BOYCE RAILWAY DEPOT FOUNDATION
DIRECTOR’S MEETING MINUTES
January 18, 2020
Date: Saturday, January 18th, 2020
Time: 3 PM Eastern Time
Allotted time: 30 minutes
Venue: Conference call only; call in number – (515) 604-9307 Access code – 622652#
If you encounter connection issues, please call Frank Scheer at (540) 937-9090.
The meeting was called to order by Secretary Frank Scheer on behalf of President Quinton Barker at 3 PM Eastern Time. A quorum of Directors were present in person or by proxy.
Attendees:
Frank Scheer
Robert Moore
Daniel Rollyson
Eileen Rollyson
Quinton Barker and Fran Barker – Assigned their proxies to Frank Scheer
Establishment of Director’s Terms:
Each one-year term begins March 1 of the current year through February 28 of the next year. The three-year terms were established during the 2019 Director’s meeting.
- Quinton Barker – Beginning third year of three year term, ending in 2021
- Fran Barker – Beginning third year of three year term, ending in 2021
- Robert Moore – Re-nominated to two year term, ending in 2022
- Frank Scheer – Re-nominated to two year term, ending in 2022
- Daniel Rollyson – Re-nominated to one year term, ending in 2021
- Eileen Rollyson – Re-nominated to one year term, ending in 2021
Appointment of Officers:
The appointment of officers for the term from March 1, 2020, through February 28, 2021, are:
- Quinton Barker – President
- Fran Barker – Vice President
- Frank Scheer – Secretary
- Frank Scheer – Treasurer
A motion to accept the director terms and officer appointments was made by Daniel Rollyson. The motion was seconded by Robert Moore. The motion was approved by a unanimous vote.
2019 Meeting Minutes
The minutes of the January 20th, 2019 director’s meeting were read. Robert Moore moved to approve the minutes as read. The motion was seconded by Eileen Rollyson. There being no discussion, the vote to accept the minutes was approved by acclamation.
Old Business:
- Membership Report:
As of January 18th, 2020, there are 98 members, an increase of 26 members during the past year. A renewal notice for 2020 will be mailed during this year summarizing progress at Boyce depot. Robert Moore moved to approve the membership report. The motion was seconded by Daniel Rollyson. There being no discussion, the vote to accept the membership report was approved by acclamation.
- Treasurer’s Report:
As of January 20th, 2020, the checking account balance is $1,650.19. The Verizon telephone and Internet account, Clarke Country Sanitary Authority, and the Rappahannock Electric accounts for Boyce depot are paid monthly. Robert Moore moved to approve the treasurer’s report. The motion was seconded by Daniel Rollyson. There being no discussion, the vote to accept the treasurer’s report was approved by acclamation.
A motion was made by Frank Scheer to continue paying monthly utility expenses for Boyce depot by the Boyce Railway Depot Foundation. Robert Moore seconded the motion and the vote was unanimously in favor of approval.
- Donation from RMSLF to BRDF:
Daniel Rollyson during the 2019 Director’s meeting asked about the legality of a non-profit foundation making a donation to another non-profit foundation. A discussion with an attorney determined that a non-profit organization can make a donation to another non-profit organization. A non-profit foundation may also purchase goods or services appropriate for sustaining its ongoing functions since it is a corporate “person.” After discussion, Daniel Rollyson had no further questions.
New Business:
- Discussion about Paul A. Nagle donation to the Railway Mail Service Library Foundation (RMSLF)
A second partial distribution from the Paul A. Nagle estate was received which is funding the site plan development and reviews during 2019 and 2020. A favorable vote by the Boyce Planning Commission for approval is hoped for during March 2020. Assuming construction during 2020 and 2021 proceed and the Railway Mail Service Library collection is relocated from Boyce depot, a transition will begin for the Boyce Railway Depot Foundation to use and manage the Boyce depot interior.
