VLPNO Special Board Meeting Minutes - February, 2023

AGENDA - VLPNO BOARD SPECIAL MEETING

LOCATION:  Virtually via Teams & Kaptur Plaza Executive Suites

                      650 E Tahquitz Canyon Way, Suite 2

                        Palm Springs, CA. 92262

DATE:  Tuesday, February 28th 2023

TIME:  4:00-4:30PM

Board Members Present: Kermit Ferrer, Patsy Marino, Christy McMillian, Kevin Comer, Vince Tavani, Joe Vassallo

Board Members Absent: Bruce Frasier

Others Present: Gustav Swanson

Others Absent: Steve Orr

· BOD Officers & Members Actions  

    • Overview

      • Kevin and Kermit reviewed the By Laws for VLPF, the status of  VLPF formation and timeline for VLPNO filing & dissolution.

      • The Board voted unanimously on all of the above.

    • 501c4 Registration

      • Kermit reviewed the recent VLPNO California Secretary of State filing (5525114) and pending AG Office filing.

    • Interim Board of Directors

      • The following directors resigned their roles with VLPNO:

        • Kermit Ferrer

        • Kevin Comer

        • Vince Tavani

        • Joe Vassallo

o The above 4 former directors of VLPNO offered to be non-voting, volunteer advisors to VLPNO as needed.

o Christy nominated Patsy as Chair of VLPNO. Patsy accepted the nomination.

o Christy nominated Bruce as Vice Chair of VLPNO. Patsy seconded.

      • Bruce accepted in absentia; he communicated prior to this meeting that he accepts such nomination when it happens.

    • Christy motioned to nominate Gustav to the board, filling the role of Secretary. Patsy seconded the motion. Gustav accepted.

    • Christy motioned to nominate Steve as an Ad Hoc Board Member at Large. Patsy seconded the motion. Steve accepted in absentia; he communicated prior to this meeting that he accepts such nomination when it happens.

    • Gustav and Steve to continue as ONE-PS representatives for VLP.

o Dissolution Plan

      • Patsy motioned for the Board to dissolve the VLPNO as soon as the following three conditions are met:
        1. The California Secretary of State filing must be accepted.
        2. The State of California Attorney General filing must be accepted.
        3. Approval by membership at a special meeting.                                                                                             

      • The Board unanimously approved the motion.

    • All VLPNO programs/activities were transferred to VLPF, including but not limited to:          

·  Spring Social on March 2nd                                                                                            

·  Volunteer Days/Events

o PS Animal Shelter (Lead:  Bruce)

o LGBT Center Food Bank (Lead: Vince)

·  Modernism Week VLP Tour 2024:  Kick-off meeting rescheduled to March 7th 2023 

Christy briefed all about March 2nd  Social: Insurance rider in place, 80-90 guests anticipated guests, bin for food donations, basket for checks etc.