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Home My WebLink AboutWRFC Minutes 2012-11-07 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 November 7,2012. Ms. Carey Jones,Hon.Bill Saffo,Mr.Jimmy Smith were present in person,Mr.William Vassar participated by phone. In addition Johnny Griffin,Anna B.Fisher,Tori Jones of Clove Marketing and Kemmy Goodson of Goodson&Taylor were also present. 1. APPROVAL OF MINUTES FROM AUGUST 15,2012 BOARD MEETING. The minutes from the Board Meeting on August 15,2012 a copy of which is attached as EXHIBIT B,were unanimously approved. 2. APPROVAL OF AUDIT OF FY 2011-2012 FINANCIAL STATEMENTS. Kemmy Goodson of Goodson&Taylor,CPA's,provided a brief overview of the audit. Following general discussion,the audit for 2011-2012,a copy of which is attached as EXHIBIT C,was unanimously approved. 3. REPORT ON MEMBERSHIP DRIVE UPDATE.Tori Jones of Clove Marketing reported current revenue from membership to date is$70,290.00. There are still numerous vendors reviewing information and many more to contact. We still believe our original goal of $100,000.00 is attainable. 4. REPORT ON FEBRUARY 2013 NORTH CAROLINA FILM RECEPTION IN LOS ANGELES. Johnny reported the state and five N.C.regional film commission offices will host a LA reception in February.As of today's date eight other vendors will support this reception.Meetings will be scheduled and held during this LA visit. 5. REPORT ON PRODUCTION UPDATE. Johnny reported two productions have recently wrapped,two have returned for reshoots. The TV series, `Revolution',is still shooting. Approximately,four productions are confident they will begin to set up in January,but are not confirmed. 6. REPORT ON LOCATION SCOUTING/REEL SCOUT UPDATE. Johnny reported as of today,we currently have 3,560 locations listed. We have added 385 with the assistance of interns and part-time help since May. We have updated numerous files and have received over 520 new files from recently wrapped productions. 7. REC G I#N O WNE ,_.' N i VE I I NTY C e M I • MEMBER APPOINTEE TO BOARD. The commission recently received a letter from New Hanover County stating that Commissioner Rick Catlin has been appointed to the board. However,in light of yesterday's election results,we expect the County to make another appointment in the next three months. There being no further business,the meeting adjourned at 9:15 AM Respectfulli sjbmitted, 7 Carey Jones,Chairperson ; BOARD OF DIRECTORS �,; _ Carey Jones,Chairperson Vassar,Vice. airman REGIONAL FILM g Honorable Bill Saffo 1223 NORTH 23rd STREET • WILMINGTON, NC 28405 James L.F.Smith IA.' www.wilmington-fllm.com • commish@wilmington-film.com BOARD OF DIRECTORS OF THE WILMINGTON REGIONAL FILM COMMISSION, INC. Agenda for Board Meeting November 7, 2012 8:00 a.m. 1) Approve minutes from August 15, 2012 Board Meeting (Attachment "A") 8:01 a.m. 2) Approve audit of FY 2011-2012 financial statements (Attachment "B") Presented by: Kemmy Goodson, CPA 8:20 a.m. 3) Report on Membership drive update Presented by:Tori Jones, Membership Coordinator 8:35 a.m. 4) Report on February 2013 North Carolina Film Reception in Los Angeles 8:40 a.m. 5) Report on Production Update 8:45 a.m. 6) Report on Location Scouting/Reel Scout Update 8:50 a.m. 7) Recognition of new New Hanover County Commission member appointee to Board 8:52 a.m. 8) New Business 9:00 a.m. 9) Adjourn Member of g ASSOCIATION OF FILM COMMISSIONERS INTERNATIONAL BOARD OF DIRECTORS F WILM , Carey Jones,Chairperson ,iL m REGIONAL FILM COMMSSON, INC, William Vassar,Vice-Chairman Honorable Bill Saf Fo : r 1223 NORTH 23rd STREET • WILMINGTON, NC 28405 James L.F.Smith ""' ' .4.-- www.wilminglon.film.com • commidlewilmington-film.com Attachment "A" Member of a c I ASSOCIATION OF i FILM COMMISSIONERS f ,_ INTERNATIONAL 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 8:15 AM,on August 15,2012. Ms.Carey Jones,Mr.William Vassar,Hon.Ted Davis,Jr.,Hon. Bill Saffo,and Mr.Jimmy Smith were present in person. In addition,Johnny Griffin and Anna B.Fisher. 1. APPROVAL OF MINUTES FROM JUNE S.2012 BOARD MEETING. The minutes from the Board of Meeting on June 5,2012,a copy of which is attached as EXHIBIT B,were unanimously approved. 