is under budget by $48K or 1%. Contributing factors:

− Conference Revenue under budget by $179K or -8% − Guest Revenue over budget by $128K or 10% − Visitor Meals & Special Events over budget by $24K or 14% − Program Revenue under budget by $7K or -2% − Teen Center Revenue over budget by $33K or 439% due to receipt of four grants: International

Paper $5,000, Walmart $1,000, Adirondack Foundation $2,500, and Stewart’s for $30,000. − Children’s Programs Revenue under budget by $32K or -20% − Gift Shop Revenue under budget by $13K or -12% − Store Revenue under budget by $4K or -4%

Non-Operating Revenue is over budget by $1.685M or 214%.

− Unrestricted Annual Fund is over budget by $147K or 24% − Restricted Annual Fund is over budget by $1.530M or 3165% due to a $1.5M gift for the purpose of

a principle payment on the WBC loan. Expenses are under budget by $225K or 3%. Contributing factors:

− Payroll is under budget by $147K or 6% − Benefits are under budget by $70K or 13% − Food Cost is under budget by $54k or 9% − Food Service Supplies are under budget by $10K or -29% − Program Faculty is over budget by $31K or -76%. The overage is due to the ballet dance program

that was covered by a restricted gift. − Teen Center Rent and Facility Cleaning Fee under budget by $16K or 67% − Store cost of product over budget by $17K or -43% − Systems & Payroll Services over budget in totality by $33K or -33% due to software upgrades and

security upgrades to the network. − Maintenance Service Contracts over budget by $37K or -42% due to the waste water treatment

plant. − Loan Interest is under budget by $34K or 13%

Net Operating Deficit is under budget by $177K or 6% with depreciation. Bottom line: Net Deficit is better than budget by $1.863M or 84% with depreciation. Net Deficit without depreciation is 166% better than budget.

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As of February 4, 2020, accounts receivable balance is $1.688K. The Sales Director, Guest Services Director, and the CFO actively collect on the outstanding debts on a consistent basis. $1.166K may be at risk and if so, management has made the decision not to have the group back in 2020.

Accounts Receivable As of February 4, 2020

Current $63 30 Days $0 60 Days $204 Over 90 Days $1,422 Total Accounts Receivable as of February 4, 2020 $1,688

DEBT Glens Falls National Line of Credit (LOC) As of February 4, 2020 the line of credit balance is $850K. Of which, $624K is operational and $226K is for the waste water treatment plant.

Glens Falls National Bank Line of Credit Activity As of January 16, 2020

Date Operating Capital

Campaign Total

Outstanding

LOC Availability Balance as of 9/30/2019 $180,000 $315,000 $495,000

$505,000

Withdrawal 10/3/2019 $226,000 $11,000 $732,000

$268,000

Withdrawal 10/17/2019 $90,000

$822,000

$178,000 Payment 10/17/2019

($50,000) $772,000

$228,000

Withdrawal 11/14/2019 $90,000

$862,000

$138,000 Withdrawal 11/27/2019 $138,000

$1,000,000

$0

Payment 11/27/2019

($50,000) $950,000

$50,000 Payment 1/16/2020 ($100,000)

$850,000 √ $150,000

Totals

$624,000 $226,000 $850,000 √

*Note: The credit limit on the line of credit is $1,000,000

William Boyd Center Loan One of the terms within the William Boyd Center loan contract is a grace period for principle payments for 18 months. On December 2nd, 2019 the first monthly principle payment, according to terms of the contract, was made on the William Boyd Center loan in the amount of $18K. On December 23rd, 2019, a $1.5M donation was received restricted to a principle payment on the William Boyd Center loan. January 7th, 2020 the $1.5M payment was made on the loan leaving a balance of $4.4M.

46

Capital Expenditures The annual withdrawal from the Board Designated was taken in April in the amount of $162.6K and there was also $41.7K unspent in 2018 rolled over to 2019, plus a donation of $4K to support the Willow project, totaling $208.3K. This money covered the water filtration loan, campus electrical upgrade, Willow, Housekeeping & CSU renovation, a golf cart, two vehicles, floor cleaner, Hepbron bathrooms, and a griddle. Total of these projects are $219.9K. This is a net of ($11.6K) and will be rolled over to the 2020 capital & equipment budget. The primary cost overrun is due to unforeseen issues related to the electrical upgrade. A second source of funds for capital improvements is the restricted endowment. A total of $89.5K was withdrawn from the following sub-accounts; Adele Hepbron Arts Fund, Halm Memorial Fund, Harold Kline Memorial Fund, Brookside/Trinity Maintenance Fund, and the Beck Fund in December. Also, donation of $3K supported the micro disc golf course. The total funds, $92.5, covered Watson restrooms, Joe & Pete Memorial Field, micro disc golf course, fire pit located near Brookside and Trinity, and poles for the archery net. Total of the projects is $96.4K. This is a net of ($3.97K). The net difference is due to two projects Watson restrooms and the micro disc golf course. Due to timing of work and the actual withdrawal of funds to support the project, a total of $4.85K for the December expenditures were not withdrawn from the Adele Hepbron Arts Fund, but will be withdrawn in 2020. Secondly, due to the donation for the micro disc golf course, there is $378 to be used in 2020. The net effect of these actions is that the sources and uses of the funds will balance at a net $0 in 2020. Thirdly, a total of $1.031M was raised through donations and a grant. These funds covered the following projects; Summit, Store air conditioning, Parlin, Dock upgrade, playground equipment, cedar, and Inn lobby restrooms. There are minor variances in a few of these projects however management has high confidence that once the donors are contacted, any overages will be covered and that the net effect will be that the sources and uses of the funds will balance at a net $0 in 2020. Grand total of $1.315M of capital improvements and equipment were accomplished in 2019. How does 2020 look? Operating Conference revenue budget for 2020 is $2.634M. As of January 28, 2020, $103K of business has been booked since budget was finalized. And, as of January 28, 2020, the forecast is $1.752M, $882K under budget. Also, there are five active lead with a value of $135K. The second largest revenue stream is Guest revenue. The 2020 budget for guest revenue is $1.513M of which $1.173M has been booked as of February 4, 2020, $340K under budget. Due to the $1.5M principle payment on the William Boyd Center loan, interest on loan expense will have approximately $40K in savings. Capital Campaign The William Boyd Center final cost is $14.99M, 4% over budget. As of December 21st, 2019, there is one remaining invoices to be paid, totaling $75K, which is Consigli’s retainer balance of $75K.

47

The forecast for the waste water treatment plant is $3.559M, $59K or 1.5% over budget. As of December 31st, 2019, $7K is outstanding on this project. Approximately $130K is the balance of the contractor’s contract at 2019 year end. The forecast for the north field storm water project is $326K, $22K or 17% over budget. The increase in the project is due to engineering costs driven by changes from when the project was identified as part of the Capital Campaign. As of December 31st, 2019 there are no outstanding invoices. Approximately $5K is the balance of the contractor’s contract at 2019 year end. As of October 31st, 2019 the capital campaign, that consists of the William Boyd Center, waste water treatment plant, north field wetlands to name a few, had a shortage of $173K. This shortage included estimated gifts in 2019 and beyond of $457K. At the end of 2019, the shortage is $101K. As of February 5, 2020, we expect $205K in the first quarter of 2020 from two donors who have committed. This would equate to a $104K overage.

Capital Campaign Overview As of December 31, 2019

$1,000's Capital Campaign Shortage as of July 2019 ($630) July - December 2019 Contributions $529

2019 Year End Shortage ($101) Future Contributions (Est.) $205

Capital Campaign Overage $104 At the August 2019 Board meeting, the following (partial) graphic was shared to show the sources of funds for the various Capital Campaign Projects:

Sources: (in thousands) July 2019 $26,260 Giving (Unrestricted & Restricted $16,158 Board Designated Fund $1,219 Koch Appreciation $700 MSF Giving $1,183 WBC Loan $7,000

Once the final three capital campaign projects are deemed closed, financially, management recommends that the balance of funds, currently estimated at $104K, are transferred into the Board Designated fund to repay a portion of the $1.219M funds withdrawn in May of 2019 for the waste water treatment plant.

48

1/28/2020 02:35:55 PM Silver Bay Association

Income Statement

December 2019 Summary

Actual Budget Actual Budget Act vs Bud Prior Year Current vs Prior

GUEST USE

GUEST USE REVENUE

GUEST USE $1,650 $15,000 $3,740,678 $3,789,277 -1% $3,394,206 10%

FOOD SERVICE $704 $3,800 $202,621 $178,366 14% $145,073 40%

GUEST SERVICES $0 $0 $1,704 $1,000 70% $1,532 11%

TOTAL GUEST USE REVENUE $2,354 $18,800 $3,945,003 $3,968,643 -1% $3,540,811 11%

GUEST USE EXPENSE

CONFERENCE SERVICES $16,315 $15,069 $207,011 $224,584 8% $195,323 -6%

FOOD SERVICE $16,284 $22,517 $1,113,496 $1,232,676 10% $1,092,297 -2%

GUEST SERVICES $9,225 $11,275 $260,347 $298,344 13% $255,908 -2%

HOSPITALITY $22,253 $29,049 $745,024 $798,647 7% $715,190 -4%

TOTAL GUEST USE EXPENSE $64,077 $77,910 $2,325,878 $2,554,251 9% $2,258,717 -3%

NET INCOME/(LOSS) FROM GUEST USE ($61,724) ($59,110) $1,619,125 $1,414,392 14% $1,282,094 26%

PROGRAM

PROGRAM REVENUE $1,377 $421 $437,447 $444,485 -2% $423,528 3%

PROGRAM EXPENSE $12,369 ($709) $660,308 $628,008 -5% $599,165 -10%

NET INCOME/(LOSS) FROM PROGRAM ($10,993) $1,130 ($222,861) ($183,523) -21% ($175,637) -27%

TEEN CENTER

TEEN CENTER REVENUE $1,410 $250 $40,441 $7,500 439% $28,060 44%

TEEN CENTER EXPENSE $10,269 $11,201 $112,704 $133,239 15% $151,650 26%

NET INCOME/(LOSS) FROM TEEN CENTER ($8,859) ($10,951) ($72,263) ($125,739) 43% ($123,590) 42%

CHILDREN'S PROGRAMS

CHILDREN'S PROGRAMS REVENUE $0 ($30) $131,210 $163,164 -20% $145,368 -10%

CHILDREN'S PROGRAM EXPENSE $1,163 $1,193 $221,468 $230,237 4% $210,120 -5%

NET INCOME/(LOSS) FROM CHILDREN'S PROGRAMS ($1,163) ($1,223) ($90,258) ($67,073) -35% ($64,752) -39%

GIFT SHOP

GIFT SHOP REVENUE $0 $500 $101,722 $115,000 -12% $76,758 33%

GIFT SHOP EXPENSE ($24) $3,374 $101,768 $109,376 7% $92,642 -10%

NET INCOME/(LOSS) FROM GIFT SHOP $24 ($2,874) ($46) $5,624 -101% ($15,883) 100%

Current Month Year-to-Date

Page 1 of 249

1/28/2020 02:35:55 PM Silver Bay Association

Income Statement

December 2019 Summary

Actual Budget Actual Budget Act vs Bud Prior Year Current vs Prior

Current Month Year-to-Date

STORE

STORE REVENUE $0 $0 $100,627 $105,000 -4% $92,486 9%

STORE EXPENSE $0 $0 $111,036 $104,959 -6% $106,457 -4%

NET INCOME/(LOSS) FROM STORE $0 $0 ($10,410) $41 -25489% ($13,972) 25%

FISHER LOUNGE

TOTAL FISHER LOUNGE REVENUE $0 $0 $7,467 $8,000 -7% $5,799 29%

TOTAL FISHER LOUNGE EXPENSE $0 $0 $13,474 $7,962 -69% $12,389 -9%

NET INCOME/(LOSS) FROM FISHER LOUNGE $0 $0 ($6,007) $38 -15907% ($6,590) 9%

MANAGEMENT AND UNALLOCATED OVERHEAD

Administration $66,011 $70,327 $924,134 $939,375 2% $908,761 -2%

Development $11,005 $10,764 $166,464 $168,371 1% $161,953 -3%

Maintenance $54,290 $41,787 $737,263 $694,293 -6% $653,126 -13%

Payroll Taxes $8,579 $11,510 $86,262 $106,000 19% $106,311 19%

Occupancy $51,021 $37,880 $509,482 $468,350 -9% $462,475 -10%

Printing and Publications $14,306 $5,100 $75,327 $84,972 11% $91,552 18%

Travel $1,262 $1,400 $32,985 $45,000 27% $35,824 8%

Membership Dues $5,768 $5,378 $96,715 $89,547 -8% $77,931 -24%

Bank Fees $22,716 $25,000 $319,871 $349,000 8% $146,135 -119%

Other Expenses $91,666 $99,167 $1,100,142 $1,107,500 1% $936,473 -17%

Net (loss) From Management And Unallocated Overhead $326,623 $308,313 $4,048,644 $4,052,408 0% $3,580,540 -13%

Net Operating Surplus/(Deficit) w/ Depreciation ($409,338) ($381,341) ($2,831,364) ($3,008,648) 6% ($2,698,870) -5%

Net Operating Surplus/(Deficit) w/ Depreciation ($317,672) ($289,674) ($1,731,372) ($1,908,648) 9% ($1,807,737) 4%

NON-OPERATING

NON-OPERATING REVENUE

Giving $1,907,843 $352,000 $2,331,632 $654,350 256% $1,703,377 37%

Other $136,519 $134,040 $142,972 $134,840 6% $274,622 -48%

TOTAL NON-OPERATING REVENUE $2,044,362 $486,040 $2,474,604 $789,190 214% $1,977,999 25%

NET INCOME/(LOSS) FROM NON-OPERATING $2,044,362 $486,040 $2,474,604 $789,190 214% $1,977,999 25%

NET SURPLUS/(DEFICIT) W/ DEPRECIATION $1,635,024 $104,699 ($356,760) ($2,219,458) 84% ($720,870) 51%

NET SURPLUS/(DEFICIT) W/O DEPRECIATION $1,726,690 $196,366 $743,232 ($1,119,458) 166% $170,263 337%Page 2 of 2

50

2/6/2020 Silver Bay Association

2019 Capital Expenditures

As of December 31, 2019

ACTUALS BY MONTH

Janu

ary

Febr

uary

Mar

ch

Apr

il

May

June

July

Aug

ust

Sept

embe

r

Oct

ober

Nov

embe

r

Dec

embe

r

Tota

l

Varia

nce

Transfer from Board Designated Fund $162,589 $0 $0 $0 $162,589 $0 $0 $0 $0 $0 $0 $0 $0 $162,589 $0

Rollover from 2018 $41,700 $41,700 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $41,700 $0

Supporting Donations $4,006 $0 $0 $0 $0 $0 $4,006

Total Sources $204,289 $41,700 $0 $0 $162,589 $0 $4,006 $0 $0 $0 $0 $0 $0 $208,295 $4,006

Expenditures

Roll-up of the following projects: $235,990 $31,030 $13,589 $43,430 $14,046 $13,550 $2,807 $29,255 $6,378 $10,276 $37,500 $18,059 $0 $219,920 $16,070

Water Loan $37,500 $37,500 $37,500 $0

Campus Electrical Upgrade $30,000 $11,500 $26,371 $6,378 $9,252 $18,059 $71,560 ($41,560)

Willow $14,000 $316 $5,041 $612 $4,493 $555 $2,807 $103 $13,927 $74

Housekeeping & CSU Renovation $45,200 $19,214 $8,548 $16,100 $5,253 $1,169 $1,024 $51,308 ($6,108)

Nassau - Foundation & Exterior $10,000 $0 $10,000

Golf Cart - Children's Programs $12,000 $11,390 $11,390 $610

Scissor Lift $9,500 $0 $9,500

Inn - 3rd Floor Electrical $5,000 $0 $5,000

Vehicles - 3 Hospitality & Maintenance $24,000 $24,319 $24,319 ($319)

Slim Point Lockers $8,000 $0 $8,000

Food Service Floor Cleaner $3,500 $2,781 $2,781 $719

Propane Fire Pit $5,000 $0 $5,000

Hepbron - Bathrooms $32,290 $2,399 $934 $436 $3,769 $28,521

Food Service Griddle $3,366 $3,366 ($3,366)

Net Sources/Expenditures ($31,701) $10,670 ($13,589) ($43,430) $148,543 ($13,550) $1,199 ($29,255) ($6,378) ($10,276) ($37,500) ($18,059) $0 ($11,625)

CANCELLED OR DONOR FUNDED

CANCELLED OR DONOR FUNDED

CANCELLED

CANCELLED

CANCELLED

51

Silver Bay Association


As of 12/31/19

ACTUALS BY MONTH

Janu

ary

Febr

uary

Mar

ch

Apr

il

May

June

July

Aug

ust

Sept

embe

r

Oct

ober

Nov

embe

r

Dec

embe

r

Tota

l

Budg

et to

A

ctua

l Var

ianc

e

Budget

Fundraising (Operating Capital Giving) $766,000 $169,487 $21,837 $0 $15,158 $71,472 $4,410 $4,020 $225,672 $158,020 $100,620 $2,535 $258,144 $1,031,375 $265,375

Roll-up of the following project expenditures: $728,000 $48,281 $14,405 $112,672 $35,909 $12,451 $21,072 $197,813 $1,271 $120,747 $94,567 $134,253 $205,200 $998,641 ($270,641)

Net Sources/Expenditures $38,000 $121,206 $7,432 ($112,672) ($20,751) $59,021 ($16,662) ($193,793) $224,401 $37,273 $6,053 ($131,718) $52,944 $32,734

Summit Donations $94,175 $3,692 $1,780 $99,647

Summit Expenditures $100,000 $36,219 $14,405 $8,827 $1,042 $2,337 $62,830 ($37,170)

Donation Balance $57,956 $43,551 $43,551 $38,416 $37,374 $36,817 $36,817 $36,817 $36,817 $36,817 $36,817 $36,817

*Note: 2018 & 2019 project. Donations received $201,780, total cost $203,921, Unfunded $2,141

Store A/C Donations $22,516 $22,516

Store A/C Expenditures $22,500 $353 $18,649 $1,496 $20,498 ($2,002)

