CURRENT APPROVED MINUTES
   
BOARD OF DIRECTORS MEETING

BOSTON TERRIER CLUB OF AMERICA, INC.

October 4, 2005
 

Comstock called the meeting to order at 8:11 p.m. EST by conference call. Present were: Fred Comstock, Ola Jeanne McCollough, Peggy Jackson, Marby Kelly, Ann Sunday, Joyce Fletcher, Ellen Dresselhuis, Alice Ochiai, Maxine Uzoff. Absent was Kathleen Brewer. Melany Anaya was absent for the first part of the meeting.

Comstock shared with the Board some misconceptions on what is secret/confidential at Board meetings. The fact is that the conclusions arising from Board meetings are not secret but we are to act as professional and be very accurate when quoting anything that may have been said at a Board meeting.

Comstock also reported that we have two tax identification numbers (EIN) 501C4 for the BTCA and 501C3 for the Charitable Trust. The IRS ruling is that if we have gross receipts of $25,000 or more, we have to file a tax return. And, if we have filed a tax return in the past, we then have to file a tax return every year. Comstock had talked with Ed Sledzik regarding the tax situation. Sledzik agreed to do our last two years' taxes for a fee of $490 for each year. Dresselhuis made a motion that we retain Sledzik for this purpose; Sunday seconded the motion; motion carried unanimously.

McCollough made a motion that the BTCA Board ask Deana Jones to resign as treasurer and to resign from the Board of the BTCA immediately. Jackson seconded this motion. A vote was taken by name of each person in attendance that is eligible to vote as follows: Dresselhuis - no; Jones - no; Ochiai - no; Fletcher - yes; Jackson - yes; Sunday - yes; Uzoff - yes; McCollough – yes; (Anaya had not yet joined the meeting). Motion carried with a vote of 5 to 3. Comstock then asked Jones to resign and Jones declined.

Fletcher, as chair of the financial review committee, discussed the fact that she had contacted Jorge Palacio to ask for help in conducting a review of the books since he is an accountant. Mr. Palacio declined stating that he was a personal friend of the treasurer and he did not have time. Fletcher had also contacted Byron Elder who was wiling to help. After serious thought and discussion with other accountants, Fletcher discussed the fact that she was not qualified to conduct such a review nor was Byron Elder. Therefore, Fletcher made a motion that the BTCA retain an accountant, T.M. Hayes, Naples, Florida, to conduct this review. The motion was seconded by Uzoff. Motion carried unanimously. Fletcher will contact Hayes within the next couple of days and will also ask for the help of the previous BTCA treasurer.

A discussion was held relative to outstanding expense checks due to several committee chairs. Jones reported she will send a check to everyone on October 5, 2005. McCollough suggested she send these checks overnight and Jones agreed to do so.

Comstock requested that the Corresponding Secretary, Fletcher, send a letter to Teresa Arnett in answer to her recent e-mail to the Board. This will be accomplished via U.S. mail since according to the by-laws, e-mail is not a recognizable form of communication for the BTCA. This will be done within the next two days.

At 8:40 p.m. EST, Melany Anaya joined the meeting and took over the recording of the minutes.

The minutes of the 9-20-2005 Board Meeting were discussed, motion by Jackson to approve as amended, motion seconded by McCollough, approved unanimously.

Brief discussion concerning the previously approved Boston Puppy Book.

Motion to adjourn by Dresselhuis, motion seconded by Jones, meeting adjourned at 8:45 (EST).

Respectfully submitted,
Joyce Fletcher
and
Melany Anaya