2. APPROVAL OF AMENDED AND RESTATED BY LAWS. The Amended and Restated By-Laws were unanimously approved,a copy of which is attached as EXHIBIT C 3. DISCUSS FILM INCENTIVE. There was general discussion regarding film incentives. The Commission and its members recognize the need to remain vigilant in the effort to monitor the effectiveness of the incentive and any effort to reduce or eliminate the program. 4. DISCUSS POTENTIAL CHARLOTTE STUDIO/EASTLAND MALL. There was general discussion regarding the potential Charlotte studio project. The Commission will continue to monitor the situation for developments. The board agreed that this new studio could be good for increased NC film production and does not view it as competition. 5. DISCUSS MEMBERSHIP PROGRAM. This item was removed from the agenda by request of the Chairperson because additional information is still needed in order to properly facilitate meaningful discussion. Staff will continue to research the item. 6. PRODUCTION UPDATE. Currently there are three films and one television show filming in the area. There continues to be strong interest from productions considering the region. 7. THE BOARD ENTERED INTO A CLOSED SESSION FOR THE PURPOSE OF CONDUCTING AN EMPLOYEE REVIEW 8. UPON COMPLETLON OF THE CLOSED SESSION,THE COMMISSION RETUNED TO ITS SPECIAL MEETING. No action was taken by the Board during the closed session. There being no further business,the meeting adjourned at 9:45 AM Respectfully submitted, Carey Jones,Chairperson ON BdARD OF CIRECTORS WILMNG William Vassar,tae-Chairman REMO' FILM COMMISSION, INC. Honorable Bill SaFFo wm 1223 NORTH 23rd STREET • WILMINGTON, NC 2$40S James L.F.Smith ._ www.wilmington-film.com commish wilmingfon-film.com Attachment "B" Member of afcrASSOCIATION OF FILM COMMISSIONERS INTERNATIONAL WILMINGTON REGIONAL FILM CO I I SSION,INC. Financial Statements June 30,2012 and 2011 WILMINGTON REGIONAL FILM CO I I SSION,INC. Table of Contents June 30,2012 and 2011 Independent Auditors' Report 1 Statement of Financial Position 2 Statement of Activities and Changes in Net Assets 3 Statement of Functional Expenses 4 Statement of Cash Flows 5 Notes to Financial Statements 6-9 Supplemental Information Budget to Actual Comparison of Support, Revenue and Expenses 11 Goodson & Taylor, CPAs :ammo E x n ... - "d Clement Goodson, CPA 771 S.Kerr Ave. Lynn Taylor, CPA Independent Auditors'Report Wilmington,NC 28403 Voice 910.3924650 To The Board of Directors of Fax 910.392.3240 Wilmington Regional Film Commission,Inc. 1223 North 23`4St. Wilmington,North Carolina 28405 We have audited the accompanying statement of financial position of Wilmington Regional Film Commission,Inc.as of June 30,2012,and 2011,and the related statement of activities and changes in net assets,statement of functional expenses,and cash flows for the year then ended. These financial statements are the responsibility of the organizations'management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining on a test basis,evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management,as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion,the financial statements referred to above present fairly,in all material respects,the financial position of Wilmington Regional Film Commission,Inc.,as of June 30,2012,and its statement of activities and changes in net assets and cash flows for the year then ended. Our audit was conducted for the purpose of forming an opinion on the financial statements as a whole.The Budget to Actual Comparison of Support, Revenue and Expenses on page 11 is presented for purposes of additional analysis and is not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated in all material respects in relation to the financial statements as a whole. c:4 Goodson&Taylor,CPAs September 28,2012 1 WILMINGTON REGIONAL FILM COMMISSION,INC. STATEMENT OF FINANCIAL POSITION June 30,2012 and 2011 2012 2011 Assets Current Assets Cash $ 173,847 $ 148,275 Prepaid Expenses 7,415 11,440 Total Current Assets 181,262 159,715 Fixed Assets Furnishings and Fixtures 5,240 5,240 Office Equipment 6,635 6,635 Display Booth 2,802 2,802 Cameras 2,064 2,064 16,741 16,741 Less Accumulated Depreciation (13,182) (11,935) Net Fixed Assets 3,559 4,806 Total Assets $ 184,821 $ 164,521 Liabilities and Net Assets Current Liabilities Accrued Expenses $ 18,137 $ 14,527 Total Current Liabilities 18,137 14,527 Net Assets Unrestricted Net Assets 166,684 149,994 Total Net Assets 166,684 149,994 Total Liabilities and Net Assets $ 184,821 $ 164,521 The accompanying notes are an integral part of this statement. 