CoDA, Inc. Board of Trustees

CoDA, Inc. Board of Trustees
April 6th, 2024

Approved Public Board Meeting Minutes

Day/Time: Saturday, 09:00 AM Pacific Time

Observers Present:

Chairs Forum member in attendance: Sharon B.

Observers: Gail S., Rosa, Barbra D., Gillian A., Jocelyn K., Julie B., Lizz T., Kate MB., Florence F., Kathy R., James K., Connie MD., Carole, Sharon J., Keli

Board Members Present:

Tina R., Laurie C., Byrle S., Steve S., Chris H., Kevin M.

Board Member(s) Absent:

Katherine T., (Chris H. voting on her behalf);

 Jay G. (leave of absence; Laurie C. voting on his behalf)

Quorum: Met

Minute Taker: Kevin M.

• Readings:
• Serenity Prayer, Step Four, Tradition Four, Promise Four and Service Concept Four

• Consent Agenda:

1. Motion: to approve the Board Public Meeting minutes from March 2024-03-02

By: Laurie C.    Seconded: Jay G.

Result: Unanimous – via email 2024-03-12

2. Motion: In order to be in compliance with the CoDA Board’s Non-Disclosure Agreement, Items 1 and 12, made under Arizona State Law; QuickBooks access shall be viewable only by the CoDA Board of Trustees. Editable access will only be given to an outside bookkeeper, outside Certified Public Accountant (CPA) and the CoDA Board Treasurer. The CoDA Board Treasurer shall provide monthly financial reports to any Fellowship member upon request.

By: Tina R.       Seconded: Florence F.

Discussion/Report: None

Result: Unanimous – at Public Meeting 2024-03-02

3. Motion: Full travel meal per diem for service at the CoDA Service Conference (CSC), International CoDA Convention (ICC), Board and Committee Face-to-Face meetings, site visits, and special meetings may be paid to eligible Trusted Servants no less than three (3) days before travel is to begin.

By: Tina R.       Seconded: Steve S.

Discussion/Report: None      

Result – Unanimous – at Public Meeting 2024-03-02

4. Motion: We purchase the older version of the Newcomers Handbook (991 copies as of right now) at a cost of $3.00 each or $3,000.00 plus shipping knowing that we will receive royalties of 40% on this purchase.

By: Katherine T.           Seconded: Tina R.

Discussion/Report: None

Result: Unanimous at Public Meeting 2024-03-2

5. Motion: To close the Chase Business Ink credit card account.

Discussion/Report: According to the Arizonia Nonprofit Corporation Act, every account must have 2 signers, a motion and minutes.  We've discovered that Chase opened this account with only one signer. In order to be in compliance, we will need to close the account.

By: Tina R.       Seconded: Laurie C.

Result: Unanimous by email 2023-3-15

6. Motion: Additional single Delegate Grants may be applied for every two (2) years after they receive their initial two Delegate Grants. IMC plans to bring this motion to CSC 2024.

By: Laurie C.    Seconded: Florence F.

Discussion/Report: None

Result: Unanimous 2024-03-16 Executive Work Group

7. Motion: IMC-VEL may have flexibility in distributing Delegate Grants if there are insufficient applicants in a particular category (North American or International Grant).

By: Laurie C.    Seconded: Byrle S.

Discussion/Report: the Board approved this in June 2023. The VEL wishes to apply this when distributing Delegate Grants for CSC 2024. IMC did not include this motion at CSC 2023 but plans to do so this year.

Result: Unanimous 2024-03-16 Executive Work Group

8. Motion: Terminate current Finance Committee Fellowship Service Worker due new expense reimbursement process at the inception of Expensify program

By: Katherine T.           Seconded: Tina R.

Discussion/Report: None

Approved: Unanimous 2024-03-22 Board Face-to-Face

9. Motion: Eligible CSC attendees may make airline reservations for Ottawa CoDA Service Conference (2024 July 21-25) as early as 2024 March 25. Attendees have the option to go through the CoDA Administrator for assistance/direct bill to CoDA or may make reservations on their own and be reimbursed.

By: Katherine T.           Seconded: Tina R.

Discussion/Report: None

Approved – Unanimous 2024-03-22 Board Face-to-Face

10. Motion: Move to purchase the current Newcomer’s Handbook – Spanish Version at a cost no greater than $3500.

By: Katherine T.           Seconded: Laurie C.