Donation Balance $22,163 $22,163 $3,514 $2,018 $2,018 $2,018 $2,018 $2,018 $2,018 $2,018 $2,018 $2,018

Parlin Donations $1,500 $1,250 $51,500 $2,630 $4,020 $225,672 $150,020 $100,620 $2,535 $258,144 $797,891

Parlin Expenditures $500,000 $11,709 $8,773 $10,140 $13,418 $197,813 $1,271 $120,747 $94,567 $134,253 $205,200 $797,891 $297,891

Donation Balance ($10,209) ($10,209) ($18,982) ($27,872) $23,628 $12,840 ($180,953) $43,448 $72,721 $78,774 ($52,944) ($0)

Dock Donations $51,296 $21,837 $7,000 $80,133

Dock Expenditures $90,000 $85,250 $3,265 $88,515 ($1,485)

Donation Balance $51,296 $73,133 ($12,117) ($5,117) ($8,382) ($8,382) ($8,382) ($8,382) ($8,382) ($8,382) ($8,382) ($8,382)

Children's Pavilion Playground Equipment - Grant $8,000 $8,000

Children's Pavilion Playground Equipment Expenditures $10,000 $6,895 $1,051 $7,946 ($2,054)

Donation Balance $0 $0 $0 ($6,895) ($6,895) ($7,946) ($7,946) ($7,946) $54 $54 $54 $54

Cedar Donations $3,216 $3,216

Cedar Expenditures $5,000 $3,269 $1,025 $4,294 ($706)

Donation Balance $0 $0 $0 ($53) ($1,078) ($1,078) ($1,078) ($1,078) ($1,078) ($1,078) ($1,078) ($1,078)

Inn - Lobby Bathrooms Donations $19,972 $19,972

Inn - Lobby Bathrooms Expenditures $15,500 $5,282 $7,119 $4,266 $16,667 $1,167

Donation Balance $0 $0 $0 ($5,282) $7,571 $3,305 $3,305 $3,305 $3,305 $3,305 $3,305 $3,305

52

2/6/2020 Silver Bay Association


As of December 31, 2019

ACTUALS BY MONTH

Janu

ary

Febr

uary

Mar

ch

Apr

il

May

June

July

Aug

ust

Sept

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r

Oct

ober

Nov

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Dec

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Tota

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Varia

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Restricted Endowments:

Adele Hepbron Arts Fund $25,500 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $501 $501 ($24,999)

Halm Memorial Fund $25,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $27,048 $27,048 $2,048

Harold Kline Memorial Fund $6,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $3,609 $3,609 ($2,391)

Brookside/Trinity Maintenance Fund $52,500 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $53,625 $53,625 $53,625

Beck Fund $4,700 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $4,687 $4,687 $4,687

Supporting Donations $3,000 $3,000 $3,000

Total Restricted Endowment Sources $56,500 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $92,470 $92,470 $35,970

Restricted Endowment Expenditures

Roll-up of the following projects: $56,500 $6,000 $0 $0 $19,072 $231 $61 $47,192 $839 $79 $18,116 $501 $4,350 $96,441 $39,941

Watson - Bathrooms (Handicap) $15,500 $501 $4,350 $4,851 ($10,649)

Watson - Ceiling $10,000 $0 ($10,000)

Joe & Pete Memorial Field $25,000 $8,852 $79 $18,116 $27,047 $2,047

Micro Disc Golf Course $6,000 $6,000 $231 $61 ($61) $6,231 $231

Brookside/Trinity Fire Pit $52,500 $14,385 $38,340 $900 $53,625 $1,125

Archery Poles for Net $4,700 $4,687 $4,687 ($13)

Net Sources/Expenditures $0 ($6,000) $0 $0 ($19,072) ($231) ($61) ($47,192) ($839) ($79) ($18,116) ($501) $88,120 ($3,971)

Total Sources of Funds $260,789 $41,700 $0 $0 $162,589 $0 $4,006 $0 $0 $0 $0 $0 $92,470 $300,765 $39,976

Total Capital Expenditures $292,490 $37,030 $13,589 $43,430 $33,118 $13,781 $2,868 $76,447 $7,217 $10,355 $55,616 $18,560 $4,350 $316,361 $56,012

Net Sources & Expenditures ($31,701) $4,670 ($13,589) ($43,430) $129,471 ($13,781) $1,138 ($76,447) ($7,217) ($10,355) ($55,616) ($18,560) $88,120 ($15,596) ($16,036)

LEGEND

Sources - BDF Withdrawal, Restricted Endowment Withdrawal(s), Donations

Budget of Expenditures

Roll-Up of Expenditures

Net Sources/Expenditures

Budget of Projects added after the final Budget

Forecast of Projects in Process

53

FINAL DISTRIBUTION

William Boyd Center Spending Summary

Major Groups from Phinney Reports Invoiced Expenses Project Budget %

Outlook to be

within plan $ -

Green / Yellow /

Red

Soft Costs 1,316,778 1,591,630 83%

Sitework 1,107,479 1,086,956 102%

Structure 2,653,486 2,653,486 100%

Envelope 1,124,325 1,113,152 101%

Finishes 2,040,620 2,026,705 101%

Mechanicals 3,479,982 3,250,533 107%

General Requirements &

Direct Costs (combined) 2,400,244 2,577,538 93%

Change Orders 870,674

(See next page for legend) 14,993,587 14,300,000 105%

Total Project Cost Cum %

Expenditures and Funding

Expense Source of Funding Loan Structure

Paid Invoices

Received Pledges &

Gifts GFNB Loan Total Up to $7 MM

William Boyd Center 14,918,588 7,918,588 7,000,000 14,918,588 Interest rate of 3.52%, fixed for first 10 years

Mix of Funds 53% 47% 100% Interest only during 24-month construction period

Once construction period ends, 25-year amortization

Campus Wide Waste Water Spending Summary

Invoiced Expenses Project Budget %

Outlook to be

within plan $ -

Green / Yellow /

Red

3,433,033 3,500,000 98%

Campus Wide Waste Water Funding Summary

Expenses Funding Structure

Paid Invoices

Received Pledges &

Gifts

Koch Fund

Appreciation

Board Designated

Fund Line of Credit Total Approx. $1,581M Capital Campaign (Designated & Undesignated)

Campus Wide Waste Water 3,426,033 1,177,034 700,000 1,219,000 315,000 3,411,034 Approx. $700K Koch Fund Appreciation

Mix of Funds Approx. $1,219M Board Designated Fund

Silver Bay YMCA

Major Capital Projects Executive Summary

Expenses thru 12/31/19

Sources of Funding

54

FINAL DISTRIBUTION

North Field Wetlands Spending Summary

Invoiced Expenses Project Budget %

Outlook to be

within plan $ -

Green / Yellow /

Red

294,571 269,500 109%

North Field Wetlands Funding Summary

Expenses Sources of Funding

Paid Invoices

Received Pledges &

Gifts

294,571 294,571

William Boyd Center Notes & Legend

Legend

Soft Costs - Pre Construction

Sitework - Demolition, Green Roofing, Sitework and Demolition, Landscaping

Structure - Concrete, Masonry, Structural Steel, Building Framing Package, Timber Framing

Envelope -

Finishes -

Mechanicals - Food Service Equipment, Elevator, Fire Sprinkler, Plumbing, HVAC, Electrical

General Requirements & Direct Costs - Direct Cost Factors (Construction Contingency & General Conditions)

Additional Direct Costs (Approved Change Orders, Guest Room Furnishings, Conference & Dining Furnishings, Audio Visual Package)

Other Upgrades Being Considered (Bus Circle, Gift Shop Relocation, Patio)

Notes:

(a) Compare - Column R from Capital Campaign Projects Status Report ** Project Status Report reflects contract amounts received, not expenses paid

* Maletta to develop allocation of

Undesignated Funds. Amounts shown

would be Received Pledges & Gifts is

Pledge Payments & Gifts (Column Q) from

Capital Campaign Project Status Report +

Undesignated Fund allocation

* GFNB Loan is notional amount to be updated with final

(b) Soft cost Expense and Budget do not include Food Catering Services

* Engineers budget for change orders in Additional Direct Costs, Silver Bay reflects change orders above in the appropriate Major Group

Expenses thru 12/31/19

Waterproofing & Caulking, Spray insulation, Siding, Roofing, Applied Fireproofing, Doors, Frames, and Hardware,

Rough and Finish Carpentry, Drywall, Tiling, Resilient Flooring and Carpet, Sound Absorbing Panels, Painting

Silver Bay YMCA

Major Capital Projects Executive Summary

55

SILVER BAY YMCA2018 - 2019 ALL FUND COMPARISON REPORT

JANUARY - DECEMBER

ANNUAL FUND Jan - Dec 2018 Jan - Dec 2019Unrestricted - Annual Fund $611,511 $713,086Restricted - Annual Fund $1,057,954 $1,583,503Vacations Made Possible $950 $2,215Silver Camp $1,782 $480Teen Center $37,500 $52,615Historic Buildings and Grounds $9,323 $600Military R&R Program $5,529 $5,580Cancer Respite Program $889 $600Open Pathways $6,900 $6,000Spiritual Life $5,075 $11,400Gardens and Land $5,200 $0Silver Bay Council $820 $1,015Program $800 $0

$1,744,233 $2,377,095

CAPITALOperating Capital $150,504 $137,694Operating Capital - Parlin Project $20,319 $850,330Operating Capital - Dock Project $51,217 $29,069Capital Campaign - Undesignated $238,084 $31,870Capital Campaign - Inn $168 $0Capital Campaign - William Boyd Center $140,847 $29,505Capital Campaign - Wastewater $232,557 $472,802Capital Campaign - Maintenance Fund $600 $0

$834,296 $1,551,270

BOARD DESIGNATED FUNDBequest $15,574 $230,103

$15,574 $230,103

RESTRICTED ENDOWMENT FUNDSChaplaincy $26,700 $0Joe Halm Fund $11,680 $6,106Tamlyn Christian Emphasis Fund $200,000 $115,288EAF Scholarship $2,689 $385Youth and Government $500 $500International Scholarship Fund $0 $300Timmerman Scholarship Fund $500 $500Costello Scholarship Fund $1,392 $200Memorial Garden $9,150 $7,600Community House Operations $412,296 $116,984Heritage Hall $17,856 $17,726Harold Kline Memorial Fund $300 $900Helen Hughes Memorial Chapel $2,000 $2,500Peter Neal Scholarship $7,871 $7,596Leadership Forum Scholarship $10,946 $0Scott Music Fund $2,000 $0Ted Shuster Memorial Fund $800 $200String Quartet Fund $800 $7,900Adele Hepbron Art Fund $1,567 $1,662Ellis Scholarship $250 $0

$709,298 $286,347

GRAND TOTALS: $3,303,401 $4,435,81456

1

Operating Revenue Summary

2019 Actuals shortfall of ($48K), or (1.0%) vs. 2019 Budget

Expectation of revenue increase of $499K, or +11.6%

63

2

Operating Revenue Summary

2020 Budget expects total revenue to increase $621K, or +13.0% vs. 2019 Actuals $K 2020 Budget 2019 Actual Change Conference $2,634 $2,153 +$481 Of the $2,634K budget as of Jan 28, 2020, $1,752K is forecasted with upside potential, leaving $882K gap. 5 leads totaling $135K being actively pursued.

64

3

Budget Expense Summary

2020 Budget • $0.5 MM above 2019 Actual driven by primarily by Payroll (planned for full staffing and minimum wage increase of

13.4% from $10.40 to $11.80), Benefits (planned for full staffing) and Food Service increases (because of higher guest volume and food costs)

• ($0.1 MM) decrease in Depreciation based on revised figures

2019 2019 vs. Budget

Variance (Fav) / Unfav 2020 2020 Budget vs. 2019 Variance (Fav) / Unfav

Budget Results (Unaudited) $ % Budget $ %

Payroll 3,328,124 $ 3,150,581 $ (177,543) $ (5.3%) 3,464,026 $ 313,445 $ 9.9% Benefits 712,741 $ 647,733 $ (65,008) $ (9.1%) 752,190 $ 104,457 $ 16.1% People 106,000 $ 86,262 $ (19,738) $ (18.6%) 93,000 $ 6,738 $ 7.8% Staff Expenses 65,859 $ 54,273 $ (11,586) $ (17.6%) 56,769 $ 2,496 $ 4.6% People-related 4,212,724 $ 3,938,850 $ (273,874) $ (6.5%) 4,365,985 $ 427,135 $ 10.8%

Food Service 642,599 $ 584,737 $ (57,862) $ (9.0%) 706,885 $ 122,148 $ 20.9% Occupancy 491,455 $ 531,785 $ 40,330 $ 8.2% 578,526 $ 46,741 $ 8.8% Maintenance 202,227 $ 258,487 $ 56,260 $ 27.8% 232,004 $ (26,483) $ (10.2%) Gift Shop and Store Product / Office Supplies 107,100 $ 119,605 $ 12,505 $ 11.7% 109,059 $ (10,546) $ (8.8%) Dues 89,547 $ 96,715 $ 7,168 $ 8.0% 88,866 $ (7,849) $ (8.1%) Bank Fees 349,000 $ 319,871 $ (29,129) $ (8.3%) 326,000 $ 6,129 $ 1.9% Equipment and Repairs 35,728 $ 48,546 $ 12,818 $ 35.9% 41,645 $ (6,901) $ (14.2%) Marketing 84,972 $ 75,327 $ (9,645) $ (11.4%) 100,000 $ 24,673 $ 32.8% All Other ex Depreciation and Bad Debt 498,089 $ 521,217 $ 23,128 $ 4.6% 553,946 $ 32,730 $ 6.3%

Total ex Depreciation and Bad Debt 6,713,441 $ 6,495,139 $ (218,302) $ (3.3%) 7,102,916 $ 607,777 $ 9.4% Depreciation 1,100,000 $ 1,099,992 $ (8) $ (0.0%) 1,000,000 $ (99,992) $ (9.1%) Bad Debt 7,500 $ 150 $ (7,350) $ (98.0%) 3,000 $ 2,850 $ 1897.3% Total Expense w Depreciation and Bad Debt 7,820,941 $ 7,595,281 $ (225,660) $ (2.9%) 8,105,916 $ 510,635 $ 6.7%

65

$-

$500,000

$1,000,000

$1,500,000

$2,000,000

$2,500,000

$3,000,000

$3,500,000

$4,000,000

Payroll Benefits People Staff Expenses Food Service Occupancy Maintenance Gift Shop andStore Product /Office Supplies

Dues Bank Fees Equipment andRepairs

Marketing All Other exDepreciationand Bad Debt

2020 Budget vs. 2019 Actuals (Unaudited) / 2018 Actual Spending excluding Depreciation and Bad Debt

2018 Actual 2019 Actual (Unaudited) 2020 Budget 2019 Budget 4

Budget Expense Summary

61-63% People-related

2020 Budget • $0.5 MM above 2019 Actual driven by primarily by Payroll, Benefits and Food Service

increases

66

5

2020 Estimated Uses of Operating Cash (Pro forma)

5

$K YE18 YE19 Adjustments Adj YE19 Board Designated Fund (Cash) 2,984 2,237 2,237 Operating (Cash) 1,493 (A) 2,427 (2,000) (A) 427 Line of Credit (Debt) (200) (950) (950) Net Operating Cash 4,277 1,714 2020 Projected Uses of Cash – Operating (from 2020 Budget) Operating Revenue 5,385 Operating Expense (excluding Depreciation) 7,105 Operating Net Income Gap (excluding Depreciation) (1,720) Funding Unrestricted Annual Giving 800 Operating Funding from Restricted Funds 100 Assumed Change in Working Capital - Assumed Unrealized Return on Investments - Total Estimated Cash Needs (820)

Note (A): 2018 reduced by $1 MM funds received designated for WBC debt reduction. 2019 reduced by $1.5 MM funds received designated for WBC debt reduction and $0.5 MM restricted donations

2020 is expected to require ~$0.8 MM in cash based on 2020 budget Funding for this shortfall will be a Finance Committee discussion

67

Silver Bay YMCA

2020 Budget

2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act

Budget Preliminary Budget $ Variance $ Variance

Actuals

GUEST USE

GUEST USE REVENUE

GUEST USE

Conference Programming $17,500 $10,931 $17,000 $6,569 ($6,069)

Special Events $90,000 $95,092 $81,750 ($5,092) $13,342

Conference Revenue $2,634,341 $2,152,935 $2,332,025 $481,406 ($179,090)

Gratuities $197,812 $176,541 $174,452 $21,271 $2,089

TOTAL GUEST USE $2,939,653 $2,435,499 $2,605,227 $504,154 ($169,728)

FOOD SERVICE

Visitor Meals $105,000 $107,530 $96,616 ($2,530) $10,914

TOTAL FOOD SERVICE $105,000 $107,530 $96,616 ($2,530) $10,914

GUEST SERVICES

Guest Revenue $1,512,703 $1,411,203 $1,282,800 $101,500 $128,403

Vending $1,200 $1,704 $1,000 ($504) $704

Guest Transportation $0 $0 $0 $0 $0

TOTAL GUEST SERVICES $1,513,903 $1,412,907 $1,283,800 $100,996 $129,107

TOTAL GUEST USE REVENUE $4,558,556 $3,955,936 $3,985,643 $602,620 ($29,707)

Page 1 of 15 68

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Actuals

GUEST USE EXPENSE

CONFERENCE SERVICES

Payroll $271,407 $157,402 $162,876 $114,005 ($5,474)

FICA $20,763 $11,929 $12,460 $8,834 ($531)

Health Insurance $27,289 $17,204 $21,456 $10,085 ($4,252)

Retirement $15,569 $6,945 $9,142 $8,624 ($2,197)

Life Insurance $925 $659 $950 $266 ($291)

Staff Recruiting $975 $216 $200 $759 $16

Staff Training $487 $3,233 $5,000 ($2,746) ($1,767)

Staff Relations $487 $345 $400 $142 ($55)

Supplies $1,046 $1,367 $1,200 ($321) $167

Office Supplies $487 $529 $400 ($42) $129

Telephone $3,936 $3,471 $4,800 $465 ($1,329)

Independent Contractors $5,000 $3,711 $5,700 $1,289 ($1,989)

TOTAL CONFERENCE SERVICES $348,371 $207,011 $224,584 $141,360 ($17,573)

