Regular Monthly Board Meeting MinutesPublication Date: January 31, 2015Meeting Day, Date & Time: Tuesday, October 14, 2014, 7:00PM-8:30 PM

Attachments: Ballot Counts Summary for Board Motions

1. Welcome, identification of SGNA Board of Directors and introductions of neighbors and visitors.Present: B. Brewer, C. Gossett, A. Alvis, K. LaForge, D. Lerch-Walters, M. Cannon, S. Chase, J. Frewing, H. Ashlock, C. Nyschens, A. Capage, B. LopezExcused: N/A

2. Featured Speaker - Measure 90 (for - http://healthydemocracy.org/citizens-initiative-review/oregon/measure-90-final/) (Against - http://noonmeasure90.org) - a representative of the group sponsoring the Measure gave a brief presentation. Those against the Measure did not requested equal time. This was an "information only" presentation.

3. Portland Police representative – This month, there were a total of 6 vehicle-related reports, 5 thefts, and 69 calls for service. The house at 27th and Wasco, at which a dog was fatally shot earlier this year, is now empty and secure, and is being monitored. Residents should call with any concerns about vacant house problems. Regarding Holladay Park, there have been significant reductions in criminal activity.

4. New Seasons Market representatives – Claudia Knotek introduced Justin Rossman, the new Community Coordinator for the new store at Grant Park Village, which will be open by Thanksgiving as the 15th store. 150 people will be employed. Please contact Justin if you have ideas for hunger relief organization partners: justinr@newseasonsmarket.com.

5. NECN Announcements/Notices - Ms. Katy Asher has been appointed interim Executive Director with Shoshana Cohen's resignation in July while the Board searches for an individual to appoint to the position permanently. Both of our delegates to NECN's Board have resigned their positions as delegates.

6. Approval of the August meeting's minutes. There will be no minutes posted for the September Regular Meeting as we did not have a quorum and no meeting was convened. Motion #1: B. Brewer – Approve August Board Meeting minutes. Second: A. Alvis. Vote: Passed; 11 for, 0 against, 1 abstained.*

7. Finance Committee Report - Income and Expenses report: $7,063 is the current balance; this is up by $1,000 for the year. There were four expenses in the past month for Gulch-o-Rama, and revenue of $775 from the event. Plans for monthly and annual financial reports to be reviewed discussed and decided upon at the annual retreat in November. D. Lerch-Walters requested that the Board reconsider retrieving past Bank Statements from the closed account at the Bank of America. Discussion: Is there any more information since this was last voted on? – No. D. Lerch-Walters said that we are out of compliance with Office of Neighborhood Involvement (ONI) Standards because “the records are not public,” claiming that we can find this information in Section 8 No. 1 & 2 of ONI standards. B. Brewer disagreed and expressed the opinion that were are not in violation of the ONI Standards. B. Brewer asked if D. Lerch-Walters had brought a copy of the ONI Standards to present to the Board. D. Lerch-Walters stated that he had not.

Sullivan’s Gulch Neighborhood Association, c/o Holladay Park Plaza, 1300 NE 16th Ave., Portland, Oregon 97232http://www.sgnablog.blogspot.com

Regular Meeting Minutes, October 2014, Page 1 of 5

(Item 7., continued)D. Lerch-Walters stated his opinion that this issue should be referred to the membership at the General Meeting. B. Brewer, said that a discussion of referral of this issue to membership is a separate issue from the the claim that the Board should have the B of A records in their possession. A discussion of referral to membership of the issue is not on the Agenda for this meeting and will not be considered (see comment on referral to membership in Item 9.).Motion #2: B. Brewer – Table the issue about retrieval and maintenance of financial records until the Board members have read and are familiar with the ONI standard about public records.. Second: J. Frewing. Vote: Passed; 11 for, 0 against, 1 abstained.*

8. Land Use Transportation Committee (LUTC) - report on Committee activities. The Committee presented the updated plan for the NE/SE 20s Bikeway Project, which is in design phase and will be developed starting next year,. The LUTC is applying for a grant from Metro in partnership with the NE Broadway Business Association, Portland Bureau of Transportation, and the Irvington and Grant Park Neighborhood Associations. Motion #3: Carol Gossett – Submit a letter of support for the NE/SE 20s Bikeway Project to the Portland Bureau of Transportation. Second: A. Alvis. Vote: Passed; 11 for, 0 against, 1 abstained.*Tree Inventory – J. Frewing informed the Board that the street tree inventory was completed on Sept. 20th. There will be a summit of all the neighborhoods involved the inventory on November 8th. A written report of the inventory will be published. Sullivan’s Gulch should have a tree committee to implement a tree plan. A presentation will be made at the Fall General Meeting. SGNA has one Euptelea Pleiosperma tree in our neighborhood. It is very a very rare species; it is the only street tree of its kind in Portland. Thank you to J. Frewing for all of his work on the tree inventory, and also for working to get the median at Holladay Park Plaza cleaned up!