Discussion/Report: None

Approved – Unanimous 2024-03-22 Board Face-to-Face

11. Motion: Consult outside tax attorney for consultation regarding the legal handling of the Hospitals and Institutions Committee’s (H&I) designated donations to the Books for Inmates and Institutions (BFII) program – not to exceed $ 400

By: Tina R.       Seconded: Katherine T.

Discussion/Report: None

Approved – Unanimous 2024-03-22 Board Face-to-Face

12. Motion: To remove Florence F. from the Board 

By: Byrle S.      Seconded: Katherine T.

Quorum – met   

Result:  Yes: 5 No: 1  - 2/3 majority

13. Motion: To approve Steve S. as the Vice Chair

By: Katherine T.           Seconded: Tina R.

Approved – Unanimous by email 2024-04-01

• Treasurer Report and Update

-Bank of America checking account opened at F2F on 2024 March 21

NOTE: A more detailed Treasurer’s Report can be found in the Finance Committee minutes.

Treasurer Report and Update –

NOTE: All amounts are stated in USD. Balances are rounded to the nearest $100. Our Prudent Reserve is $250,000.

• MOTION: to approve consent agenda

Discussion/Report - none

Motion by: Steve S.     Seconded: Byrle S.

Result: 2/3 majority

• WebLiaison Introduction- Laurie C. is now serving in this role.

• Finance workgroup/Legal- Met with Tax attorney for final changes to our new Accountable Travel Policy, and Accountable Non-travel Policy.  Working with Finance Committee every week to finalize process – will be ready for motion for CSC.

Answer

• Expensify Update- We have fully implemented Expensify as our reimbursement system. The Board successfully used it for their F2F expenses when they met in March.

• Working the H&I to get things rolling on using tablets for inmate use in institutions

• Question and Answer time from observers:

1. Question about buying Spanish handbooks, was it discussed with CoRe?

Answer: not sure. Spanish handbook may not be ready. The Liaison will discuss with CoRe to ensure sufficient supply.

2. Was the procedure outlined in the FSM followed to remove the Board of Trustee member?

Answer: Board followed Bylaws, reviewed FSM and follow to some extent

3. VE of Mexico asking about getting new literature so they can translate. Has sent emails, asking how to get the new literature?

Answer: Board – send email to board@coda.org and will get you in touch in right person regarding the new literature.

4. Comment: Master copy of new literature has not been sent to UK so they can publish. I hope the Board can get the new literature to international for printing. Concern about not having literature in Canada. Concerned about board.

5. Was the Trusted Servant allowed to attend the vote to remove the Board of Trustee? Answer: The member was Invited to the meeting, but not present at vote; was not on the agenda and it was the first item brought up on that day during the Board’s face-to-face F2F. Trusted Servant was not present and did not participate in the GC.

6. Canada also having issue getting new literature to print. Is there a procedure for letting countries know of new literature and have it available to print? US is selling certain literature that Canada does not have.

Answer: We are working on getting the master's so we can get the literature out.

Suggestion made by another attendee: maybe a procedure could be in place that would help get new literature out quickly.

7. Comment: Literature will not be available in Canada, as the US cannot sell in another country; so new literature will not be available, there will be order forms available.

8. Comment from chat: No chairs forum report at board meeting.

9. Express gratitude that without the Board and Trusted Servants, their recovery is not possible. Thanks for demonstrating the principles of our program.

10. Trying to navigate website and had a question about the FSM in Spanish. Went to Spanish page and could not find FSM.  Where are we at with updated FSM being translated to Spanish:

Answer: Web Liaison will look into and follow up.

11. What is the type of tablet for H&I inmate program?

Answer: Chair and Vice Chair will be working on this program and advise at a later date.

• Next meeting: Saturday, May 4, 2024 @ 9am PDT

• Close with Serenity Prayer

The preceding message was from The CoDA Board Of Trustees, board@coda.org

You can review previous emails here: https://codependents.org/cgi-bin/dada/mail.cgi/list/main/

If you have a friend who would like to subscribe, please have them go here: https://www.codependents.org/sub.htm

If you have a general question about CoDA (as opposed to the specific content of this email), please email info@coda.org

If you wish more information by phone, please call (888) 444-2359 {Toll free} or (602) 277-7991

For Spanish inquiries you may email espanol@coda.org or call (888) 444-2379 {Spanish toll free}.