FOOD SERVICE

Payroll $486,211 $438,263 $486,856 $47,948 ($48,593)

FICA $37,195 $28,174 $37,244 $9,021 ($9,070)


Retirement $12,841 $14,979 $14,045 ($2,138) $934

Life Insurance $800 $776 $700 $24 $76

Staff Recruiting $1,000 $2,025 $600 ($1,025) $1,425

Staff Training $1,500 $501 $2,000 $999 ($1,499)

Staff Relations $6,500 $7,286 $8,300 ($786) ($1,014)

Cost of Goods Sold - Food $640,480 $530,255 $584,074 $110,225 ($53,819)

Special Events Food $17,586 $15,966 $11,025 $1,620 $4,941

Cost of Goods Sold - Supplies $31,319 $24,492 $34,500 $6,827 ($10,008)

Linens $500 $0 $1,000 $500 ($1,000)

Office Supplies $975 $266 $1,200 $709 ($934)

Telephone $975 $526 $600 $449 ($74)

Equipment and Repairs $17,000 $14,024 $12,000 $2,976 $2,024

TOTAL FOOD SERVICE $1,293,077 $1,113,496 $1,232,676 $179,581 ($119,180)

Page 2 of 15 69

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2019 BU vs

2019 Pre Act


Actuals

GUEST SERVICES

Payroll $224,239 $201,633 $237,726 $22,606 ($36,093)

FICA $17,154 $14,954 $18,186 $2,200 ($3,232)

Health Insurance $16,978 $16,482 $10,660 $496 $5,822

Retirement $8,663 $9,577 $8,457 ($914) $1,120

Life Insurance $525 $487 $700 $38 ($213)

Staff Recruiting $1,000 $1,253 $900 ($253) $353

Staff Training $6,000 $5,610 $8,950 $390 ($3,340)

Staff Relations $975 $503 $1,015 $472 ($512)

Supplies $4,873 $5,422 $5,850 ($549) ($428)

Office Supplies $975 $216 $1,600 $759 ($1,384)

Telephone $4,873 $4,210 $4,300 $663 ($90)

TOTAL GUEST SERVICES $286,255 $260,347 $298,344 $25,908 ($37,997)

HOSPITALITY SERVICES

Payroll $543,157 $507,684 $533,588 $35,473 ($25,904)

FICA $41,552 $32,773 $40,819 $8,779 ($8,046)


Retirement $16,906 $19,214 $25,704 ($2,308) ($6,490)

Life Insurance $1,025 $1,052 $1,000 ($27) $52

Staff Recruiting $1,500 $1,274 $400 $226 $874

Staff Training $487 $0 $850 $487 ($850)

Staff Relations $1,462 $1,865 $2,228 ($403) ($363)

Office Supplies $487 $1,279 $1,500 ($792) ($221)

Telephone $975 $477 $500 $498 ($23)

Room Service $42,300 $42,257 $44,706 $43 ($2,449)

Laundry and Linen Supplies $30,000 $27,848 $21,744 $2,152 $6,104

Outside Laundry Service $37,000 $35,717 $35,000 $1,283 $717

Equipment and Repairs $16,000 $25,502 $19,875 ($9,502) $5,627

Conference Setup $6,822 $4,875 $10,691 $1,947 ($5,816)

TOTAL HOSPITALITY SERVICES $798,194 $745,023 $798,647 $53,171 ($53,624)

TOTAL GUEST USE EXPENSE $2,725,897 $2,325,877 $2,554,251 $400,020 ($228,374)

Page 3 of 15 70

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2020 2019 2019

2020 BU vs

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2019 BU vs

2019 Pre Act


Actuals

NET INCOME/(LOSS) FROM GUEST USE $1,832,659 $1,630,059 $1,431,392 $202,600 $198,667

PROGRAM

PROGRAM REVENUE

Basic Membership $80,670 $75,665 $89,600 $5,005 ($13,935)

Program Fees $237,140 $228,141 $226,453 $8,999 $1,688

Craft Shop $25,500 $24,724 $26,000 $776 ($1,276)

Art Department $2,500 $2,029 $2,200 $471 ($171)

Lake Tours $18,300 $17,798 $16,009 $502 $1,789

Boathouse $61,000 $57,736 $49,693 $3,264 $8,043

Program Services $14,050 $11,717 $8,230 $2,333 $3,487

Emp Play $1,000 $1,168 $1,300 ($168) ($132)

Offerings $8,000 $7,539 $8,000 $461 ($461)

Grants $0 $0 $0 $0

TOTAL PROGRAM REVENUE $448,160 $426,517 $427,485 $21,643 ($968)

Page 4 of 15 71

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2020 2019 2019

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Actuals

PROGRAM EXPENSE

Payroll $465,130 $440,605 $447,845 $24,525 ($7,240)

FICA $35,582 $32,775 $34,260 $2,807 ($1,485)

Health Insurance $19,881 $32,329 $25,558 ($12,448) $6,771

Retirement $10,446 $11,366 $5,228 ($920) $6,138

Life Insurance $950 $1,011 $900 ($61) $111

Staff Recruiting $2,924 $3,666 $3,800 ($742) ($134)

Staff Training $6,000 $9,654 $6,700 ($3,654) $2,954

Staff Relations $2,924 $2,740 $4,380 $184 ($1,640)

Supplies $13,156 $9,872 $11,534 $3,284 ($1,662)

Office Supplies $975 $1,170 $900 ($195) $270

Telephone $6,334 $4,128 $4,000 $2,206 $128

Equipment and Repairs $21,669 $23,043 $14,453 ($1,374) $8,590

Tennis Court $9,400 $4,903 $6,950 $4,497 ($2,047)

Craft Shop $9,000 $3,456 $8,500 $5,544 ($5,044)

Art Department $487 $330 $500 $157 ($170)

Emp Play $1,000 $1,270 $1,300 ($270) ($30)

Boat Maintenance $4,873 $5,196 $9,250 ($323) ($4,054)

Program Faculty $64,850 $71,295 $40,450 ($6,445) $30,845

World Service $1,500 $1,500 $1,500 $0 $0

Grant Contractors & Expenses $0 $0 $0 $0 $0

Open Pathways $0 $0 $0 $0 $0

TOTAL PROGRAM EXPENSE $677,081 $660,309 $628,008 $16,772 $32,301

NET INCOME/(LOSS) FROM PROGRAM ($228,921) ($233,792) ($200,523) $4,871 ($33,269)

Page 5 of 15 72

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2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act


Actuals

TEEN CENTER

TEEN CENTER REVENUE

Grants $20,000 $38,500 $5,000 ($18,500) $33,500

Leaders Club $2,500 $1,941 $2,500 $559 ($559)

TOTAL TEEN CENTER REVENUE $22,500 $40,441 $7,500 ($17,941) $32,941

TEEN CENTER EXPENSE

Payroll $83,239 $75,087 $83,595 $8,152 ($8,508)

FICA $6,368 $5,614 $6,395 $754 ($781)

Health Insurance $4,715 $5,458 $4,768 ($743) $690

Retirement $8,933 $7,274 $6,541 $1,659 $733

Life Insurance $150 $156 $360 ($6) ($204)

Staff Recruiting $100 $67 $500 $33 ($433)

Staff Training $0 $0 $200 $0 ($200)

Staff Relations $0 $80 $180 ($80) ($100)

Supplies $7,877 $10,969 $5,800 ($3,092) $5,169

Bus Transportation $900 $0 $900 $900 ($900)

Rent $9,000 $6,000 $18,000 $3,000 ($12,000)

Facility Cleaning $3,000 $2,000 $6,000 $1,000 ($4,000)

Open Pathways $0 $0 $500 $0 ($500)

TOTAL TEEN CENTER EXPENSE $124,282 $112,705 $133,739 $11,577 ($21,034)

NET INCOME/(LOSS) FROM TEEN CENTER ($101,782) ($72,264) ($126,239) ($29,518) $53,975

Page 6 of 15 73

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2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act


Actuals

CHILDREN'S PROGRAMS

CHILDREN'S PROGRAMS REVENUE

Silver Camp $131,094 $125,808 $154,204 $5,286 ($28,396)

Swim Lessons $4,360 $4,152 $3,960 $208 $192

Grants $5,000 $1,250 $5,000 $3,750 ($3,750)

TOTAL CHILDREN'S PROGRAMS REVENUE $140,454 $131,210 $163,164 $9,244 ($31,954)

CHILDREN'S PROGRAM EXPENSE

Payroll $169,679 $165,145 $165,660 $4,534 ($515)

FICA $12,980 $12,276 $12,673 $704 ($397)

Health Insurance $2,357 $1,839 $2,384 $518 ($545)

Retirement $2,807 $1,318 $1,936 $1,489 ($618)

Life Insurance $48 $52 $70 ($4) ($18)

Staff Recruiting $975 $784 $2,220 $191 ($1,436)

Staff Training $3,400 $0 $1,200 $3,400 ($1,200)

Staff Relations $975 $554 $1,260 $421 ($706)

Supplies $9,258 $8,900 $9,510 $358 ($610)

School Bus $4,385 $4,024 $6,000 $361 ($1,976)

Open Pathways $26,000 $26,576 $27,324 ($576) ($748)

TOTAL CHILDREN'S PROGRAM EXPENSE $232,864 $221,468 $230,237 $11,396 ($8,769)

NET INCOME/(LOSS) FROM CHILDREN'S PROGRAMS ($92,410) ($90,258) ($67,073) ($2,152) ($23,185)

Page 7 of 15 74

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2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act


Actuals

GIFT SHOP

GIFT SHOP REVENUE

Gift Shop $101,000 $101,722 $115,000 ($722) ($13,278)

TOTAL GIFT SHOP REVENUE $101,000 $101,722 $115,000 ($722) ($13,278)

GIFT SHOP EXPENSE

Payroll $36,679 $46,587 $51,301 ($9,908) ($4,714)

FICA $2,806 $3,480 $3,925 ($674) ($445)

Health Insurance $6,483 ($9) $0 $6,492 ($9)

Retirement $0 $2,505 $3,500 ($2,505) ($995)

Life Insurance $75 $78 $150 ($3) ($72)


Staff Training $0 $0 $0 $0 $0

Staff Relations $100 $93 $100 $7 ($7)

Cost of Goods Sold $49,000 $48,734 $50,000 $266 ($1,266)

Telephone $125 $103 $100 $22 $3

Office Suppies $275 $175 $200 $100 ($25)

TOTAL GIFT SHOP EXPENSE $95,943 $101,768 $109,376 ($5,825) ($7,608)

NET INCOME/(LOSS) FROM GIFT SHOP $5,057 ($46) $5,624 $5,103 ($5,670)

Page 8 of 15 75

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2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act


Actuals

STORE

STORE REVENUE

Store $105,000 $100,627 $105,000 $4,373 ($4,373)

TOTAL STORE REVENUE $105,000 $100,627 $105,000 $4,373 ($4,373)

STORE EXPENSE

Payroll $55,238 $51,181 $59,651 $4,057 ($8,470)

FICA $4,226 $3,922 $4,563 $304 ($641)

Staff Recruiting $100 $181 $0 ($81) $181

Staff Relations $300 $0 $300 $300 ($300)

Product $45,000 $55,723 $39,000 ($10,723) $16,723

Equipment and Repairs $1,000 $0 $1,400 $1,000 ($1,400)

Telephone $0 $30 $45 ($30) ($15)

TOTAL STORE EXPENSE $105,864 $111,037 $104,959 ($5,173) $6,078

NET INCOME/(LOSS) FROM STORE ($864) ($10,410) $41 $9,546 ($10,451)

FISHER LOUNGE

FISHER LOUNGE REVENUE

Fisher Lounge $9,500 $7,467 $8,000 $2,033 ($533)

TOTAL FISHER LOUNGE REVENUE $9,500 $7,467 $8,000 $2,033 ($533)

FISHER LOUNGE EXPENSE

Payroll $4,630 $7,123 $3,680 ($2,493) $3,443

FICA $354 $545 $282 ($191) $263

Product $4,873 $5,806 $4,000 ($933) $1,806

TOTAL FISHER LOUNGE EXPENSE $9,857 $13,474 $7,962 ($3,617) $5,512

NET INCOME/(LOSS) FROM FISHER LOUNGE ($357) ($6,007) $38 $5,650 ($6,045)

Page 9 of 15 76

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2020 2019 2019

2020 BU vs

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2019 BU vs

2019 Pre Act


Actuals

MANAGEMENT AND UNALLOCATED OVERHEAD

Administration

Payroll $549,942 $575,599 $606,302 ($25,657) ($30,703)

FICA $42,071 $40,299 $46,382 $1,772 ($6,083)

Health Insurance $56,060 $59,920 $62,697 ($3,860) ($2,777)

Retirement $52,891 $51,788 $58,014 $1,103 ($6,226)

Life Insurance $1,600 $1,788 $2,200 ($188) ($412)


Staff Training $7,000 $2,538 $3,000 $4,462 ($462)

Staff Relations $1,462 $1,289 $2,000 $173 ($711)

Office Supplies $5,000 $4,956 $7,000 $44 ($2,044)

Telephone $7,309 $7,132 $6,000 $177 $1,132

Postage $5,500 $4,347 $6,800 $1,153 ($2,453)

Systems $107,005 $95,708 $75,000 $11,297 $20,708

Professional Services $17,700 $17,600 $17,600 $100 $0

Payroll Service $35,750 $37,485 $25,000 ($1,735) $12,485

Board Development $2,000 $1,777 $2,000 $223 ($223)

Other Administrative Expense $20,465 $21,420 $17,500 ($955) $3,920

Medical Supplies $500 $295 $1,380 $205 ($1,085)

Total Administration $912,742 $924,136 $939,375 ($11,394) ($15,239)

Page 10 of 15 77

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2020 2019 2019

2020 BU vs

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2019 BU vs

2019 Pre Act


Actuals

Development

Payroll $115,521 $112,283 $117,554 $3,238 ($5,271)

FICA $8,837 $8,429 $8,993 $408 ($564)

Health Insurance $7,446 $611 $763 $6,835 ($152)

Retirement $11,377 $6,403 $7,000 $4,974 ($597)

Life Insurance $490 $481 $525 $9 ($44)


Staff Training $4,000 $4,153 $2,676 ($153) $1,477

Staff Relations $100 $48 $200 $52 ($152)

Office Supplies $800 $576 $1,000 $224 ($424)

Telephone $1,700 $1,219 $960 $481 $259

Publications $17,000 $16,889 $14,200 $111 $2,689

Special Events $15,000 $12,227 $14,500 $2,773 ($2,273)

Memorial Gifts Expenditures $3,000 $2,995 $0 $5 $2,995

Total Development $185,271 $166,463 $168,371 $18,808 ($1,908)

Page 11 of 15 78

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2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act


Actuals

Maintenance

Payroll $458,954 $371,989 $371,490 $86,965 $499

FICA $36,478 $29,895 $31,348 $6,583 ($1,453)


Retirement $28,309 $19,857 $18,440 $8,452 $1,417

Life Insurance $1,800 $1,636 $1,700 $164 ($64)


Staff Training $1,462 $2,254 $3,000 ($792) ($746)

Staff Relations $1,200 $1,158 $2,500 $42 ($1,342)

Accommodation Repairs $16,567 $12,794 $12,248 $3,773 $546

Cottage Repairs $5,000 $3,171 $2,500 $1,829 $671

Venue Repairs $6,000 $7,075 $660 ($1,075) $6,415

Administration Repairs $4,000 $7,980 $11,000 ($3,980) ($3,020)

Staff Housing Repairs $2,500 $1,348 $2,000 $1,152 ($652)

Ground Materials $27,774 $42,830 $36,100 ($15,056) $6,730

Service Contracts $119,000 $124,753 $87,719 ($5,753) $37,034

Vehicle Maintenance $14,131 $20,863 $15,000 ($6,732) $5,863

Maintenance Supplies $37,032 $37,673 $35,000 ($641) $2,673

Office Supplies $487 $175 $500 $312 ($325)

Telephone $1,949 $1,007 $1,800 $942 ($793)

Total Maintenance $833,899 $737,264 $694,293 $96,635 $42,971

Payroll Taxes

Unemployment Insurance $56,000 $55,008 $57,000 $992 ($1,992)

Workers' Compensation $34,500 $31,062 $42,000 $3,438 ($10,938)

Disability Insurance $2,500 $192 $7,000 $2,308 ($6,808)

Total Payroll Taxes $93,000 $86,262 $106,000 $6,738 ($19,738)

Page 12 of 15 79

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2020 2019 2019

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2019 Pre Act


Actuals

Occupancy

Electricity $155,000 $151,207 $150,000 $3,793 $1,207

Propane $89,000 $88,823 $55,000 $177 $33,823

Fuel Oil $28,000 $26,601 $30,000 $1,399 ($3,399)

Rubbish Removal $30,000 $31,007 $30,000 ($1,007) $1,007

Town Contribution $28,350 $30,000 $28,350 ($1,650) $1,650

Insurance $220,000 $181,845 $175,000 $38,155 $6,845

Total Occupancy $550,350 $509,483 $468,350 $40,867 $41,133

Marketing

Publications/Printing $19,000 $17,737 $21,010 $1,263 ($3,273)

Advertising $78,600 $56,488 $61,462 $22,112 ($4,974)

Website $2,400 $1,102 $2,500 $1,298 ($1,398)

Total Marketing $100,000 $75,327 $84,972 $24,673 ($9,645)

Travel

Transportation $9,000 $6,961 $9,000 $2,039 ($2,039)

Lodging and Meals $7,000 $3,258 $7,000 $3,742 ($3,742)

Vehicle Gas $25,000 $22,766 $29,000 $2,234 ($6,234)

Total Travel $41,000 $32,985 $45,000 $8,015 ($12,015)

Membership Dues

YMCA Fair Share Support $64,684 $63,577 $64,547 $1,107 ($970)

Other Organization Dues $12,182 $10,814 $13,000 $1,368 ($2,186)

Fees and Licenses $12,000 $22,323 $12,000 ($10,323) $10,323

Total Membership Dues $88,866 $96,714 $89,547 ($7,848) $7,167

Bank Fees

Bank Service Charges $95,000 $89,549 $85,000 $5,451 $4,549

Interest on Loan $231,000 $230,322 $264,000 $678 ($33,678)