2 WIL I ' GTON REGIONAL FILM CO SSION,INC. STATE I `NT OF ACTIVITIES June 30,2012 and 2011 2012 2011 Support and Revenue Governmental service agreements City of Wilmington $ 109,869 $ 109,869 New Hanover County 109,585 109,585 Advertising sales 64,766 27,465 Interest Income _ 172 275 Total Support and Revenue 284,392 247,194 Expense Program services 196,267 189,943 Management and General 26,292 29,771 Fund Raising 45,143 20,475 Total Expenses 267,702 240,189 Increase (Decrease) in Net Assets 16,690 7,005 Net Assets-Beginning of Year 149,994 142,989 Net Assets-End of Year $ 166,684 $ 149,994 The accompanying notes are an integral part of this statement. 3 1 GTON REGIONAL FILM COMMISSION,INC. STATEMENT OF FUNCTIONAL EXPENSES June 30,2012 and 2011 2012 Management Program and Fund- Total Total Services General Raising 2012 2011 Compensation and related expenses Compensation Director $ 75,776 $ 9,472 $ 9,472 $ 94,720 $ 94,720 Production coordinator 18,865 3,329 22,194 21,971 Employee benefits - Retirement benefit 7,578 947 947 9,472 9,472 Payroll taxes 8,329 1,126 835 10,290 10,260 Health insurance 8,318 1,040 1,040 10,398 7,282 Total compensation and related expenses 118,866 15,914 12,294 147,074 143,705 Other expenses Production guide expenses 19,565 - 32,448 52,013 22,848 Marketing and promotion 8,694 - - 8,694 5,723 Lobbying efforts - - - - Software annual fees 13,200 - - 13,200 13,200 Rent 11,357 1,603 401 13,361 13,361 Accounting - 4,100 - 4,100 7,950 Vehicle rental and upkeep 3,191 2,128 5,319 4,958 Insurance 3,967 441 4,408 4,601 Copier rental&maintenance 2,374 - 2,374 2,940 Telephone and postage 2,020 106 - 2,126 3,823 Travel and conferences 7,204 - - 7,204 5,724 Location scouting 1,526 - - 1,526 1,946 Legal expenses - - - 3,582 Office expenses 1,272 1,272 2,544 2,351 Policy Board 535 536 1,071 883 Computer&website services 1,369 72 - 1,441 1,347 Depreciation expense 1,127 120 - 1,247 1,247 Contingency - - - - Total Expenses $ 196,267 $ 26,292 $ 45,143 $267,702 $ 240,189 The accompanying notes are an integral part of this statement. 4 I `' GTON REGIONAL COMMISSION,INC. STATE I NT OF CASH FLOWS June 3 ,2012 d 2011 2012 2011 Cash Flows from Operating Activities Increase (Decrease) in Net Assets $ 16,690 $ 7,005 Adjustments to Reconcile Net Assets to Net Cash Provided by Operating Activities Depreciation 1,247 1,247 (Increase) decrease in operating assets Prepaid expenses 4,025 (2,433) Increase (decrease)in operating liabilities Accrued expenses 3,610 (1,114) Net Cash Provided by Operating Activities 25,572 4,705 Cash Flows from Investing Activities Purchase of Capital Assets-Equipment (2,228) Net Cash Used by Investing Activities (2,228) Net Increase in Cash and Cash Equivalents 25,572 2,477 Beginning Cash and Cash Equivalents 148,275 145,798 Ending Cash and Cash Equivalents $ 173,847 $ 148,275 Supplemental Information Interest Income $ 172 The accompanying notes are an integral part of this statement. 5 t I GTON REGIONAL FILM Co I SSION,INC. NOTES I A.NCIAL STATE I NTS For the year ended June 30, 2012 Note I Nature of Activities Wilmington Regional Film Commission, Inc.(the Commission) is a North Carolina nonprofit corporation whose mission is to improve business conditions for the common interest of the film and video industry in southeastern North Carolina, act as a liaison between the film industry, local governments,and communities in order to attract and facilitate on-location film and video production in the area, and to increase film and video production taking place in southeastern North Carolina and increase the economic impact of the industry on the region. The Commission was established in May 1999. Fourteen projects began production in southeastern North Carolina during the