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WRFC Minutes 2011-05-10 SM MINUTES OF SPECIAL MEETING OF THE BOARD OF DIRECTORS OF WILMINGTON REGIONAL FILM COMMISSION, INC. A North Carolina Non - Profit Corporation PURSUANT TO NOTICE, a copy of which is attached as EXHIBIT A, the Board of Directors of the Wilmington Regional Film Commission, Inc. (WRFC) held a special meeting at 8:00 AM, on May 10, 2011. Mr. Jimmy Smith, Mr. William Vassar, Ms. Carey Jones, and Hon. Bill Saffo were present in person. Hon. Ted Davis, Jr. arrived at 9:10 and was present in person. In addition, Mr. Johnny Griffin and Ms. Brooke Wheelock were present. 1. APPROVAL OF MINUTES FROM FEBRUARY 22, 2011 BOARD MEETING. The Minutes from the Board Meeting on February 22, 2011, a copy of which is attached as EXHIBIT B, were unanimously approved. 2. APPROVAL OF NEW WRFC FORM TITLED `REQUEST TO PROVIDE PUBLIC COMMENT BEFORE THE WILMINGTON REGIONAL FILM COMMISSION, INC.'. WRFC attorney John Wessell III created a public comment form for the WRFC to use to establish an official public comment process, a copy of which is attached as EXHIBIT C. Mr. Griffin presented this form and requested feedback from the Board. Board discussed City Council and New Hanover County procedures and adopted a WRFC public comment policy which includes: 1) public comment period to occur at the end of a meeting; 2) individuals commenting must submit the form and have a time limit of five (5) minutes per speaker; 3) public discussion for each topic will be limited to ten (10) minutes; and 4) the public comment period will not exceed thirty (30) minutes total. The Form with amended time limits was adopted by the Board. 3. ADOPTION OF AMENDED AND RESTATED BYLAWS OF THE WILMINGTON REGIONAL FILM COMMISSION, INC. WRFC Attorney John Wessell III made changes to the original WRFC Bylaws, a copy of which is attached as EXHIBIT D, to bring the Bylaws in line with City and County contract requirements. Mr. Griffin presented the changes to the Board and proposed official regularly scheduled WRFC Board Meeting dates for 2011, a copy of which is attached as EXHIBIT E. 1 The Board unanimously approved the Amended and Restated Bylaws of the Wilmington Regional Film Commission, Inc., including the regularly scheduled Board Meeting dates. 4. DISCUSSION OF LETTER OF ENGAGEMENT FROM AUDITOR MIKE DURHAM. Mr. Griffin presented the Board with a 2011 Letter of Engagement from WRFC auditor Mike Durham, which included a 4% rate increase over 2010 fees, a copy of which is attached as EXHIBIT F. The Board asked Mr. Griffin to get bids from other auditors to make sure Mr. Durham's prices are in line with standard business practice and made recommendations to Mr. Griffin of local auditors. Mr. Griffin will report back to Board with his findings. 5. APPROVAL OF BUDGET FOR FISCAL YEAR 2011 -2012. Mr. Griffin presented the proposed 2011 -2012 WRFC budget, a copy of which is attached as EXHIBIT G, along with a historical perspective of the WRFC budget to the Board. After discussion and review, the 2011 -2012 WRFC budget was unanimously approved. 6. DISCUSSION OF PRODUCTION INCENTIVES. Mr. Smith asked Mr. Griffin about the status of film incentives. Mr. Griffin reported that some states are lowering their incentives, which is sending film business to GA, LA, and to a lesser degree, Wilmington, NC. Mr. Griffin reported that there are currently three (3) Bills in the NC Senate to reduce NC film incentives. 7. DISCUSSION OF WRFC ACTIVITY. Mr. Griffin told the Board Members that ten (10) productions have already filmed in Wilmington, NC in 2011 with an estimated local spend of $55 million, attached as EXHIBIT H. One new production is opening offices next week, and a new series or two might be announced this month. Mr. Griffin will keep the Board apprised of production status. 8. DISCUSSION OF ADDITIONAL ITEMS. Mr. Smith proposed creating a Board evaluation process for the Director of the WRFC. Mr. Smith appointed a two - person Evaluation Committee comprised of Hon. Bill Saffo and Ms. Carey Jones to create a process that will allow the Board to evaluate the Director of the WRFC. Mr. Griffin will submit the original Director job description to the Board and the Evaluation Committee will establish new standards and report these to the entire Board. 2 There being no further business, the meeting adjourned at 9:30 AM. Respectfully submitted, James L.F. Smith Chairman 3