Total Bank Fees $326,000 $319,871 $349,000 $6,129 ($29,129)

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Actuals

Other Expenses

Bad Debts $3,000 $150 $7,500 $2,850 ($7,350)

Depreciation $1,000,000 $1,099,992 $1,100,000 ($99,992) ($8)

Reserve $0 $0 $0 $0 $0

Total Other Expenses $1,003,000 $1,100,142 $1,107,500 ($97,142) ($7,358)

Net (loss) From Management And Unallocated Overhead $4,134,128 $4,048,647 $4,052,408 $85,481 ($3,761)

OPERATING NET INCOME (LOSS) W/ DEPR ($2,720,746) ($2,831,365) ($3,009,148) $110,619 $177,783

OPERATING NET INCOME (LOSS) W/O DEPR ($1,720,746) ($1,731,373) ($1,909,148) $10,627 $177,775

Page 14 of 15 81

Silver Bay YMCA

2020 Budget

2020 2019 2019

2020 BU vs

2019 Pre Act

2019 BU vs

2019 Pre Act


Actuals

NON-OPERATING

NON-OPERATING REVENUE

Annual Giving

Unrestricted Annual Giving $800,000 $752,955 $606,000 $47,045 $146,955

Restricted Annual Giving $65,000 $1,578,677 $48,350 ($1,513,677) $1,530,327

Total Annual Giving $865,000 $2,331,632 $654,350 ($1,466,632) $1,677,282

Other

Transfer from Board Designated Fund $0 $0 $0 $0 $0

Transfer from Restricted Endowment $100,000 $135,421 $133,840 ($35,421) $1,581

Interest $500 $1,696 $500 ($1,196) $1,196

ML Gift Account Dividends and Interest $500 $1,742 $500 ($1,242) $1,242

ML Gift AccountNet Gain/(Loss) $500 $3,743 $0 ($3,243) $3,743

Discounts Taken $0 $95 $0 ($95) $95

Gift Certificates $0 $275 $0 ($275) $275

Total Other $101,500 $142,972 $134,840 ($41,472) $8,132

TOTAL NON-OPERATING REVENUE $966,500 $2,474,604 $789,190 ($1,508,104) $1,685,414

NET INCOME/(LOSS) FROM NON-OPERATING $966,500 $2,474,604 $789,190 ($1,508,104) $1,685,414

NET SURPLUS/(DEFICIT) WITH DEPRECIATION ($1,754,246) ($356,761) ($2,219,958) ($1,397,485) $1,863,197

NET SURPLUS/(DEFICIT) WITHOUT DEPRECIATION ($754,246) $743,231 ($1,119,958) ($1,497,477) $1,863,189

Total Revenue $6,351,670 $7,238,524 $5,600,982 ($886,854) $1,637,542

Total Operating Revenue $5,385,170 $4,763,920 $4,811,792 $621,250 ($47,872)

Total Expense $8,105,916 $7,595,285 $7,820,940 $510,631 ($225,655)

Total Expense Excluding Depreciation $7,105,916 $6,495,293 $6,720,940 $610,623 ($225,647)

Page 15 of 15 82

Project Budget 20% MSF

Total

Project

Board

Designate

d Fund

Restricted

Endowment

Total

Donations

Pledges &

Gifts

Received

Donatons

Pledge

Payments

& Gifts

Outstanding

Pledges

Silver Bay

Operations Other

TOTAL

FUNDING

Funds

Received

%

Funds

Raised %

Accumulative

Expenditures

as of 1/31/20

Accumulative

Expenditures

% of Budget

Paid

Expenditures

as of 1/31/20

Paid

Expenditure

s % of

Budget

Forecast as

of 1/31/20

Forecast

% +/-

Funds

Needed

to

Complet

e Project

BOARD DESIGNATED FUND $158,631 $158,631

2019 Project Overruns $11,625

Water Loan $37,500

Housekeeping Washing Machine $15,100

Nassau - Foundation & Interior $25,000

Inn - Generator $10,000

Oak & Summit - Generator $10,000

IT/Computers $23,000

TOTAL $132,225 $158,631Net Sources & Uses $26,406

RESTRICTED ENDOWMENT FUNDS

Watson - Bathrooms & Ceiling $1,293 $1,293 $1,293

Joe & Pete Memorial Field $5,000 $5,000 $5,000Horn Nature Trail - Kiosk, Upgrading

Trail, Plantings, Rebuild Bridges $10,000 $10,000 $10,000Fisher Gymnasium - Bathroom

Flooring & Dance Studio Floor

Refinishing $10,710 $10,710 $10,710

TOTAL $27,003 $27,003Net Sources & Uses $0

OPERATING CAPITAL GIVING

Parlin $309,791 $193,242 $503,033 $206,700 $206,700

Bay Beach - Ramp $9,000 $0

Bay Beach - Raft/Lifeguard Chair $6,000 $0

Wiliam Boyd Center - Ramp to Patio $5,500 $0

Morse Hall - Front Stairs $15,000 $0

Chapel - Sign $11,000 $0

Children's Pavilion - Playground $42,000 $0

Inn Circle - Sign $2,500 $0

TOTAL $400,791 $206,700Net Sources & Uses ($194,091)

Silver Bay YMCA

Capital Improvement & Equipment Budget & Tracking Schedule

2020 Budget Proposal

Funding

83

Silver Bay YMCA Eight Factors to Appropriate Funds from Restricted Funds

On February 15, 2020, the Finance Committee Chair will present to the Board of SBA the recommendation that they approve an appropriation for expenditure from SBA’s four Restricted Endowment Accounts in the amount of $6,000 by application of a spending policy set up by the donor. A breakdown of the four accounts and the withdrawal amounts are found below. Name of Account

Purpose of Account

Original Gift Amount and

Year Established

Current Balance

as of 12/31/19

Allowable Under

Spending Policy

Recommended Withdrawal

Amount

Dwight Cutler Sarjeant

Upkeep of Tennis/Handball Backboard

$14,000 1998

$80,906 $66,906 $0

Craft Shop

Supplies, Equipment and Materials for Craft Shop

$13,000 1977

$6,947 $0 $0

String Quartet

Support of Staff and Program

$10,000 1989

$54,050 $44,050 $6,000

*The spending policy is now established by the Board each year, per NYPMIFA. If the market value of the fund falls below the original gift amount, no withdrawal will be allowed. Ted Shuster Memorial

Salary for Summer EMP Play Director

$35,000 2006

$55,569 $2,746 $0

Original Gift $35,000 PLUS Accumulative Additions $3,705 PLUS Accumulative Earnings $15,636 PLUS Accumulative Realized Gain $17,470 PLUS Accumulative Unrealized Loss $4,429

LESS Accumulative Expense ($2,846) LESS Accumulative Withdrawals ($17,824) = $55,570 Earnings Only = Current Balance $55,570, Less Original Gift ($35,000), Less Accumulative

Withdrawals ($17,824) = Allowable Under Spending Policy $2,746 There is a fifth account that Silver Bay is treating as a Term Endowment. In 2002 and 2003, SBA received a bequest from the Koch Estate that limited any withdrawals during the first twenty five years to earnings only. After the 25 years has past, the full principal balance will become available for withdrawal. The Board set aside part of this bequest to cover the 20% of building renovations for certain projects completed during the Centennial Capital Campaign, with the remainder being available for other maintenance needs on a yearly basis. We are also applying an annual CPI factor to protect the principal from inflation losses. In November 2018, the Board approved a motion to withdraw $700,000 in interest earnings from the bequest to help fund $3.5 million in essential campus wastewater improvements. The Board found that a failure to move forward with planned improvements presented risks both to Silver Bay’s operations and its reputation as a steward of Lake George.

84

Name of Account

Purpose of Account

Original Gift

Amount and Year

Established

Calculated Threshold Amount

Current Balance

as of 12/31/20

Allowable Under

Spending Policy

Recommended Withdrawal

Amount

Koch Bequest

Centennial Capital Campaign Building Renovations and other Maintenance needs

$901,940 - 2002 $173,638 - 2003

$1,637,027 $1,294,410 $0 $0

Allowable Under Spending Policy – Year end market value less threshold amount, defined as accumulative CPI or 3% (whichever is higher) each year for 25 years.

The Board should consider the following eight factors in making its decision to appropriate from these endowment accounts: 1. The duration and preservation of the endowment accounts: These four restricted endowments accounts are of perpetual duration and the current needs to support the intended programs must be balanced against the needs of the programs in the future. The fifth account is restricted in its use of principal for 25 years. We are cognizant of the need to preserve the account during this time period and have established a spending policy which requires that we first reserve an amount equal to the current CPI or 3%, whichever is higher, and then make available for withdrawal whatever earnings are remaining. 2. The purposes of SBA and the endowment fund: SBA is a charitable organization that serves individuals, families and conferences, regardless of faith, religion, gender, ethnicity or ability to pay full costs, with the opportunities to renew, refresh and nurture their spirit, mind and body. We are dedicated to youth development, healthy living and social responsibility. The four endowment accounts are limited in use and the withdrawals are used to enhance the programs that they were intended for. 3. General economic conditions: The economic expansion that began in mid-2009 under President Obama has continued for 126 months (as of December 2019), the longest expansion on record. It is also among the weakest expansions on record. Real GDP since 2009 has grown by roughly 26%, compared to 42.6% for the next longest expansion (1991-2001). In 2019, annual GDP growth slowed to 2.3%, down from 2.9% in 2018. Inflation, as measured by the Consumer Price Index (CPI), was 1.8 percent in 2019, down from 2.4 percent in 2018 and 2.1 percent in 2017. The US federal budget deficit grew to $960 billion, the highest level in seven years, and is expected to $1 trillion in 2020. Recession fears were stoked at two points in 2019, but economic activity recovered. Looking to 2020, the economy faces risks from the coronavirus pandemic, trade tensions, financial market volatility, and a persistent incapacity of governments, international institutions, and individuals to respond effectively to global challenges, including climate change, income inequality, and the mass movement of people fleeing unstable conditions in their homelands. 4. The possible effect of inflation and deflation: The possible effect of inflation or deflation to these four endowment accounts will be minimal. For the fifth account, we have built in a CPI factor for each year during the 25 years the account is restricted to earnings only spending. Inflation has increased dramatically since 2015 but is still below the 50-year average (Headline CPI was 1.8% for 2019: the 50-year average is 4.0%). 5. The expected total return from income and the appreciation of investments: The S&P 500 had a total return of 30.4% for 2019. The broad US bond market, as measured by the Bloomberg Barclays US Aggregate Index, returned 9%. As the expansion runs its course, the 85

probability of a recession increases. Stock prices are very high by historical measures. The cyclically adjusted price-earnings ratio (the inflation-corrected stock price divided by the lagging ten-year average of real earnings) is at 30.9, compared to the long-term (1881-present) ratio of 17.0. This suggests that stock prices will revert to more reasonable levels at some point. 6. Other resources of SBA: There is limited availability of other endowment funds and their restrictions preclude us from using the funds for other purposes. 7. Where appropriate and circumstances would otherwise warrant alternatives to expenditure of the endowment fund, giving due consideration to the effect that such alternatives may have on SBA: The operating budget for 2019 had a deficit that is carried on the line of credit. The 2020 adopted budget has an expected deficit. Resources are likely to be needed in 2020 to manage the deficit. Resources include the Board Designated Fund and the line of credit (to the extent that it is available). 8. The investment policy of SBA: We have reviewed SBA’s investment policy, and determined that the proposed appropriation is consistent with the return goals of the investment policy.

86

Name of Account

Purpose of Account

Current Balance as of 12/31/19

Allowable

Withdrawal Amount

Withdrawal Amount

Usage

Brookside Community House & Trinity

Facility Maintenance

$413,389 $413,389 $250 Brookside Window Repair

Gray Memorial Pavilion


$24,896 $24,896 $0

Fisher Gymnasium


$69,592

$69,592 $10,710 Bathrooms Flooring, Dance Studio Floor Refinishing

Hughes Chapel Facility Maintenance

$18,939 $18,939 $0

Sproul Pavilion Facility Maintenance

$3,305 $3,305 $0

Children's Pavilion


$63,724 $63,724 $0

McFeely Lounge Facility Maintenance - McFeely Lounge

$42,863 $43,863 $0

87

Name of Account

Purpose of Account


Allowable Withdrawal Amount

Withdrawal Amount

Usage

Grinwis Scholarship

Support International EMP Recruiting

$81,638 $81,638 $0

Adele Hepbron Arts

Watson Facility Maintenance & Support needs in all the Arts.

$53,759 $53,759 $1,293 Watson Bathrooms & Ceiling

Nature Center Equipment &

Furnishings for McCoy Center & SB Nature Program

$278,037 $278,037 $0

Beck Memorial Fund

Supplies & Maintenance Shuffleboard Courts and Archery Program

$25,403 $25,403 $500 Archery Supplies

Chaplaincy Chaplain

Position $48,912 $48,912 $35,000 Support

Chaplain Salary

Faubert Memorial Fund

Maintain Faubert Memorial

$8,796 $8,796 $0

Kline Memorial Fund

Maintain Micro Disc Golf Course

$5,058 $5,058 $0

88

Name of Account

Purpose of Account


Allowable Withdrawal

Amount

Withdrawal Amount

Usage

Horn Nature Trail

Maintenance & Interpretive Materials

$32,618 $32,618 $10,000 Maintenance of Trail, Kiosk

Memorial Gardens

Maintain Memorial Gardens

$197,014 $197,014 $10,000 Gardens Care

Scott Music Special

Needs Related to the Music Program

$17,766 $17,766 $500 Piano Tuning

Marshall Music Staff

Composer, Youth Music Program, and Maintain Equipment

$59,226 $59,226 $300 Music Supplies

Theimer Memorial Fund

Support & Enhance Opportunities for Bridge and Treasure Hunts

$17,732 $17,732 $0

Feck (HIM) Fund

Speakers for the Annual Leadership Forum Conference

$1,502 $1,502 $1,502 Leadership Forum Conference Speakers

Youth & Government

Fund Youth & Government Activities

$9,936 $9,936 $0

Capital Maintenance Fund

Support Capital Maintenance

$1,749,941 $1,749,941 $76,884 Campus Maintenance

89

Name of Account

Purpose of Account


Allowable Withdrawal

Amount

Withdrawal Amount

Usage

Eastham Lobby Facility Maintenance – Eastham Lobby

$22,025 $22,025 $0

Heritage Hall Supplies for

the Heritage Hall Museum

$21,802 $21,802 $0

Joe Halm Memorial

Softball Field or Equipment

$17,466 $17,466 $5,000 Joe & Pete Memorial Field

Spruce Cottage Facility

Maintenance $28,203 $28,203 $0

Tamlyn Christian Emphasis Fund

Spiritual Life Director & Chaplaincy Position

$438,354 $438,354 $0

90

Secretary’s Certificate

I, the undersigned, Secretary of the Silver Bay Association for Christian Conference and Training, the

corporation above named, hereby certify that I have compared the foregoing copy of a resolution with

the original duly adopted by the Board of Directors of said corporation, at a meeting of said Board duly

called and held on the 15th day of February, 2020, which a quorum of said Board was present, and that

the same is true and correct transcript of said resolution, and of the whole thereof, entered in the

regular book of minutes of proceedings of said Board.

RESOLVED, by the Board of Directors of the Silver Bay Association, that the Glens Falls National Bank &

Trust Company be and the same hereby is designated as the depository of the funds of this corporation,

and that the same be subject to check made in the corporate name, signed by, Emily Clark, Secretary,

and that a copy of this resolution, certified by the Secretary, be transmitted to the said depository.

That the foresaid officers of this corporation be and they hereby are authorized, from time to time, for

and on behalf of this corporation, to make, sign and endorse checks, drafts, notes, obligation,

agreements of other instruments: to effect loans at any time or times for this corporation from the

Glens Falls National Bank and Trust Company and give security and to execute and deliver one or more

notes or other written obligations of the corporation for such loans; to sell, assign, discount or

rediscount with said Glens Falls National bank and Trust Company any and all commercial paper, bills,

receivables, contracts of conditional sale and other instruments and evidences of debt held by the

corporation.

I, the undersigned, Secretary of the Silver Bay YMCA of the Adirondacks, the corporation above named,

hereby certify that I have compared foregoing copy of the resolution with the original duly adopted by

the Board of Directors of said corporation, at a meeting of said Board duly called and held on the 15th

day of February, 2020, which a quorum of said Board was present, and that the same is a true and

correct transcript of said resolution, and of the whole thereof, entered in the regular book of minutes of

proceedings of said Board.

And, I do hereby further certify that the following names persons have been duly elected, and now are

the officers of said corporation noted above:

President Adam Pearsall

Vice President Stephanie Wagoner

Vice President Phil White

Treasurer Dominic Colafati

Secretary Emily Clark

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the seal of said corporation this 15th

day of February, 2020.