year ended June 30, 2012 and the Commission responded to over one hundred and sixty nine requests for information. Those productions brought in approximately $125,000,000 of revenue into the community through wages paid to local artisans, craftsmen, and trades people, and goods and services purchased locally. The efforts of the Commission and its staff were influencing factors in the decision to produce those films or other video productions in. the area. The Commission is supported primarily through support from local governments and sales of advertising in publication of its annual Production Guide. Note 2 Significant Accounting Policies • Method of Accounting The financial statements of the Commission have been prepared utilizing the accrual basis of accounting and accordingly reflect all significant receivables,payables, and other liabilities. • Basis of Presentation Financial statement presentation follows the recommendations of the Financial Accounting Standards Board in its Statement of Financial Accounting Standards(SFAS) No. 117,Financial Statements of Not-for-Profit Organizations.Under SFAS No. 117, the Commission is required to report information regarding its financial position and activities according to three classes of net assets,unrestricted net assets,temporarily restricted net assets, and permanently restricted net assets. • Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. 6 WILMINGTON REGIONAL FILM SSI N,INC. NOTES T CT STATE I NTS For the year ended June 30,2012 • Support and Revenue Contributions are generally available for unrestricted use in the year received unless specifically restricted by the donor. Grants and other contributions of cash are reported as temporarily restricted support if they are received with donor stipulations that limit the use of the donated assets. When a donor restriction expires,that is, when a stipulated time restriction ends or purpose restriction is accomplished,temporarily restricted net assets are reclassified to unrestricted net assets and reported in the statement of activities as net assets released from restrictions. • Subsequent Events The Commission has evaluated its subsequent events (events occurring after June 30, 2011)through September 28, 2012, which represents the date the financial statements were issued. • Income Taxes The Commission is a not-for-profit organization that is exempt from income taxes from activities directly related to its exempt purpose under Section 501(c)(6) of the Internal Revenue Code. However,profits relating to certain advertising activities of the Commission are subject to federal &North Carolina taxation. Tax liability for the fiscal years ended June 30,2012 and 2011 respectively was $0 and$0 as a result of these activities. •Property and Equipment Property and equipment are recorded at cost and depreciation is calculated on a straight line basis over the estimated useful lives of the assets. The Commission follows the practice of capitalizing all expenditures for equipment in excess of$500. Lesser amounts are typically expensed.Property and equipment as of June 30th consist of; 2012 2011 Furnishings and fixtures $ 5,240 $ 5,240 Office equipment 6,635 6,635 Display booth 2,802 2,802 Cameras 2,064 2,064 Less: Accumulated Depreciation (13,182) (11,935) Total Property and Equipment $ 3,559 $ 4,806 7 �I GTON REGIONAL I M Co I SSION,INC. NOTES TO FIN C STATE I For the year ended June 30, 2012 Note 3 Concentrations The Commission received over 77% of its support from New Hanover County and the City of Wilmington during the year ended June 30, 2012.A total of$219,454 was received from both the City and County combined during each of the years ended June 30,2012 and 2011. Note 4 SEP Retirement 1 The Commission has a simplified employee pension plan covering all full time employees. The Commission makes a contribution to the plan each year equal to 10%of all participant's compensation. Total expense for the year ended June 30,2012 and 2011, respectively was $9,472 and$9,472. Note 5 Operating Lease Commitments The Commission leases office space under an agreement expiring August 2012. This lease may be terminated by either the lessor or