- Lease of Boyce depot exterior by the Railway Mail Service Library, Inc. to the Boyce Railway Depot Foundation
The Boyce railway depot is owned by the Railway Mail Service Library, Inc. which is also the lessee of the depot lot from Norfolk Southern Corporation. Until the Boyce Railway Depot Foundation has sufficient funds to acquire the building or the building ownership is received as a donation, as well as take over the land lease, the depot grounds and building exterior is proposed to be leased to the Boyce Railway Depot Foundation for $100 annually with a two percent annual cost adjustment added each year after the first year.
Frank Scheer made a motion for the Boyce Railway Depot Foundation to enter into an annual lease for the building grounds and exterior with the Railway Mail Service Library, Inc. Robert Moore seconded the motion and the director’s vote approved this action.
- Lease of Boyce depot interior by the Railway Mail Service Library, Inc. to the Boyce Railway Depot Foundation
When the Railway Mail Service Library collection is removed from Boyce depot, the Boyce Railway Depot Foundation is proposed to enter into a lease of the building interior. That annual lease will continue until the Boyce Railway Depot Foundation has sufficient funds to acquire the building or the building ownership is received as a donation as well assume responsibility for the Norfolk Southern land lease. The depot building interior is proposed to be leased to the Boyce Railway Depot Foundation for $1,000 annually with a two percent annual cost adjustment added each year after the first year.
Frank Scheer made a motion for the Boyce Railway Depot Foundation to enter into an annual lease for the building interior with the Railway Mail Service Library, Inc., at the time that the Railway Mail Service Library collection is removed from the building during or after 2022. Daniel Rollyson seconded the motion and the director’s vote approved this action.
- Boyce Railway Depot Foundation website:
Frank Scheer engaged Stuart Bradley to develop WordPress.com pages for https;//boycedepot.com during 2018 and paid for the 2019 annual hosting expense. Stuart Bradley no longer supports the website so the hosting and content were transferred during January 2020 to iPower.com. Frank Scheer made a motion for the Boyce Railway Depot Foundation to pay the annual site registration and hosting expenses not to exceed $250 per year. Robert Moore seconded the motion and it passed unanimously.
- Funding Sources – 2020 and Beyond
The Boyce Railway Depot Foundation has prepared a $500 grant request to the National Railway Historical Society for repairing window panes and sashes. A letter has been received from the Winchester Chapter, National Railway Historical Society, endorsing this application. Frank Scheer made a motion to submit the grant request on or before January 28th, 2020. Eileen Rollyson seconded the motion and it passed with a unanimous vote.
Frank Scheer has prepared presentations to be made at Winchester, Virginia, area service clubs regarding the Railway Mail Service Library Foundation projects. There are two objectives: 1) to increase visibility of historical activities at Boyce, and; 2) solicit membership and funds donation support of the approved planned projects. As of January 18th, one presentation has been made to the Blue Ridge Kiwanis. Two others are scheduled for the Winchester Host Lions Club and the Kiwanis Club of Winchester.
Frank Scheer has set up an AmazonSmile account for donations of 0.5 percent of order values placed through Amazon.com. Similar arrangements have been established for a percentage of sales proceeds by an eBay seller to be donated to the Boyce Railway Depot Foundation. Although these combined annual amounts are not expected to exceed $1,000, the contributions will cover miscellaneous Foundation expenses.
Quinton Barker made a motion to approve these funding initiatives as well as any future development of donations through PayPal.com and the Boyce Railway Depot Foundation website. Daniel Rollyson seconded the motion and it carried with a unanimous vote.
- Other discussion items presented by Board members
No other topics were raised for discussion.
Next Director’s Meeting:
The next scheduled director’s meeting is Saturday, January 16th, 2021, at 3 PM. If an interim meeting is required, a meeting notice will be sent to each director at least 30 days in advance.
Adjournment:
Robert Moore moved to adjourn the director’s meeting. The motion was seconded by Eileen Rollyson. There being no discussion, the vote to adjourn was approved by acclamation. The meeting adjourned at 3:25 PM on January 18, 2020
Respectfully submitted,
Frank R. Scheer – Secretary