____________________________________

Emily Clark

Secretary 91

Operating #9389091131 Capital Campaign #10709485 Payroll #10254309 William Boyd Center Construction Account #13127242

AUTHORITY TO OPEN AND MAINTAIN BANK ACCOUNT

Date:_____February 15, 2020_______

To: Glens Falls National Bank & Trust Company 250 Glen Street Glens Falls, NY 12801 This is to certify that at regular meetings of the Board of Trustees of the Silver Bay Association for Christian Conferences and Training, held on February 15, 2020, at which a quorum was present, the following officers have been duly elected and are currently serving until their successors shall be elected and have qualified: ______Adam Pearsall_______________________ President (CVO) ______Stephanie Wagoner__________________ Vice President (CV) ______Phil White _________________________ Vice President (CV) ______Emily Clark__________________________ Secretary ______Dominic Colafati _____________________ Treasurer Pursuant to the By-Laws of this organization or an appropriate resolution adopted by its Board of Trustees, funds on deposit in a bank may be withdrawn by one of the following officers:

Steven K. Tamm or Carolyn Close or Nicholas Rama

And the same officers are authorized to endorse checks and money orders for deposit. The bank may permit transactions in the account of this organization pursuant to this certificate until such time as it shall be notified of the revocation of the authority of the above named officers so to act. __________________________________________ Emily Clark, Secretary

92

Governance Committee

Meeting Agenda February 14, 2020

1. Review/accept minutes of Nov. 8, 2019 committee meeting,

Nov. 19, 2019 conference call, and Jan 13, 2020 conference call

2. Orientation Session debrief

3. Review exit interviews

4. By-Laws amendment for board approval

5. Chair-elect discussion

6. Recruitment process

7. Class of 2023 recruitment: review nominating protocol, update board skill set, identify needs, review/edit master list of candidates

8. Update on prospective YUSA and NYS Y Alliance support

9. 2020 Board education topics 990 Review – YUSA Spirituality – Garth and Bruce Staff Retirement Benefits - Maletta Implicit Bias – YUSA Other topics

10. New Business

93

Silver Bay Governance Committee Chart of Work 2020 January

• Distribute YUSA training modules to new board members • Plan orientation for new board members • Email board members to review letter of understanding to be signed

at February meeting • Schedule Conference Call

o Review Chart of Work 2020 o Review November 2019 board meeting evaluations o Review 2019 board assessments and member self-assessments

February

• Hold orientation for new board members • Governance Committee meeting:

o Review Exit Interviews o Review current board needs using Nominating Protocol, needs

assessment & board skill set list o Review and edit master list of candidates. Narrow list to

approximately 50% more than slots to be filled o Plan board education topics for 2020 o Receive an update from Steve on NYS Y Alliance support

provided to SBA

March/April • Committee members individually rank board candidates and

compile rankings for May meeting • Schedule 990 education conference call for all board members

May

• Governance Committee meeting: o Confirm short list of board candidates o Assign committee members to contact candidates to

ascertain interest in serving on the board o Discuss with CEO the needs of the board in the next 3 - 5

years o Review officer terms and needs for 2021 o Review February board meeting evaluations

June

• Confirm interested board candidates • Plan meetings with candidates during June/July/August • Discussions with officer candidates

94

July • Schedule/conduct candidate meetings using board interview form

August

• Continued candidate meetings • Governance committee meeting:

o Report on board candidate interviews o Vote on proposed board members to present to full board

for November vote o Discuss officer slate o Review May board meeting evaluations

October

• Schedule Conference Call o Vote on officer slate to present at November board meeting o Vote on new board member candidates to present at November

board meeting o Send email to board members with proposed slates with bios

November

• Board vote on board candidates • Board vote on officer candidates • Conduct exit interviews with members whose terms just ended • Conduct board member skill set assessment (update matrix) • Governance committee meeting:

o Committee membership and structure o Review August board meeting evaluations o Edit exit interview questions and assign exit interviewees to

committee members o Discuss board self-assessment tools o Send out Welcome Letter to new board members with mentor

info & access to website December

• Review self-assessment tools and board assessments • Confirm committee assignments • Confirm mentors for new board members

Ongoing:

• Review meeting evaluations • Plan board educational topics for 2021 including 990 Overview and

facility tours • Engagement with local authorities - Fri night gatherings? • Review of consent agenda • Solicit potential board candidates from current board members

95

JW Draft 1/29/2020

BY-LAWSOF

THE SILVER BAY ASSOCIATIONFOR CHRISTIAN CONFERENCES AND TRAINING

ARTICLE I

BASIC PRINCIPLES AND STRUCTURE

Section 1.1 Purpose

The Silver Bay Association for Christian Conferences and Training is a

non-profit charitable organization under §501(c)(3) of the Internal Revenue

Code, incorporated under the Not-For-Profit Corporation Law of New York

State (the “Association”). The Association is part of the national and

international YMCA Movements and is committed to the principles and

mission of the YMCA; to providing an opportunity for all to restore and renew

their body, mind and spirit; and to a culture of diversity and inclusion.

Section 1.2 Members

All persons are welcome to become members of the Association and to

participate in all Association activities generally open to members. The

Association shall establish the categories, criteria, fees and requirements for

membership, and the privileges that accompany membership.

Section 1.3 Governance

The control and management of the affairs of the Association shall be

vested in the Board of Trustees. The Board of Trustees shall have control of

the assets of the Association, shall establish the Association’s policies and

shall have all powers for governance of the Association except as otherwise

provided by law, the Act of Incorporation of the Association, as amended,

and these By-Laws. The Board of Trustees shall be elected as provided in

Article II and shall serve as provided in these By-Laws.

Members of the Association pursuant to Section 1.2 shall be entitled to

attend the Annual Meeting of the Board of Trustees and any other open

meetings of the Board of Trustees.

96

ARTICLE II

BOARD OF TRUSTEES

Section 2.1 Number

The Board of Trustees shall consist of not fewer than eighteen (18) nor

more than twenty-four (24) Trustees. The Trustees may increase or

decrease the number of Trustees within this range by a vote of the majority

of the entire Board, but the number of Trustees constituting the entire Board

shall at no time be fewer than eighteen (18). No decrease in the number of

Trustees shall shorten the term of any incumbent Trustee.

Section 2.2 Qualifications

A Trustee shall be at least 18 years of age and shall be a member of

the Association throughout their term of service, at a level of membership to

be determined by the Board. An elected Trustee who does not meet these

requirements shall not serve as a Trustee until the requirements are met. If

the failure to comply with these requirements continues for more than three

months after notice of the deficiency is given to the Trustee by the Board, the

Trustee shall be replaced in accordance with these By-Laws.

Section 2.3 Classes, Election and Term of Office

The term of office of each Trustee shall be three years. The term of

office shall commence on January 1 of the first year and end on December 31

of the third year.

There shall be three classes of Trustees, each having as equal a

number as possible. A new class of Trustees shall be elected pursuant to Art.

II at the last meeting of the Board of Trustees each year, and shall succeed

the class of Trustees whose term of office is expiring at the end of that year.

A Trustee who has served one three-year term may be re-elected for a

second consecutive three-year term. At the end of six years of consecutive

service, or any extension of their service as provided in Section 2.4, the

Trustee will not be eligible to again serve on the Board of Trustees until they

have been off the Board for a period of at least one year.

297

Section 2.4 Temporary Exceptions to Term Limits

In the following situations, a Trustee who has reached the limit of six

consecutive years of Board service may have their service temporarily

extended as follows:

an immediate Past Chair may serve for one further year on(a)the Board following their departure from office as Chair;

a Trustee who is newly elected to serve as Chair or Vice-(b)

Chair may serve their full term in the office to which they

have been elected;

a Trustee who is newly elected to serve as Chair-Elect may(c)

serve for their full term as Chair-Elect, and if so elected at

the the conclusion of that term, as Chair; and

(d) a Trustee who was elected to fill a vacancy on the Board of

Trustees or to fill a new Trustee position in accordance with

Section 2.1 and who served in that capacity for less than

three years, may nonetheless be elected to serve two

consecutive three-year terms thereafter, in addition to the

initial partial term of service.

All Trustees serving an extension of their Board service as set forth

above shall have all the rights and obligations of any other member of the

Board of Trustees.

Section 2.5 Resignation

Any Trustee of the Association may resign at any time by giving notice

of their resignation in writing to the Chair, a Vice-Chair, or the Secretary.

The resignation shall take effect at the time specified in the resignation letter,

or if no date is given, as of the date determined by the Board of Trustees.

Formal acceptance of such resignation by action of the Board of Trustees is

not required for the resignation to be effective.

398

Section 2.6 Removal of Trustees

Any Trustee may be removed from the Board of Trustees for cause at

any meeting of the Board of Trustees, by the vote of a majority of the entire

Board of Trustees. Notice of the proposed action shall be included in the

notice to the Trustees of the meeting at which such action will be taken.

Section 2.7 Vacancies

Vacancies on the Board of Trustees, whether the result of newly

created Trustee positions pursuant to Section 2.1, or the resignation or

departure of an existing Trustee, shall be filled by a vote of the majority of

the Trustees then in office. Trustees elected to new Trustee positions shall

serve until the expiration of the term of the class into which the Trustee has

been elected. Any Trustee elected to fill a vacancy created by departure of a

Trustee shall hold office for the unexpired term of his or her predecessor.

Section 2.8 Compensation

Trustees shall serve as such without salary or other remuneration.

Trustees may be reimbursed for expenses actually and reasonably incurred

by them in connection with the performance of authorized duties relating to

the business and affairs of the Association, provided that such expense shall

have been approved in advance by the Chair of the Board of Trustees, in

accordance with the relevant section(s) of the Association’s Personnel Policy.

Such expenses incurred by the Chair shall have been approved in advance by

the Board of Trustees.

Section 2.9 Trustees Emeriti

The Board of Trustees may from time to time choose to elect highly-

qualified individuals from among the former Trustees to the position of

Trustee Emeritus (Emerita). Each such Trustee shall have the rights and

privileges of all other current Trustees, except the right to vote on matters

brought before the Board or committees of the Board.

ARTICLE III

MEETINGS OF THE BOARD OF TRUSTEES

499

Section 3.1 Schedule of Meetings

Barring exceptional circumstances, the Board of Trustees shall meet

no less often than four times per year, with the meetings or conference calls

taking place approximately quarterly.

5100

Section 3.2 Annual Meeting of the Board of Trustees

The Annual Meeting of the Board of Trustees shall be held on the

second Saturday in August or at such other time between the second

Saturday in July and the second Saturday in September as the Board of

Trustees shall determine. The Board of Trustees shall deal with the business

set forth in the notice of the meeting and may also address other business

which may reasonably come before it.

The Annual Meeting shall be open to the members of the Association,

and the agenda for the Annual Meeting shall include a report to the members

who are present at the meeting. The Secretary of the Board shall arrange

for availability of the minutes of the Annual Meeting to the members of the

Association and to the public. The Annual Meeting shall be held on the

grounds of the Association. If such location is not possible within the

required time period, the Annual Meeting may be held at such other place

within the State of New York as the Board of Trustees shall determine.

Section 3.3 Special Meetings

Special meetings of the Board of Trustees may be called by the Chair

or shall be called by the Chair, Chair-Elect, any Vice-Chair or the Secretary at

the request in writing of one-third or more of the Trustees. Such request

shall state the purpose or purposes for which the special meeting is to be

called.

Notice of special meetings shall be sent in accordance with Section 3.4,

but shall state the purpose(s) of the meeting. The business transacted at the

special meeting shall be confined to business related to the purposes set

forth in the notice.

Each special meeting of the Board of Trustees shall be held at such

time as the person calling the meeting (the Chair, Chair-Elect, any Vice-Chair

or the Secretary, as the case may be) shall determine. Special meetings shall

be held on the grounds of the Association, or if such location is not possible,

then at such other place within the State of New York as the Board of

Trustees shall determine. The notice of the special meeting shall specify the

location.

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Section 3.4 Notice of Meetings

Written notice of each meeting of the Board of Trustees shall be given

to each Trustee personally, by mail, or electronically by email to the Trustee,

not less than 5 nor more than 50 days before the date of the meeting.

Mailed notices shall be sent to the Trustee at the Trustee's address on file

with the Association, which address shall be updated by the Trustee within 30

days of change. If communicated electronically, such notice shall be sent to

the e-mail address for the Trustee as it appears on the records of the

Association. Each Trustee is responsible for keeping their addresses current

on the Association records.

Notices of meetings shall state the place, date and hour of the

meeting, and the purpose or purposes for which the meeting is called. The

notice need not refer to the approval of minutes or to other matters normally

incident to the conduct of the meeting.

Committees of the Board of Trustees shall set their own rules

regarding notices of meetings and any waiver thereof.

Section 3.5 Waiver of Notice

Whenever notice is required to be given to the Trustees as set forth in

Section 3.4, any Trustee may waive such notice in writing at any time prior

to the meeting. The Trustee may also waive notice by appearing at the

meeting called, without protest of the lack of proper notice.

Section 3.6 Quorum & Voting

A quorum of the Trustees must be present at each meeting of the

Board of Trustees in order to transact any business. A quorum shall consist

of not less than a majority of the entire Board of Trustees, unless otherwise

provided by these By-Laws. When a quorum is once present to organize a

meeting, it is not dissolved by the subsequent withdrawal of any Trustee.

A vote of the majority of the members of the Board of Trustees

present shall decide any question, except when otherwise required by law or

these By-Laws.

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Section 3.7 Adjournment

The Trustees present at any meeting, whether or not a quorum is

present at the meeting, shall have the power by a majority vote to adjourn

the meeting to another time or place. The Trustees shall give notice of the

adjournment according to Sections 3.4 and 3.5. At any adjourned meeting

at which a quorum shall be present, any business may be transacted that

might have been transacted on the original date of the meeting.

Section 3.8 Written Consent of Trustees Without a Meeting

Whenever the Board of Trustees is required or permitted to take any

action by the vote of its Trustees, such action may be taken without a vote

and without a meeting if a written consent, setting forth the action so taken,

shall be signed by all of the Trustees. Such unanimous written consent shall

have the same effect as a unanimous vote of the Board of Trustees. Any

such consent which is not the unanimous decision of all of the Board

members is invalid.

Signatures under this Section may be made by hand, by electronic

signature, or by other written or electronic communication sent by the

Trustee, clearly expressing assent to the action, and in a format that can be

attached to the written consent.

Section 3.9 Presence at Meeting by Telephone

Members of the Board of Trustees or of any Board committee may

participate in a meeting of the Board or committee by means of a conference

telephone, video conference or similar communication equipment allowing all

persons participating in the meeting to simultaneously hear each other.

Participation in a meeting by such means shall constitute presence in person

at such meeting. If more than one Member is attending by telephone, all

votes shall be by roll call.

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ARTICLE IV

COMMITTEES

Section 4.1 General

At the beginning of each year, the Board Chair, in consultation with

the Governance Committee, shall recommend to the Board of Trustees slates

of Trustees for appointment to the standing committees of the Board and for

service as chairs of those committees. Trustees may also nominate

committee members from the floor, after which the Board shall approve a

slate of Trustees for each committee.

Each committee shall consist of at least three Trustees but fewer than

the number constituting a quorum of the entire Board. Unless otherwise

provided in this Article IV, the members of the committees shall be named to

serve for a period of one year, beginning on January 1 of each year.

Committee-specific variations for some committees are included in that

committee’s description in this Article.

Section 4.2 Committee Structures and Duties

The Board of Trustees may create standing committees intended to

assist the Board with its work for the long term. The Board of Trustees may

also appoint temporary committees and task forces for shorter-term or one-

time issues. The standing committees as of the date of adoption of these By-

Laws. are:

AuditChief Executive Officer Evaluation & CompensationExecutiveFinanceGovernanceStrategic Planning

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Standing committees may be added or deleted by a majority vote of

the Board of Trustees as the needs of the Association may dictate. The

functions and duties of each committee shall be as set forth in this Article IV

and in the yearly Committee Commissions which are adopted by the

committees. The committees shall each establish their own meeting

procedures. The Board of Trustees may, by resolution, establish committees

to perform additional tasks in the interest of the Association.

A majority of the total membership of any committee shall constitute a

quorum and all action of any committee shall be taken by a majority of the

members present at a meeting at which a quorum is present.

All committees shall keep regular minutes of their proceedings and

report their actions to the Board of Trustees when appropriate in a

reasonable time after each meeting.

Section 4.3 Committee Commissions

Each committee shall prepare as early in the year as possible a

Committee Commission (also referred to as a Chart of Work, Annual Agenda

or similar term), outlining the committee’s planned goals for the year. The

committees shall together coordinate their planned work as early as possible

in the first quarter of the year, in consultation with the Board Chair and the

CEO.

Section 4.4 Audit Committee

4.4.1 Membership

The Audit Committee shall be comprised of at least three, but no more

than five, solely independent Trustees. The term “solely independent

Trustee” means a Trustee who has not, within the last three years, been an

employee of the Association or any affiliate thereof and does not have a

relative who has been a key employee; or currently (i.) is not an employee;

(ii.) does not has a relative who is an officer; or (iii.) does not have a

substantial financial interest or have a relative with a substantial financial

interest in the Association or any affiliate thereof. Membership on the Audit

Committee is limited to solely independent Trustees.

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4.4.2 Duties

The Audit Committee shall provide oversight of the Association’s

accounting and financial reporting processes and its annual audit. The

committee, acting on behalf of the Board of Trustees, shall retain and

provide for compensation of an independent auditor, review the scope and

planning of any audit with the auditor, annually consider the auditor’s

performance and independence, report on the committee’s activities to the

entire Board of Trustees and carry out any additional responsibilities as may

be delegated to it.

Section 4.5 CEO Evaluation & Compensation Committee

4.5.1 Membership

The Chief Executive Officer Evaluation & Compensation Committee

(“CEOC Committee”) shall be comprised of the following Trustees:

a) The current Board Chair

b) An officer of the Board. Each person appointed under this

subsection (b) shall serve for a maximum period of three years.

c) The immediate past Board Chair, who, if serving a term in

accordance with Section 2.4.(a) shall serve until his or her term ends;

d) Up to two other Trustees at large who are not officers of the

Board, and who shall serve for a period of two years. These

Trustees shall be named to the committee by the same

procedures used for other committees, as set forth in Section 4.1,

first paragraph.

The terms served by the Trustees on this committee under this Section

4.44.5.1 supersede the provision for one-year terms in Section 4.1.

4.5.2 Duties

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The CEOC Committee will evaluate the performance of the Chief

Executive Officer of the Association and determine the appropriate

reasonable compensation, taking into account current IRS rules and

guidance, comparative compensation and other relevant standards. The

CEOC Committee shall appropriately disclose the compensation information

to the Board of Trustees for its approval, and shall discharge other

responsibilities as may be designated by the Board of Trustees from time to

time.

Section 4.6 Executive Committee

4.6.1 Members

The Executive Committee shall consist of the Board Chair, the Vice

Chair(s), the Secretary, and the Treasurer. Any Chair-Elect shall serve as a

non-voting observer on the Executive Committee.

4.6.2 Duties and Authority

The Executive Committee shall act on behalf of, and in the name of,

the Board of Trustees on all urgent matters and in emergency situations that

arise between the regular meetings of the Board of Trustees when it is not

possible to convene the full Board, in person or electronically, so that the full

Board can act.

In such cases, the Executive Committee shall have all the authority of

the Board of Trustees except for the following matters:

Filling of vacancies on the Board of Trustees or any committee;(a)

Amendment or repeal of the By-Laws or the adoption of new(b)

By-Laws;

Amendment or repeal of any resolution of the Board of Trustees,(c)

which by its terms may not be so amended or repealed; or

Rescission of any election of board officers or committee chairs,(d)

or of the appointment of any CEO by the Board of Trustees;

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Approval and/or execution of any documents relating to the(e)

purchase or sale of real property.