9. Events Committee - Dan Lerch-Walters has requested that the Board consider asking the Bureau of Transportation to not enforce the tow order for cars parked on the streets during the annual Fall Leaf Sweep. D. Lerch-Walters then asked that this be deferred to the membership. B. Brewer explained the following facts: A new person, Ms. Yates, is in charge of the tow order. Currently, the parking program run by SGNA allows alternative parking at Fred Meyer and Grace Church. This effort costs SGNA $50-100 to coordinate each year. The City pays $2-3,000 for “No Tow” signs to be placed. Last year, 19 cars were towed in Sullivan’s Gulch. If we choose not to have the tow order enforced, it is very difficult to get it back, as there is a long waiting list and a tight budget for organizing the towing order. Without towing, there will be less compliance, and streets may not get swept. Fire Station 13 is not concerned as leaves are no obstacle to their trucks. However, cars parked awkwardly or improperly, due to leaf build-up do cause obstacles to fire trucks. Cars tend to park further from the curb due to piled up leaves, causing the streets to be more narrow. Dead animals have also been discovered in unattended leaf piles.

Sullivan’s Gulch Neighborhood Association, c/o Holladay Park Plaza, 1300 NE 16th Ave., Portland, Oregon 97232http://www.sgnablog.blogspot.com

Regular Meeting Minutes, October 2014, Page 2 of 5

(Item 9. , continued)Straw poll: Motion #4: B. Brewer: Maintain the tow order and parking program that are currently in place. Vote: 8 for, 2 against, 2 abstained. B. Brewer commented regarding referral of issues to the membership. Board members are elected to deal with the business of the neighborhood. Routine referral of issues to a General Meeting delays decisions, sometimes, by months. Referral should only be made on firm reason and principle that the Board cannot or should not decide an issue without direction from a majority of membership at a General Meeting. The By-Laws are structured as they are and approved by membership vote. The By-Laws give the Board of Directors authority and responsibility to act. *

10. Safety & Livability Committee - NET Training opportunities - and presentation at our Fall General Meeting - see Item 14..

11. Communications Committee - progress and planning report, a report on our new website. It is close to its launch, which should be working and in place by the next Board meeting. Thanks to H. Ashlock!

12. Fall General Meeting - proposals and a discussion - Meeting date - Thursday, November 13 in lieu of and forgoing our Regular Board Meeting for the second Tuesday, November 11th, which is Veteran's Day. Motion #5: B. Brewer – approve the date Thursday, November 13 for the Fall General Meeting. Second: A. Alvis. Vote: Passed; 11 for, 0 against, 1 abstained.* Location - Grace Memorial Church (alternate - HPP Penthouse) - both - pending confirmation with the hosts. Event(s) - to be determined - however- the Land Use Speaker series has been working with Healthcare for All Oregon (HCAO - http://hcao.org); two neighbors have worked to develop a presentation and program for us and only await our confirmed date,. Also, the Chair has contacted the Portland Bureau of Emergency Management to request a presentation on emergency preparedness and City emergency training programs and information. We wait to hear from them. We also have suggestions to request presentations from developers for projects in the Lloyd District area. Motion #6: B. Brewer – Agree to have three presentations at the Fall General meeting: the HCAO presentation, the Portland Bureau of Emergency Management presentation on emergency preparedness and City emergency training programs and information, and a presentation about the tree inventory. Second: A. Alvis. Vote: Passed; 11 for, 0 against, 1 abstained.*

13. Proposed By-Law Modifications - Neighbor Daniel Pirofsky proposed modifications to the grievance procedures in the By-Laws for consideration by the membership at our General Meeting in November. A scan of the printed proposed modifications presented is attached to these minutes. A copy of the current By-Laws is available as a pdf file that can be downloaded from the SGNA website. B. Brewer thanked Mr. Pirofsky for the time and consideration he put into preparing the proposed modifications. Discussion – The opinion of a few of the Board members was that the Board should have more time to read and understand the proposal, and the implications of changing our procedure. The procedure in the current By-Laws, added as approved by the membership at the April 2014 Spring General Meeting was as recommended by ONI and NECN staff. With the recommended (and now approved) grievance procedures , the procedures reflected (ONI's and NECN's) concerns relative to to the insurance carrier's liability insurance for NECN member NA Boards of Directors.