the Commission with ninety days notice. As of August 31, 2012, the office lese has been renewed at an annual rate of$14,732 for the first year and$15,468 for the second year. The Commission also has a noncancelable operating lease for office equipment which expires April 2014. Both leases generally require the Commission to pay all costs such as taxes, maintenance, and insurance. Rental expense for the lease of the office equipment consisted of$1,441 and $2,592 for the years ended June 30, 2012 and 2011 respectively. The Commission leases a vehicle for use by its staff.The lease agreement is a month-to month rental agreement which may be cancelled by either party with thirty days notice. Lease expense for the years ended June 30,2012 and 2011 respectively was$3,768 and $3,747. Future minimum lease payments under these operating leases that have remaining terms in excess of one year as of June 30,2012 are: Year ending June 30: 2013 $ 16,172 2014 16,908 2015 1,440 2016 - 2017 Total $ 34,520 8 1 GTON REGIONAL FILM COMMISSION,INC. NOTES TO FINANCIAL STATEMENTS For the year ended June 30,2012 Note 6 Government Service Contracts The Commission has service contract agreements with both the City of Wilmington and New Hanover County. These contracts have a five-year term beginning July 2011 and ending June 2016.Both contracts require the Commission to work diligently to attract film and video production to the City and County, advise and work with each in regard to all matters pertaining to film production,and have a representative from each serving on the Commission's Board of Directors throughout the term of the contracts. The City and County each agree to pay the Commission$90,000 a year for the life of the contracts with annual increases based on a Consumer Price Index adjustment. Note 7 Functional Allocation of Expenses The costs of providing the programs and activities have been summarized on a functional basis in the statement of activities. Accordingly, certain costs have been allocated among the programs and supporting services benefited. Note 8 Joint Costs of Activities The Commission achieves some of its mission and fund-raising goals through the publication of a production guide which is a listing of various local service providers, artists,craftsmen, and technicians to the motion picture industry. In the years ended June 30,2012,and 2011 the costs of publishing the guide included a total of$52,013 and $26,366 respectively, of joint costs that are not directly attributable to either the program mission or the fund-raising component of the activities.Those joint costs were allocated as follows: 2012 2011 Program $ 19,565 $ 14,753 Fund Raising 32,448 8,095 Total $ 52,013 $ 22,848 9 Supplemental Information 10 WILMINGTON REGIONAL FILM COMMISSION,INC. Budget to Actual Comparison for the year ended June 30,2012 Budget Support and Revenue Budget Actual Variance Governmental service agreements City of Wilmington $ 109,869 $ 109,869 $ - New Hanover County 109,585 109,585 - Advertising sales 32,000 64,766 32,766 Interest Income 100 172 72 Net assets from previous years 6,640 - (6,640) Total Support and Revenue 258,194 284,392 26,198 Compensation and related expenses Compensation Director 94,720 94,720 - Production coordinator 22,600 22,194 406 Employee benefits Retirement benefit 9,500 9,472 28 Payroll taxes 10,559 10,290 269 Health insurance 8,000 10,398 (2,398) Total compensation and related expenses 145,379 147,074 (1,695) Other expenses Production guide expenses 25,000 52,013 (27,013) Marketing and promotion 8,000 8,694 (694) Software annual fees 14,000 13,200 800 Rent 14,615 13,361 1,254 Accounting 8,100 4,100 4,000 Vehicle rental and upkeep 4,800 5,319 (519) Insurance 5,100 4,408 692 Copier rental &maintenance 2,500 2,374 126 Telephone and postage 3,500 2,126 1,374 Travel and conferences 8,000 7,204 796 Location scouting 4,000 1,526 2,474 Office expenses 1,600 2,544 (944) Policy Board 2,000 1,071 929 Computer&website services 1,500 1,441 59 Income tax 100 - 100 Depreciation expense 1,247 (1,247) Contingency 10,000 -- 10,000 Total Expenses 258,194 267,702 (9,508) Increase (Decrease) in Net Assets $ - $ 16,690 $ 16,690 11