Any action taken by the Executive Committee under this Section 4.6.2.

shall be reported to the full Board of Trustees as soon as practical, but in no

event longer than ten (10) days from the date of the action by the Executive

Committee.

The acts of the Executive Committee within the scope of its authority

under this Section shall be the act of the Board of Trustees.

Section 4.7 Finance Committee

The Finance Committee will be chaired by the Treasurer and ensure

that the Board of Trustees meets its fiduciary responsibility by monitoring the

proper execution of financial matters, approving investment policy, and

overseeing investment performance. The committee will ensure compliance

with legal and financial requirements necessary to maintain not-for-profit

status.

Section 4.8 Governance Committee

The Governance Committee will be chaired by a Vice-Chair or the

Chair-Elect of the Board. The Governance Committee shall ensure that the

Board’s governance structure and practices promote and support the goals of

its Act of Incorporation, these By-Laws, the Association’s goals and

objectives, its strategic plan and any other plans and policies adopted by the

Board of Trustees. It shall be responsible for trustee recruitment and

retention, board leadership development and succession planning.

The Governance Committee shall also, in consultation with the Board

Chair, prepare and submit to the Board of Trustees a list of candidates for

election to the Board of Trustees, to all offices, and to committees of the

Board. At any meeting where the lists of candidates for election are

submitted to the Board, any member of the Board of Trustees shall have the

right to nominate candidates other than those presented by the Governance

Committee.

Section 4.9 Strategic Planning

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The Strategic Planning Committee shall be responsible for the creation

and execution of a long-term strategy for the Association consistent with

Silver Bay’s mission and desired impact on its community. This shall include

creating a strategic plan, monitoring the execution of the plan, and updating

the plan as needed. This committee shall also be responsible for ensuring

that campus development decisions are consistent with the Association’s

strategic plan and master site plan, while continuing to focus on historic

building preservation.

Section 4.10 Non-Trustee Members of Board Committees

Members of the Association who are not Trustees may serve as

members of the Long Range Campus DevelopmentStrategic Planning

Committee, the Finance Committee and such future committees as specified

by Board resolutions, and shall be entitled to vote on all committee matters

in the meetings of those committees. The non-Trustee members may attend

all Board meetings which are open but shall not have voting privileges at any

Board meeting.

ARTICLE V

OFFICERS

Section 5.1 Officers

The Board of Trustees shall elect from its number, as set forth in this

Article, a Chair, one or two Vice-Chairs, a Secretary and a Treasurer. The

Board of Trustees mayshall from time to time appoint such additional officers

as it may decide, including a Chair-Elect as provided for in Sections 5.3 and

5.8. Such additional officers shall have such authority and perform such

duties as the Board of Trustees may from time to time prescribe. All officers

shall be voting members of the Board of Trustees.

Section 5.2 Term of Office

The term of office for the chairChair shall be two years, the Chair

ElectChair-Elect (if applicable) one year, co-terminus with the term of office

of the Chair. The term of each Vice-Chair shall be either one year or two

years, as approved by the Board at the time of each such Vice-Chair’s

election. The Secretary and the Treasurer will serve for two years. The

Secretary and the Treasurer may be re-elected for one additional term of two

(2) years; a Vice-Chair serving an initial one-year term may be re-elected for

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one additional one-year term; and other officers may not be re-elected. Upon

recommendation from the Governance Committee, a Chair could be allowed

to serve a third year by a two-thirds majority vote of the entire Board of

Trustees.

Section 5.3 Election Process

Elections of officers shall take place at the last regularly scheduled

meeting of the Board in each calendar year. The Chair and one Vice Chair

shall be elected in one year; the Treasurer, the Secretary, the second Vice

Chair, if any, and the Chair-Elect shall be elected in the second year. The

Vice-Chair(s) shall be elected at such times as a Vice-Chair position will

become vacated and a Vice-Chair has been nominated by the Governance

Committee or a Trustee, as applicable. Each officer shall hold office until the

end of their term and, in the case of the Chair, the Secretary, the Treasurer,

and a sole Vice-Chair, their successor has been elected and has qualified.

At the last regularly scheduled meeting of the Board each year, the

Governance Committee, in consultation with the Board Chair, shall present to

the Board of Trustees a slate of Trustees as nominees for the officer

positions that will become vacated and therefore need to be filled for the

coming year. Trustees may also nominate candidates for office from the

floor. When the slate of nominees is complete, the Board shall vote to elect a

candidate to fill each vacancy.

Section 5.4 The Chair

The Chair shall be the Chief Volunteer Officer (“CVO”) of the

Association. The Chair shall preside at all meetings of the Board of Trustees

and of the Executive Committee. He or she shall have the general powers

and duties which usually pertain to the office, and shall perform all such

other duties as are properly required of the Chair by the Board of Trustees.

Section 5.5 The Vice Chair(Vice-Chair(s)

The Vice Chair(s) shall, inIn the absence or disability of the Chair, the

Board shall appoint a Vice-Chair to perform the duties and exercise the

powers of the Chair until such time as the Board determines the absence or

disability of the Chair has ended. The Vice-Chair(s) also shall have such

powers and perform such duties as usually pertain to their offices or as are

properly required of them by the Board of Trustees or these By-Laws. The

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Chair-Elect, if existing, and if not, a Vice ChairVice-Chair, shall also serve as

chair of the Governance Committee.

Section 5.6 The Secretary

The Secretary shall keep at the offices of the Corporation, the book of

minutes of all meetings and actions of the Board of Trustees or committees

of the Board. The Secretary shall give notice of all meetings of the Board of

Trustees where notices of such meetings are required by law or these By-

lawsBy-Laws. The Secretary shall attend all meetings of the Board of

Trustees and the Executive Committee, and keep the minutes thereof, and

properly document the actions taken by unanimous written consent. The

Secretary shall further sign such corporate, financial and other instruments

as require such signature and perform such other duties usually incident to

the office of the Secretary or as are properly required of the Secretary by the

Board of Trustees. The Secretary may delegate appropriate tasks to other

persons who shall perform such tasks under the Secretary’s supervision.

Section 5.7 The Treasurer

The Treasurer shall oversee the fiscal operations of the Corporation as

carried out by Association staff and the Board of Trustees. The Treasurer

shall ensure that full and accurate books and records of account are kept for

the assets and business transactions of the Corporation, in accordance with

good fiscal management and the law. The Treasurer shall make regular

reports of such accounts to the Board of Trustees as the Board shall require.

The Treasurer shall ensure that all required financial reports, filings or other

documents are prepared and filed as required by law, and shall perform such

other duties as usually incident to the office of Treasurer, or as may be

properly required of the Treasurer by the Board of Trustees. The Treasurer

may delegate appropriate tasks to other persons who shall perform such

tasks under the Treasurer’s supervision. The Treasurer shall also serve as

chair of the Finance Committee.

Section 5.8 The Chair-Elect

In accordance with Section 5.3, the Board shall elect a Trustee to the

position of Chair-Elect, who is presumed to be succeeding the Chair at the

end of the incumbent Chair’s term. The Chair-Elect shall provide assistance

to the Chair to prepare for assuming that role; shall be a non-voting

observer on the Executive Committee; and shall execute such other duties as

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the Chair or the Board may require. Nothing shall prohibit the Chair-Elect

from concurrently serving as a Vice-Chair.

Section 5.9 Chief Executive Officer and Administrative Staff

5.9.1 Chief Executive Officer

The Board of Trustees shall appoint by resolution a Chief Executive

Officer (“CEO”) of the Association, who shall have the general powers and

duties of supervision of the operation of the Association. The CEO shall serve

at the discretion of the Board of Trustees, pursuant to the terms and

conditions of the resolution of appointment. The CEO shall perform all such

other duties as are properly required of him or her by the Board of Trustees.

The Board of Trustees shall provide for an annual performance appraisal and

remuneration review of the CEO in accordance with the provisions of Section

4.524.5.2.

5.9.2 Administrative Staff

(a) Members of the Association’s staff shall be appointed by and

report to the CEO or report to designees of the CEO; and shall

have such duties as are properly required of them by the CEO.

(b) The CEO shall delegate to appropriate staff members

responsibility for support of the Board of Trustees, its officers

and its committee chairs.

(c) All members of the Association’s staff shall receive

compensation and benefits as the CEO shall determine, in

accordance with the Association’s policies and guidelines.

Section 5.10 Delegation of Duties of Officers

In case of absence or disability of any officer of the Association, or in

case of a vacancy in any office or for any other reason that the Board of

Trustees may deem sufficient, the Board of Trustees, except as otherwise

provided by law, may temporarily delegate the powers or duties of any

officer to any other officer or to any Trustee.

ARTICLE VI

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INDEMNIFICATION OF DIRECTORS AND OFFICERS

Section 6.1 Indemnification for Trustees and Officers

The Association may indemnify any Trustee or officer of the

Association made or threatened to be made, a party to an action or

proceeding, as set forth in § 722 of the 2014 New York Not-For-Profit

Corporation Law, as amended and subject to the conditions therein. Such

Trustee or officer must have acted in good faith for a purpose they

reasonably believed to be in, or not opposed to, the best interests of the

Association, and if criminal actions or proceedings are involved, then in

addition, had no reasonable cause to believe that their conduct in question

was unlawful.

Section 6.2 Other Rights of Indemnification

The right of indemnification under Section 6.1 is not exclusive of any

other rights to which any such Trustee, officer or other person may now or

hereafter be otherwise entitled. Specifically, without limiting the generality of

the foregoing, the right of indemnification shall not be deemed exclusive of

any rights, pursuant to statute or otherwise, of any Trustee, officer or other

person in any such action or proceeding to have assessed or allowed in such

person's favor, against the corporation or otherwise, the costs and expense

incurred therein or in connection therewith or any part thereof.

ARTICLE VII

ASSOCIATION BENEFICIAL ORGANIZATIONS

The Association, through and at the discretion of the Board of

Trustees, may authorize the creation of organizations within the Association

to provide services consistent with its mission, for the benefit of the

Association or in the name of the Association for beneficial purposes

(“Beneficial Organizations”). By way of example, but without limitation,

such Beneficial Organizations might engage in grounds or facilities

maintenance, musical or artistic performances, charitable or social activities,

promotion of the Association, etc.

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Activities of Beneficial Organizations approved by the Board of

Trustees shall comply with the requirements of the Association’s status as a §

501(c)(3) charitable organization and with the guidance by the Association

Treasurer on the required financial record-keeping. Beneficial Organizations

shall be under the supervision of a staff member designated by the CEO;

shall adhere to the Association’s ‘whistle-blower” policy; and shall provide an

annual report to the Board of Trustees.

ARTICLE VIII

FINANCES

Section 8.1 Corporate Funds

The funds of the Association shall be deposited in its name with such

banks, trust companies or other depositories as the Board of Trustees may

from time to time designate. All checks, notes, drafts and other negotiable

instruments of the Association shall be signed by such officer or officers,

employee or employees, agent or agents as the Board of Trustees may from

time to time designate. No officers, employees or agents of the Association,

alone or with others, shall have power to make any checks, notes, drafts or

other negotiable instruments in the name of the Association or to bind the

Association thereby, except as provided in this section.

Section 8.2 Gifts

The Board of Trustees or the CEO may accept on behalf of the

Association any contribution, gift, bequest or devise for any general or

specific purpose or purposes of the Association, subject to any policy adopted

by the Board of Trustees regarding such gifts.

Section 8.3 Fiscal Year

The fiscal year of the Association shall be the 12-month period

commencing January 1 of each year.

ARTICLE IX

EMERGENCY BY-LAW PROVISIONS

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Section 9.1. Governance in Exceptional Circumstances

If for a reason such as e.g., natural disaster, conflict, fire, or other

emergency, the Board of Trustees and/or the administrative officers and staff

are not able to manage the Association’s affairs as required by these By-

Laws, alternate arrangements may be made until such time as normal

governance can be resumed, in the following order of priority:

(a) The affairs of the Association shall be managed by such Trustees

who are available to act, and a majority of such trustees available

to act shall constitute a quorum. If there are fewer than three

such Trustees available to act, the available Trustee or Trustees

shall appoint a sufficient number of emergency Trustees to make

a board of three Trustees. Each emergency Trustee shall serve

until a previously-elected Trustee becomes available to serve.

The emergency Trustees shall be replaced by previously-elected

Trustees in the reverse order in which the emergency trustees

were selected.

(b) If there are no Trustees available to act, then the officers of the

Corporation available to act shall constitute the emergency Board

of Trustees until one or more of the previously elected Trustees

are again available to act, and to name an emergency Board of

Trustees as provided in the previous paragraph.

(c) If there are no Trustees and no officers of the Corporation

available to govern, the senior-most employee in a management

position shall take the steps described in the preceding in

Subsections (a) and (b).

Section 9.2. Termination of Period of Service

The previously elected Trustee or Trustees who are available to act

may, pursuant to these By-Laws, terminate the appointment or the period of

service of any emergency Trustee at any time and fill any vacancy created

thereby.

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ARTICLE X

AMENDMENTS

The By-Laws of the Association may be adopted, amended or repealed

at any meeting of the Board of Trustees, provided that notice of the

proposed changes has been communicated to the Board of Trustees at least

five days in advance of the meeting. Changes to the By-Laws must be

approved by the vote of a majority of the entire Board of Trustees.

This edition adopted on December 18, 2017[February 15, 2020].

Prior History:

Adopted-December 6, 1980

Revised-January 15, 1983

Revised-November 13, 1993

Revised-February 17, 1996

Revised-February 15, 1997

Revised-August 10, 2007

Revised-May 16, 2009

Revised-August 8, 2009

Revised-October 11, 2014

Revised-October 10, 2015

Revised-December 18, 2017

Revised-November 9, 2019

[Revised-February 15, 2020]

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Board of Trustees Letter of Understanding 2020

How We Work Together Dear Adam and Steve: I willingly accept election for one year on the Silver Bay Board of Trustees. I will be fully committed to the mission and desired impact of the Silver Bay YMCA and dedicated to carrying out the work of the Board. I understand that as a member of the Board, I will:

Know what our strategic goals and business objectives are. I will take an active role in reviewing, approving, monitoring and achieving our goals and objectives.

Take responsibility to know as much as I can about the Silver Bay YMCA of the

Adirondacks, its work and outreach and its strategic plan for the future.

Accept the Silver Bay Charter and By-Laws. I understand that I am morally responsible for helping to secure the health and vitality of the Silver Bay YMCA of the Adirondacks. I will also familiarize myself with Silver Bay policies and with the financial health of Silver Bay.

Become familiar with Silver Bay’s By-laws and Conflict of Interest Policy.

Make each year, what is for me, a significant financial commitment.

Be a trustee who leads the way. I will be a model for others to follow.

Actively engage in fundraising in whatever capacity best suited for me and most

effectively serves the purpose of the Silver Bay YMCA. My part may include individual solicitation, undertaking special events, writing mail appeals and the like. I am willing to make a good faith effort to do my best and to raise as much support as possible.

Be an enthusiastic booster and a positive advocate for the Silver Bay YMCA.

Attend Board meetings, be available for phone consultations, and serve on at least

one Board committee. If I am not able to meet my obligations as a Trustee, I understand that I may resign.

Do all I can to support the CEO and the staff and encourage them to grow personally

and professionally. I am aware that if we work together we can achieve high objectives.

Consider my work with the Silver Bay YMCA to be one of my most important

priorities. I understand it is important to fully participate as a part of an active, healthy, open and accountable Board of Trustees in order to fully represent and achieve the mission and desired impact of Silver Bay, and to be a good custodian of the Silver Bay culture and campus. I will aspire to observe these principles during my tenure on the Board:

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Our Board requires servant leaders.

• I will actively cultivate and sustain the mission of Silver Bay. • My service to Silver Bay comes before self-interest. • My responsibility as a Board member is significant. Good intention is not enough: my

Board tenure will require my due care, attention, hard work, and courage. • The Board's volunteer leadership will regularly acknowledge my sacrifice of time,

talent and treasure. • I will help fellow Board members to perform at a very high level on behalf of Silver

Bay. • I will seek to understand lessons from the past, the realities of the present and the

likely consequences of the Board's decisions for the future. Trust is essential to good governance.

• My enthusiasm and expertise will be honored by fellow Board members. • The Board should expect me to be diligent and thorough in carrying out my

responsibilities. • I expect others to acknowledge my gifts and potential value to the Board, and I will

reciprocate. • I will be trusted to communicate effectively; and I agree to listen attentively. • I will respect the discussions and recommendations that occur as a result of our

committees’ work. • Unanimity is not required; however, even when I don't agree, I can be trusted to

respect and support the majority's voice. • When asked, I can be trusted to keep sensitive information confidential.

Healthy relationships create a healthy Board.

• I will seek to create new relationships among my fellow Board members • A healthy Board room is a place of active and rigorous discussion. I will be expected

to offer my perspective and ask hard questions. • Each Board member should encourage the regular attendance and contributions of

fellow members. • An active Board member must engage and reach out, stimulate conversation and

help others uncover their value to the Board. • I will respect my fellow Board members, and seek to understand the passion they

bring to Board discussions. • Board members work together in community with one another, encouraging

understanding and cohesion. Further, I know that by signing this document, I understand no quotas are being set and no rigid standards of measurement and achievement are being established. Every Trustee makes a statement of faith to be a partner with every other Trustee to strive for the success of Silver Bay. We trust each other to carry out this entire agreement to the best of our abilities. TRUSTEE SIGNATURE Date TRUSTEE PRINT NAME ________________________________

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In its turn, the officers of the Board of Trustees and the staff of Silver Bay are responsible to you in a number of ways: You will regularly receive status reports and information about our work together, our service and programs. You can call upon the officers of the Board and the CEO at any time to discuss programs, goals and objectives. You can count on the officers and staff to support your work in every way possible. You can expect the officers and staff to make this a rewarding and fulfilling experience. We shall do our best to make meetings as meaningful as possible. We shall encourage you to take as large a share of leadership as is comfortable for you. Officers of the Board, the CEO and the staff will respond to the best of their ability in a straightforward and thorough fashion to carry out our responsibilities to Silver Bay. ________________________________________ Adam Pearsall Chief Volunteer Officer ________________________________________ Steve Tamm Chief Executive Officer The task force on “Open and Accountable Culture” was comprised of: Paul Bell (chair), Steve Boyce, Dick Cost, Mike D’Attilio, Rob Harra and Elise Walton. “How We Work Together,” version 7, was discussed by the Board of Trustees on a conference call held December 23, 2014. The Executive Committee had previously reviewed it on December 22, 2014. On February 14, 2015 Mr. Bell reviewed the document “How We Work Together.” Possible uses were discussed, Mr. Bell asked for guidance as to what the Board would like to do with it. Discussion included incorporation with current Letter of Understanding and locating it on the trustee website page for future reference. MOVED by Ms. Rehm to send the “How We Work Together” document to the Governance Committee for incorporation with the Letter of Understanding, second Mr. Pearsall. CARRIED UNANIMOUSLY. DOC: Bell-Silver Bay Open and Accountable v. 8 (2015-02-14)

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1

Board Development Committee

Nominating Committee Protocol

PREFACE: Nominations are often made by an informal discussion without a specific protocol.