Sullivan’s Gulch Neighborhood Association, c/o Holladay Park Plaza, 1300 NE 16th Ave., Portland, Oregon 97232http://www.sgnablog.blogspot.com

Regular Meeting Minutes, October 2014, Page 3 of 5

(Item 13., continued)ONI and NECN also sought uniformity in grievance procedures from neighborhood to neighborhood. At that time, no alternative versions, and no variations to the grievance procedures were presented or recommended by ONI and NECN. Mr. Pirofsky's proposed modifications were not presented to members of the Board prior to the meeting, and therefore no Board member had read the proposed modifications prior to the meeting. Mr. Pirofsky explained the reasoning behind his proposed modifications. Mr. Pirofsky's explanation did not add to the substance of the written document and only summarized the written document. For brevity and to reduce the chance for conflict, these minutes refer the reader to the document and do not repeat Mr. Pirofsky's summary. It was proposed that the Fall General Meeting is too close and already too full to give this issue the time and consideration needed. B. Brewer proposed that due diligence by the Board of Directors, prior to presentation to the membership for consideration and a vote would require that the proposed modifications be vetted by ONI and NECN, and discussed with NECN's liability insurance carrier. D. Lerch-Walters made the statement that liability insurance is not really important and should not be a consideration. C. Gossett countered that that is not the case. B. Brewer added that without liability insurance most, if not all Board members would be unprotected and thus unable to serve, and thus the insurance is fundamental to conducting the business of the neighborhood under the current Articles of Incorporation and By-Laws. It was suggested that the proposed modifications can be considered by the Board for presentation, consideration and a vote at the the 2015 Spring general meeting if due diligence issues are addressed by then. Motion #7: D. Lerch-Walters – Present the proposed modifications to grievance procedures in the By-Laws by Mr. Pirofsky for discussion by the membership at the 2014 Fall General Meeting and put its adoption to a vote, should they choose. Second: J. Frewing. Vote: 1 for, 7 against, 1 abstained.*

14. 2014 Fall Board Retreat - date, location, agenda items – to be discussed by email/phone.15. Concluding Remarks

Sullivan’s Gulch Neighborhood Association, c/o Holladay Park Plaza, 1300 NE 16th Ave., Portland, Oregon 97232http://www.sgnablog.blogspot.com

Regular Meeting Minutes, October 2014, Page 4 of 5

October, 14 2012 Regular Monthly Board of Directors Meeting, AttachmentBallot Counts Summary for Board Elections and Board Motions

Motion #1 –

Approve August Minutes

Motion #2 – Table the issue about retrieval

and maintenance of

financial records until we have read and are familiar

with the ONI standard about public records

Motion #3 – Submit a letter of

support for the NE/SE

20s Bikeway Project to the

Portland Bureau of

Transportation.

Motion #4 – Straw

poll: Maintain the tow

order and parking program that are

currently in place.

Motion #5 – Approve

the date Thursday, November 13 for the

Fall General Meeting.

Motion #6 - Agree to

have three presentations at the Fall

General meeting.

Motion #7 - Discuss the proposed

modifications to the grievance procedures by

the membership at the Fall

General Meeting and put its

adoption to a vote.

Andy Alvis For For For For For For Against

Heather Ashlock

For For For For For For Against

Brittain Brewer

For For For For For For Against

Melissa Cannon

For For For For For For Against

Adam Capage

For For For For For For Abstain

Stephen Chase

For For For For For For Abstain

John Frewing

For For For Against For For For

Carol Gossett

For For For For For For Against

Kari LaForge

For For For Abstain For For Against

Brad Lopez For For For For For For AbstainCraig Nyschens

For For For Against For For Against

* Summary represents ballots submitted, D. Lerch-Walters, present, but his ballot was not submitted. All of his votes were recorded as "abstained".

Sullivan’s Gulch Neighborhood Association, c/o Holladay Park Plaza, 1300 NE 16th Ave., Portland, Oregon 97232http://www.sgnablog.blogspot.com

Regular Meeting Minutes, October 2014, Page 5 of 5