Although names can certainly be produced this way, it lacks standardization and an "open" procedure that

other trustees and members can depend upon. Properly conceived, a protocol can be short, workable,

reliable and used by succeeding committees. Deviation from this protocol should not occur without general

discussion within the committee and among all trustees.

TRUSTEE CHARACTERISTICS:

1. The Board of Trustees of the Silver Bay Association should be a diverse body, representing

the Association's membership and constituencies.

2. Trustees should have professional or other charitable, occupational or educational

experiences that in some way complement and contribute to the mission and work of the

Association. Obvious needs include backgrounds in accounting, marketing, engineering, fund

raising, architecture, community planning, public relations, business and investment

management. Equally important are careers that promote the philosophy, purpose and

programs of the Association; among these are training and careers in education, the YMCA,

religion and ministry, the law, and the arts. It may be advantageous to have a few

representatives with political or governmental positions or some with access to the media.

Trustees with previous service as Emps will be valuable to the Board, as well.

3. Any board of trustees will "do" pretty much what its members are occupationally trained to

do, giving verbal support to areas in which they don't have expertise -- but doing so without

conviction or background to implement programs in those areas. Therefore, the need for

"balance" is critical. Definitions of needed professional or other background should not be

rigid, however, since there are often potential trustees with enriching experiences and

overlapping characteristics.

4. From time to time the committee will need to "move the balance" of the Board from one area

to another, depending upon the strategic and tactical initiatives of the Association.

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5. Although personal wealth should not be a primary requirement for most trustee appointments

(lest that should create an atmosphere at variance with the values of the Association), it is

also realistic that a certain number of trustees should have access to personal funds or

foundations with a history of charitable giving and/or a record of philanthropy. In this

respect, there is again a need for "balance" that furnishes trustees that represent modest

means and wealthy backgrounds. This diverse representation is desirable because it ensures a

financial base for the Association in times of need or emergency, but it also allows the

Association to remain true to its mission.

6. Devotion to the Association remains a very important prerequisite to serving on the Board of

trustees. But regardless of a candidate's general traits, desire to serve on the Board or

devotion to the Association, the committee must remain focused on maintaining a Board of

Trustees comprised of individuals committed to a high level of service over their term of

office, balanced with skills appropriate to challenges of the moment.

NOMINATING PROCEDURE

STEP ONE: (February Meeting). Examine an extended list of candidates based specifically upon

the needs expressed in STEP FOUR and upon whether the candidates suggested meet the primary

requirements. Use the meeting to add names to the list. Have committee members begin to rank

their preferences for the next slate of candidates. Although this procedure often creates a list that

is longer than desirable, it is a way of not excluding any name that has been proposed by any

Trustee, Council member, staff or Association member. It creates an open atmosphere before the

selection process becomes more narrow and focused. However, the selection process should

remain confidential among the members of the committee. Informal contacts to prospective

trustees should only occur when authorized by the chair of the Board Development Committee;

and then only for the purpose of determining a prospective trustee's willingness to serve. Such

contacts would usually occur after the reduced list is created as set forth in STEP TWO.

STEP TWO: (May Meeting). Complete the process of polling committee members and

ascertaining their preferences for the next slate of candidates. Assemble a list of prospective

candidates by means of general discussion and a "first cut" written vote, if necessary. The list

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should include at least twice as many candidates as will ultimately be required that year.

Candidates on the list should be examined in light of the six characteristics for Trustees listed

above.

STEP THREE (Summer Meeting) A written ballot. A "show of hands" or a "general verbal agreement"

should never replace a written ballot on a final list of candidates. Following the balloting committee

members should have a firm understanding of who will contact prospective trustees regarding their

willingness to be elected. The committee should review the trustee agreement form and make sure

candidates understand the form should be completed, signed and returned for the signatures of the

Board president and the executive director. At this meeting the committee should once again review

the master list of candidates to determine if additional editing is needed.

STEP FOUR (Fall Meeting). Each year there should be a full discussion of the needs of the Association and

the Board over the next three to five years. The committee should discuss the strengths and weaknesses

of trustees whose terms will be expiring, and whether those trustees' names should be returned to the

master list for future consideration. At this meeting the committee should also collect any outstanding

trustee agreements (completed and signed) and present a slate of candidates for election to the full

board. The committee should begin the process of securing and assigning mentors to each new board

meeting (this should be completed by February). Also, the committee should once again review the

master list of candidates to determine if additional editing is needed.

RATIONALE: Adherence to the four-step procedure is important for a number of reasons. Reduction of the

original list (the "master list") is needed as an intermediate step so that the list voted upon is not so

long that votes are scattered or that specific comparisons of a few final candidates are not possible.

Adherence to primary characteristics is essential because it is all too common for nominating

committees to outline procedures and then simply name a few people "popular" with the current

members of the committee. A written ballot is the only protection against one or two influential people

maintaining control of the committee. In a written ballot people truly express their views. All too often

a verbal system is adopted on the specious reasoning that it is less time consuming and a written ballot

is unnecessary "because we have general agreement." This usually means that someone has controlled

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the discussion and that there have been no strong objections, which is far from a free consensus. The

list upon which one votes must be 50% longer than the final list so that the written ballot "means

something." If instead the list that is voted on is only one or two persons longer than the final list of

nominees, then the vote is meaningless because one has essential agreed upon the names before the

vote.

TRUSTEES NAMED FOR A SECOND TERM

Trustees shall generally be invited to serve a second three-year term, but the committee is not obligated

to offer that renomination. The chair of the committee, the Board president and the Association's

executive director should discuss the merits of renominating those with expiring terms and the chair

should share that information with the committee. The formal process for this procedure would be to

secure the committee's agreement on those to be renominated and then have the chair of the committee

send an invitation letter to those being renominated. Those responding affirmatively would then be put

forth by the committee on the new slate of candidates and begin serving their second terms at the first

Board meeting of the new calendar year. Those who have been nominated for a second term should be

asked whether they are satisfied with their current committee or task force assignment.

RESPONSIBILITIES

1. General responsibilities. A member of the Board of Trustees must have a commitment to

stewardship of the Association. A Board member has the responsibility of sharing concern for the

well being of the Association and for the promotion of its Christian mission. The trustees must

furnish an enthusiastic representation of the Association to the community at large. As part of the

governing body, the Board member is responsible for making informed decisions on matters of the

Association's policies, procedures, budgeting and investments. Trustees offer counsel and work

with the professional staff to formulate and re-evaluate goals, objectives and policy for the

Association. Participation in fund raising and personal support are continuing responsibilities of

all Board members. To be a trustee, one should be prepared to serve at least one three-year term,

to attend all Board meetings and all committee meetings. Board meetings generally include four

weekends (at the individual's expense), usually in February, May, July or August and October or

November. Trustees are appointed to one standing committee and may be appointed to various

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task forces that are created from time to time. Board members should be willing to participate in

the work of the committees, give leadership as required, and be available for consultation

throughout the year.

2. Specific responsibilities. Aside from attendance at Board and committee meetings, it is anticipated

that Board members will identify special areas in which they can make additional contributions.

Examples of extra activities include volunteering for sub-committee work, serving on task forces,

proposing and carrying out special projects that enhance the Association's mission or help in its

public relations, and actually working on Council projects. These additional activities may be

requested of a Board member, but Board members themselves can sometimes indicate where they

can provide additional service.

Revised

8/12/95 rr

10/27/95 mcj

4/3/00 PDB

--end--

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February 2020 Strategic Planning Committee Agenda

I. Orientation LRCD – Mark Financials – Jonathan Metrics – Steve Task Force – Denise 2. Review of Chart of Work Items for February 3. Updates to Strategic Roadmap

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SILVER BAY YMCA STRATEGIC PLANNING COMMITTEE

JANUARY 13, 2020 AT 1:00PM

PRESENT: Mark Adzigian, Walt Lender, Jonathan Loane, Adam Pearsall, and Phil White. STAFF: Steve Tamm, Carolyn Close, Lindsey Butler, Hannah Jay. UNABLE TO ATTEND: Emily Clark, Lee Farmer, Kathy Wilson. INTRODUCTION DISCUSSION Phil White welcomed the group to the first meeting of the Strategic Planning Committee and discussed the nature of the strategic plan as a living, breathing document interconnected with day-to-day operations, the financial future, and long term vision for Silver Bay. He reviewed the work that led to the formation of the Strategic Planning Committee and the real-time strategic planning process that the board adopted in 2016. The committee reflected on the resources the committee was asked to review via email on December 12, 2019 (2019 – 2020 Silver Bay Strategic Roadmap; MESA Study Master Site Plan; The Nonprofit Revolution: Real Time Strategic Planning in a Rapid Response World by David LaPiana; Real Time Strategic Planning Video). When asked if they felt an additional educational session would be helpful during the February board weekend, they agreed that one session would be sufficient. While reviewing the chart of work for the upcoming board weekend, White mentioned that it will be beneficial for the committee to ensure they have a thorough understanding and high comfort level with the strategic planning process before beginning an active refresh of the current strategic plan. The committee meeting scheduled during the February board weekend will dedicated to this purpose, during which time several committee members will share their expertise and history in different areas of Silver Bay board work. Before the meeting concluded, Steve Tamm volunteered to research additional resources that might be available from the national Y regarding the LaPiana model. The conference call adjourned at 1:30PM. Respectfully submitted, Hannah Jay Assistant Development Director

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SILVER BAY STRATEGIC PLANNING CHART OF WORK 2020

January

• Engage YUSA/NYS Y Alliance resources to support and facilitate Silver Bay’s strategic planning process for the year.

• Committee members will review the La Piana strategic planning resource, Non-Profit Strategy Revolution: Real-Time Strategic Planning in a Rapid-Response World to become familiar with Silver Bay’s strategic planning framework.

• Conduct an internal virtual learning module to familiarize committee members with the La Piana strategic planning model.

February

• Review staff updates to the Strategic Plan, Campus Plan, the success of current strategies and the impact on the Y, constituents and community.

• Review Silver Bay’s Master Site Plan for its strategic recommendations. Determine any aspects that should be incorporated into the strategic plan.

• Review Silver Bay’s 3 to 5-year campus project plan developed by staff. Discuss alignment with the Master Site Plan and the Strategic Plan.

May


• Discuss what strategies have been implemented and what strategies, success measures or action steps need to be revised or reinvented due to internal or external factors. Explore possible new strategies as defined in the La Piana model: i.e. spiritual life, diversity.

August


• Invite, determine and address new big questions as defined in the La Piana model. • Discuss linking the operating budget to the strategic plan.

November


• Discuss staff assessment of current trends facing our community. • Discuss what strategies have been implemented and what strategies, success

measures or action steps need to be revised or reinvented due to internal or external factors. Explore possible new strategies: i.e. environmental stewardship.

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December

• Review staff plan for aligning and adjusting programs with changes in strategies. • Decide what and how to communicate strategies and progress to Silver Bay

constituents. • Discuss “refreshing” the strategic plan in 2021.

Ongoing

• Engage other board committees on strategic elements of their work to ensure synergy with the strategic plan.

Annually

• Conduct a full board strategic planning session.

Annually or biennially

• Conduct a refresh of Silver Bay’s Strategic Plan and full board discussion for approval.

SUPPLEMENTAL NOTES

STRATEGIC PLANNING ROADMAP CHECKLIST

(2019 ACTIONS AND TIMELINE)

CQQuesion7 Areas o

Silver Bay YMCA Oversight and Internal Communication Strategy

With Board With Staff

Review success of our strategies and the impact on the Y, constituents and community regularly.

Steve will update board via email/Shoot the Breeze every month.

Every 4-6 weeks

Determine what strategies, success measures or action steps need to be revised or reinvented based on progress.

Twice per year with a verbal report at board meetings where necessary

Every 4-6 weeks

Determine how we adjust/align our programs with our strategies

Annually update board after determined by staff.

Annually during review with staff after summer season.

Invite, determine and address new big questions as they emerge

Annually revise as necessary during planning refresh or as necessary.

Annually revise as necessary during planning refresh or as necessary.

Remain current on trends facing our community Annually update board after determined by staff.

Biannually – bring to board as necessary

Decide what and how we should communicate strategies and progress to our constituents

annually Bi-annually

616161129

DRAFT

Date: Friday, February 14, 2020

Time: 12:30-2:00

Location: Luther Wishard Conference Room B

FINANCE COMMITTEE AGENDA

• FY 2019 year-end results and FY 2020 outlook (informational)

• Cash management options (informational; possible action)

- Board Designated Fund: current position; possible uses (LOC; capital budget)

- Line of Credit status; potential increase in credit limit

- Long-term debt: wastewater final costs; amount funded from BDF; potential borrowing

• Capital and technology budget (action)

• “Eight factors” report (action)

• Bank resolutions (action)

• Chaplain housing fund (action)

• Chart of work (action)

• Other business

G:\SHARED\New Department Files\Board of Trustees\Meeting Materials\2020\February\February 2020 Finance Agenda with details 2-2020.docx 130

Silver Bay YMCA Finance Committee Meeting

November 8, 2019

Committee in Attendance: Dominic Colafati, Jack Mangiante, Phil White, Jonathan Loane, Elise Walton (via phone) and Adam Pearsall Staff in Attendance: Steve Tamm, Maletta Hourigan and Joanne Wallace Capital Projects

• Waste water – $440,000 additional funds have been raised since August • Parlin has received a donation of $40,000 for the naming rights of a portions of the

project • Capital Campaign (Pg34) we were showing a shortfall in July of $630,000; with

commitments to date it is $173,000 plus $34,000 for Northfield. Currently all bills are current and by year end the total estimated amount due will be $195,000 (Pg33).

Budget process The Budget process has been started; this year a different approach is being taken using a 5 year data average to establish a base. The Directors will be submitting their payroll needs along with a wish list of things they feel are needed. It is planned in the first week of December the budget proposal will be submitted to the Finance Committee and the second week be presented to the Board of Trustees for review. Financials As of September it is projected the year end deficit will be ($906,000); the Revenue up $43,000 and savings of $169,000 in expense. Giving is planned to be on track but is an unknown currently, the last half of December is when the majority of monies are received. The only unknown at is point is the expense we may incurred due to the October storm, the process has just started , we will need to be rejected by the insurance company before applying for financial aid being offered thru FEMA. It was decided that in January the Committee will discuss how to move forward if there should be additional cash needs to complete the Capital Campaign. Respectively submitted, Joanne Wallace

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Silver Bay YMCA Budget Finance Committee Meeting

December 6, 2019

Committee Conference Call: Dominic Colafati, Jack Mangiante, Jonathan Loane, Elise Walton and Adam Pearsall Staff: Steve Tamm, Maletta Hourigan and Joanne Wallace 2020 Budget Proposal - Maletta reviewed the proposed budget

• The revenue increase is 10% from 2019 • Conference Revenue increase $519.000-20% • Guest Revenue increase 115,000-8% • Marketing and Advertising increasing $15,000 • The Conference Service Payroll increasing $118,000; this is due to adding one position to

conference services and reallocating the 2 marketing position from Administration payroll to Conference Services and the average rate increase of 2½%

• Annual Giving increase to $865,000 • The annual transfer to be approximately $100,000

It was asked if this proposal was too aggressive, Steve responded it is aggressive but he feels it reachable, with the increase in sales and marketing the team is up to the challenge. The focus will be on additional business during shoulder seasons. It was asked if the comparison of 2019 to 2020 with percentages be put into a excel spreadsheet, which Maletta will do. In conclusion Dominic felt this is a creditable budget even though aggressive it is reachable and realistic. The need to maintain tight control of expenses is necessary and the performance of revenue be tracked very closely. Should a shortfall be forecasted, steps to reduce the expenses wherever necessary be taken as staff has done in previous years. Jonathan made the motion to advance the 2020 Budget proposal from the Finance committee to the full Board along with a commentary that we understand the cash position and continuing to take steps needed to improve upon it, along with a statement comparing bookings for this time in 2019 to 2020; Elise second and all in favor. The next step will be for Maletta to send the proposed budget in Excel and update the summary to include the comparison of 2019 to 2020 bookings. After the Committee has reviewed the updates, a meeting will be setup with the full Board for their approval. Respectively submitted, Joanne Wallace

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DRAFT 2/10/2020 11:01:09 AM

Finance Committee Chart of Work for FY 2020

February Board Meeting

Standard/Annual

New

• Review of YE 2019 results • Review YE balances • Review YE Capital Expenditures • Update bank resolutions • Approve capital/technology budget • Approve eight factors • Approve chaplain housing fund

• Cash management o Cash-flow projections o Options to preserve cash o Task Force: review rules and

policies governing cash balances • BDF transfer for capital budget

May Board Meeting

Standard/Annual

New

• Review of YTD Financials • Review of current balances/portfolio • Check-in: Pooled Income Fund (PIF)

• Updating multi-year forecast model with audited 2019 results

• Reporting non-operating expenses • Updated budget forecast (v. adopted)

August Board Meeting

Standard/Annual

New

• Review of YTD Financials • Review of balances/portfolio • Review of insurance • Review of investments (w/ advisors)

• Baseline forecast for FY 2021 • Maintenance Support Fund rules

November Board Meeting

Standard/Annual

New

• Review of YTD Financials • Review of balances/portfolio • Review of investment policy • Update on donations

• Year-end deficit update and cash management decisions

Off-Cycle Activities

• FY 2021 budget development and proposal (call in Nov./Dec.)

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Audit Committee Agenda Friday, February 14, 2020

1. Approval of the minutes of the November 8, 2019 meeting.

(Distributed on January 30.)

2. Discussion on CEO Expense Reimbursement Reviews

3. Set Chart of Work – 2020, including known list of Board-Approved policies. (For reference, a draft of the Chart of Work is attached).

4. Audit of 2019 underway by Whittemore, Dowen &

Riccardelli, LLP (Colin Combs).

a. Engagement letter reviewed and transmitted to Maletta Hourigan and Dominic Colafanti on December 11, 2019.

b. Auditors will be on site the week of March 16.

5. Compliance with NYS Sexual Harassment Law.

6. Review the chronology of the “Donor Advised Fund”

7. Thoughts on additional topics/areas for auditing/reviewing

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Role of the Audit Committee and Chart of Work

The Board of Trustees of Silver Bay YMCA has established an Audit Committee in accordance with the guidelines described below.

The Audit Committee shall meet at least twice annually, but more often if desired or necessary, in order to discharge its responsibilities. Meetings may be held in person, by telephone conference call, or by email. Unless otherwise authorized by the Board, the Audit Committee shall have no power to act on behalf of the Board but shall present its recommendations to the Board for action. The members of the Audit Committee shall be persons serving on the organization’s board who have no existing financial, family or other personal ties to management of the organization. No staff members of the organization will be eligible to serve on the Audit Committee.

Member qualifications should include:

1. A clear understanding of the role of Silver Bay and its services. 2. Financial literacy/expertise (at a minimum, the ability to read and understand financial

statements. 3. Courage to ask probing questions and to follow up for answers. 4. Ability to see the big picture. 5. A commitment to safeguard the organization and its assets. 6. A commitment to the staff (employees and volunteers) of the organization. 7. A commitment that the organization will report fairly, accurately, and regularly on its activities

and condition. 8. Willingness to do the right thing, not just do things right.

The Audit Committee’s responsibilities shall include:

1. Selecting the audit firm to conduct an independent audit of the organization’s financial statements.

2. Reviewing and approving the audit scope and fees. Reviewing and approving any proposed involvement of the audit firm in activities other than the annual audit.

3. Providing oversight of management’s performance with respect to required and recommended financial responsibilities and disclosure.

4. Consider and review, with management and the auditors, the adequacy of the organization's risk management methodology and internal controls, including computerized information system controls and security.

5. Reviewing the adequacy of financial reports provided by the board and making recommendations for their improvement.

6. Reviewing and addressing the management letter and auditor’s comments. Discuss any serious difficulties or disputes with management encountered during the course of the audit.

7. Make recommendations to the board based on the committee’s review activities.

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8. Act as external point of contact for any Whistle-Blowing issues, and if necessary, initiate special investigations of policies, procedures, and practices.

9. Act as external point of contact for any Conflict of Interest issues, and if necessary, initiate special investigations of policies, procedures, and practices. Make recommendations to the board based on the committee's review activities.

10. Investigation into any matter brought to its attention within the scope of its duties, with the power to retain outside counsel for this purpose if, in its judgement, that is appropriate. The Committee will promptly report any such actions to the Executive Committee.

11. Conduct periodic review of CEO Expense Reports as submitted to CFO. Any concerns will be brought to the attention of the CVO.

DRAFT CHART OF WORK - 2020

December/January Request, review and accept engagement letter from audit firm for auditing the financial statements of Silver Bay.

February All Board members complete Conflict of Interest Statements

March/April Review management letter and report from the auditor regarding the recent audit of financial statements.

Hold conference call(s) with auditor and management to accept the audit results (2-3 weeks prior to the May Board meeting).

Review Conflict of Interest statements of board members and key staff. Request additional information, if necessary.

May Provide Board with a report on the Conflict of Interest Statements.

Present final Audit Report to the board for approval.

Work with audit firm so that the Association’s IRS Form 990 and New York State CHAR 500 information returns are filed within the appropriate time frames.

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Ongoing

1. On a periodic basis, review Expense Reimbursement Reports 2. Work with senior staff to Review SBA Risk Management Policies to include

Financial Risk Management, Operational Risk Management, Workforce Risk Management, Customer/Guest Risk Management, Crisis Risk Management, Technology Risk Management and Data Security

3. Incorporate a list of all Board-approved policies and the review intervals for each.

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CONFLICT OF INTEREST POLICY OF SILVER BAY YMCA

Adopted February 16, 2019

1. PURPOSE

The Silver Bay Association for Christian Conference and Training (“Silver

Bay YMCA” or “Silver Bay”) expects that the members of its Board of Trustees, its officers and its employees will maintain the highest standards of ethical and lawful conduct in their work to achieve Silver Bay YMCA’s mission and vision. As laws and standards change, Silver Bay YMCA’s existing Conflict of Interest Policy must be updated to guide our Board of Trustees, our Officers, and our Key Employees (collectively, the “Management”) in complying with the current principles and requirements for their conduct in their work for Silver Bay YMCA.

All institutional decisions are to be made solely to promote the best

interests of Silver Bay, without influence or preference based on personal considerations or the appearance of such. This Conflict of Interest Policy (the “Policy”) protects the interests of Silver Bay when it is contemplating a transaction, an agreement or other action that might – intentionally or unintentionally - benefit the private interest of a member of the Board of Trustees, an Officer or a Key Employee (as these terms are defined in Section 3.4). Such transactions may be incompatible with the best interests of Silver Bay; they may be beneficial to Silver Bay but create an appearance of impropriety; or they may be entirely fair, reasonable and in Silver Bay’s best interest. This determination can only be made, however, if all competing interests of the members of the Management are known.

This Policy requires all members of the Management to disclose

personal financial or familial interests described in this Policy that may affect the decision-making by any component of the Management. This disclosure allows Silver Bay to manage conflicting interests successfully and to reach optimum decisions with knowledge of the conflicts. 2. UNDERLYING PRINCIPLES

2.1 The Law: This Policy supplements other applicable state and federal laws governing conflicts of interest applicable to nonprofit and charitable organizations. The conflict-of-interest statutes in the New York Not-for-Profit Corporation Law focus on the duty of loyalty of members of the Board of Trustees. This duty of loyalty requires the Trustees, and the Officers under their direction, to be faithful to an organization’s best

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Silver Bay YMCA Conflict of Interest Policy February 2019 Page 2

interests. They are not to use their organizational position or knowledge to advance a personal agenda at Silver Bay’s expense.

2.2 No Advancement of Personal Interests: Silver Bay Management

members are not permitted to participate actively as advocates on their own behalf, or on behalf of other organizations in which they have a personal interest, whether formally at meetings of the Board of Trustees, Board committees, officers or key employees, or similar gatherings for decision-making purposes, or informally through private contact, communication, and discussion. Management members may not obtain for themselves, their relatives, or their friends an Inappropriate Material Benefit of any kind from their association with Silver Bay or from the knowledge gained therefrom.

2.3 Confidential Information: One of Silver Bay’s most important assets is

its confidential information, which includes donor lists, financial data, operational information, personnel files and other data. All members of the Management shall not disclose or use any confidential information involving Silver Bay for personal benefit or for purposes other than the advancement of the best interests of Silver Bay.

3. DEFINITIONS AND EXPLANATIONS OF TERMS USED IN THIS

POLICY

3.1 Conflict of Interest: A Conflict of Interest for purposes of this Policy may exist in one of two situations, as more fully described in Paragraphs 3.2 and 3.3.

a. A “Financial Interest” b. A “Related Party Transaction” A Conflict of Interest is not necessarily a prohibited transaction. If a conflict of interest situation arises, the Board must follow the procedures in this Policy to determine if the transaction is fair, reasonable, and in the best interests of Silver Bay at that time. If so, the transaction may proceed even if a Conflict of Interest exists, if the Board so decides.

3.2 “Financial Interest”: A person has a Financial Interest if they would

receive an economic benefit, directly or indirectly, from any transaction, agreement, or compensation agreement, involving Silver Bay. By way of example, and not limitation, a person has a Financial Interest if such

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person has, directly or indirectly, through a business, investments, or family:

a. An ownership or investment interest in any entity with which

Silver Bay has a transaction or arrangement; b. A compensation arrangement with Silver Bay or with any entity or

individual with which Silver Bay has a transaction or arrangement. For purposes of this Policy, the term “compensation” includes direct and indirect remuneration as well as gifts or favors that are not insubstantial; or

c. An existing or potential ownership or investment interest in, or

compensation arrangement with, any entity or individual with which Silver Bay is negotiating a transaction or arrangement.

A Financial Interest does not exist if a transaction or agreement is undertaken in the ordinary course of daily business of Silver Bay, and the person in question receives no different benefit than any other person would receive in the same situation. . Whether a Financial Interest gives rise to a Conflict of Interest depends on the facts of the situation. Silver Bay’s Board of Trustees or an authorized committee thereof, shall decides, based on full disclosure and the surrounding facts as described in Section 4, whether a Conflict of Interest exists.

3.3. “Related Party Transaction”: This means any transaction, agreement or

any other arrangement in which Silver Bay is a participant, and in which a Related Party has a Financial Interest.

a. “Related Party.” Persons who may be considered a Related Party of Silver Bay under this Policy include: i. Trustees, Officers, or Key Employees of Silver Bay;

ii. Relatives, as defined below, of Trustees, Officers or Key Employees of Silver Bay;

iii. Any entity in which a person in (i) or (ii) has a 35% or greater ownership or beneficial interest or, in the case of a partnership or professional corporation, a direct or indirect ownership interest in excess of 5%;

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Silver Bay YMCA Conflict of Interest Policy February 2019 Page 4 iv. Any entity of which any member of the Management, or a

substantial contributor or a relative of such person, is a Trustee, Officer, or Key Employee

v. Persons owning a controlling interest (through votes or value) in a corporation, partnership, or trust that is a Related Party; and

b. “Relative” of an individual means his or her spouse, ancestors,

brothers and sisters (whether whole or half-blood), children (whether natural or adopted), grandchildren, great-grandchildren and spouses of brothers, sisters, children, grandchildren, great-grandchildren and domestic partners. (New York Not-For-Profit Corporation Law, §102(a)(23))

3.4 Other Definitions Used in this Policy

a. “Interested Person” means any member of the Management who has a Financial Interest, as defined above.

b. “Key Employee”, as defined in the Internal Revenue Code, is a current employee who is in a position to exercise substantial influence over the affairs of the corporation. It includes, but is not limited to, the following positions: i. Chief Executive Officer ii. Chief Operating Officer iii. Chief Financial Officer iv. And, as determined by Silver Bay’s CEO, any other person who:

a. Has ultimate responsibility for implementing the decisions of the governing body, or;

b. Supervises the management, administration, or operation of the organization, or;

c. Manages the finances of the organization, or; d. Manages a distinct segment or activity of the organization

that represents a substantial portion of the activities, assets, income, or expenses of the organization, or;

e. Has or shares authority to control or determine a substantial portion of the organization's capital expenditures, operating budget, or compensation for employees and/or his or her compensation is primarily based on revenues derived from activities of the organization, or of a particular department or function of the organization, that the person controls.

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c. “Inappropriate Material Benefit” means a financial, in-kind,

personal or other material benefit, direct or indirect, of a value which is not insignificant, which may be received by an Interested Party or their Relatives primarily because of the Interested Party’s Financial Interest or Related Party Interest in a transaction, arrangement, compensation or other dealing with Silver Bay. A material benefit is not “inappropriate” if the benefit in question has been approved by the Board or the Audit Committee, as described in Paragraph 4, after the required disclosures to the Audit Committee.

4. COMPLIANCE PROCEDURES

4.1 Duty to Disclose: In connection with any actual or possible Conflict of Interest, occurring at any time, any Interested Person must disclose to the Audit Committee (or, failing that, to the Board of Trustees or a designated committee) the existence of the Financial Interest or the existence of a potential Related Party Transaction. The Interested Party shall be invited to disclose all material facts to the Audit Committee and/or any authorized subcommittee considering the proposed transaction or arrangement.

4.2 Determining Whether a Conflict of Interest Exists: After the disclosure by the Interested Person, he/she shall be excused from the meeting of the Audit Committee. The Audit Committee shall then independently determine whether a Conflict of Interest exists. Until the Audit Committee makes its decision, an Interested Party shall not be present at, or participate in, deliberations or voting on the matter giving rise to the Conflict.

4.3 Procedures for Addressing the Conflict of Interest

If the Audit Committee finds that a Conflict of Interest exists, the following steps will be taken:

a. The chairperson of the Audit Committee shall, if appropriate, appoint a disinterested person or subcommittee to investigate alternatives to the proposed transaction or arrangement.

b. If the contemplated transaction or arrangement pertains to compensation for services or the transfer of property or other economic benefit to an Interested Person, the Audit Committee or its designee must determine that the value of the economic

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benefit provided by Silver Bay to the Interested Person does not exceed the value of the consideration received in exchange by obtaining and reviewing appropriate comparable data prior to entering the transaction.

c. If the contemplated transaction or arrangement does not involve compensation, transfer of property or economic benefits to an Interested Person, the Audit Committee or its designee shall determine whether Silver Bay can, with reasonable effort, obtain a more advantageous transaction or arrangement from a person or entity that would not give rise to a Conflict of Interest.

d. The results of the Audit Committee’s investigation shall be presented to the full Board of Trustees at its next regular meeting or at a special meeting called for this purpose.

e. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a Conflict of Interest, the Board shall determine by a majority vote of the disinterested trustees whether the transaction or arrangement is in Silver Bay’s best interest and for its own benefit, and whether the transaction or arrangement is fair and reasonable. The Board shall make its decision as to whether to enter into the transaction or arrangement in conformity with this vote.

5. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY If the Board of Trustees or committee has reasonable cause to believe a person has failed to disclose an actual or possible Conflict of Interest, it shall inform the person of the basis for such belief and afford the person an opportunity to explain the alleged failure to disclose.

If, after hearing the person's response and after making further investigation as warranted by the circumstances, the Board or committee determines the person has failed to disclose an actual or possible Conflict of Interest, it shall take appropriate disciplinary and corrective action, which may include a warning, removal from the Board or termination from Silver Bay’s employment.

6. RECORDS OF PROCEEDINGS

The minutes of the Board of Trustees and all committees of the Board shall contain the names of the persons who disclosed or otherwise were found to have a Financial Interest in connection with an actual or possible

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Silver Bay YMCA Conflict of Interest Policy February 2019 Page 7 Conflict of Interest, or who disclosed a possible Related Party Transaction. The minutes shall document the nature of the Financial Interest or Related Party interest, the actions taken to determine whether a Conflict of Interest was present, and the Board’s or committee's decision as to whether a Conflict of Interest in fact existed. The minutes shall also document compliance with the individual steps set forth in Paragraph 4.3. 7. COMPENSATION

7.1 A voting member of the Board of Trustees who receives compensation,

directly or indirectly, from Silver Bay for services is precluded from voting on matters pertaining to that member's compensation.

7.2 A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from Silver Bay for services is precluded from voting on matters pertaining to that member's compensation.

8. ANNUAL STATEMENTS BY TRUSTEES

8.1 General Requirement: Each Trustee of Silver Bay shall, at the first

meeting of the Board of Trustees in each calendar year, complete, sign and submit to the Secretary of Silver Bay a written statement which contains at least the following information (the “Annual Statement”):

a. The Trustee has received a copy of the Policy; has read and

understands it; and agrees to comply with the Policy. b. To the best of the Trustee’s knowledge, any entity of which the

Trustee is an officer, director, trustee, member, owner (either as a proprietor or a partner) or employee, and with which Silver Bay has, or may have, a relationship;

c. To the best of the Trustee’s knowledge, any transaction in which Silver Bay is a participant and in which the Trustee has, or might have, a conflicting interest. A form of Annual Statement to be used by Silver Bay is attached as Appendix A. 8.2 Statement Required Prior to Initial Election of any Trustee

Prior to the initial election of any member of the Board of Trustees,

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each potential Trustee shall complete, sign and submit to the Secretary of Silver Bay the Annual Statement which contains at least the information required in Section 8.1, and any other information which may be required by law.

8.3 Audit Committee: The Secretary shall provide a copy of all completed

Annual Statements to the chair of the Audit Committee of the Silver Bay Board of Trustees.

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Appendix A

CONFLICT OF INTEREST POLICY OF SILVER BAY YMCA

Annual Statements by Trustees, Officers and Key Employees

I am a member of the Board of Trustees of Silver Bay YMCA;

a potential member of the Board of Trustees of Silver Bay YMCA;

an Officer of Silver Bay YMCA; and/or

a Key Employee of Silver Bay YMCA.

(Please check all that apply)

I affirm that:

a. I have received a copy of the Conflict of Interest Policy of Silver Bay YMCA (the “Policy”);

b. I have read and understand the Policy;

c. I agree to comply with the Policy;

d. To the best of my knowledge, below is a list of every entity in which I am, or a Related Party is, an officer, director, trustee,

member, owner or employee and with which Silver Bay has, or may have, a relationship:

NONE or YES: __________________________________________

__________________________________________

__________________________________________ e. To the best of my knowledge, below is list of any transactions in

which Silver Bay is a participant and in which I or a Related Party might have a conflicting interest:

NONE or YES: _________________________________________

_________________________________________ _________________________________________

(Additional information may be provided on the back of this Annual Statement)

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f. I have not engaged in conduct that could cast Silver Bay YMCA in a negative light because of my position as a member or potential member of the Board of Trustees or Key Employee. g. I have not committed, been indicted for, or been convicted of a misdemeanor or felony. h. I shall promptly advise the Audit Committee of the Silver Bay YMCA if there are any additions to either of the preceding lists.

________________________ ___________________________ _____________ Signature Print Name Date

THIS FORM, AND ANY UPDATES TO IT, MUST BE DIRECTED TO THE SECRETARY OF SILVER BAY YMCA, WHO SHALL PROVIDE A COPY TO THE

SILVER BAY YMCA AUDIT COMMITTEE. THE FORM MAY BE ROUTED TO THE SECRETARY VIA THE CHIEF VOLUNTEER OFFICER, OR THE CEO.

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