The DHSMC met at 10:00 a.m. on October 9, 2017, in the Lee Congleton Board Room of Zoo Knoxville, Knoxville Tennessee with Chairman Thomas S. Smith presiding.
Members Present
Thomas S. Smith, Chair
Nancy Baker De Friece, Vice Chair
Harbert Alexander
Victor Ashe
Pete Claussen
Tina Hodges
Walter Knestrick
Deputy Speaker Steve McDaniel
Deanie Parker
Laura Travis
Senator Bo Watson
Eleanor Yoakum
Ex Officio
Robert Buchanan, Tennessee Historical Society Chair
Ashley Howell, Tennessee State Museum Executive Director
Members Absent
Representative Charles Sargent
Participating Guests in Attendance
Alex Rieger, Deputy Attorney General
Kathryn Baker, Assistant Attorney General
Tennessee State Museum (TSM) Staff
Mary Jane Crockett-Green, Deputy Director/Director of Administration
Sharon Dennis, DHSMC Liaison
Dan Pomeroy, Chief Curator/Director of Collections
Call to Order
Chairman Thomas S. Smith called the meeting to order at 10:00 a.m.
Welcome and Introduction
Chairman Smith welcomed everyone, thanking the commissioners who traveled great distances in the “monsoon-like weather.” He acknowledged Commissioner Pete Claussen and his wife Linda with special thanks for hosting the Commissioners at a reception in their historic James Park House the previous evening. All joined in with thanks and applause. Chairman Smith further welcomed newly appointed Commissioner Tina Hodges, a Speaker Beth Harwell appointee, to the Commission.
Roll Call
Chairman Smith verified that a quorum was present following roll call and presided over the following business.
Approval of the July 10, 2017 Quarterly Meeting Minutes
Chairman Smith entertained a motion for approval of the minutes from the Quarterly meeting on July 10, 2017. Walter Knestrick moved to approve the minutes; Deputy Speaker Steve McDaniel seconded. There being no discussion, the Commission voted and approved the July 10, 2017, Quarterly meeting minutes. There were eleven (11) ayes, zero (0) noes and one (1) abstention - Victor Ashe.
Bylaws Operating Policies Committee (BLOP) Report
Chairman Smith recognized Bylaws Operating Policies Chair Nancy De Friece to report on the BLOP meeting that took place at 9:00 a.m. Chair De Friece reported that the BLOP Committee voted and approved recommendations to bring to the full DHSMC for vote, two (2) changes to the Bylaws, two changes to the previous Operating Policies and edits/reversion to the previous Annual Code of Conduct Form to be signed today. Chair De Friece then deferred to Deputy Attorney General Alex Rieger to explain the proposed changes/reversions and to answer any questions.
Bylaws Changes
Change 1: A recommendation was made to delete “fifteen (15) days” and replace it with “eight-days” in Article IV, 1. so that the sentence now reads “At least eight-days’ notice shall be given of regular meetings held at times and places fixed by resolution of the commission.
Following discussion including that the proposed change was simply for continuity, Chair Smith moved to adopt the BLOP Committee recommendation. There were eleven (11) ayes, one (1) no – Victor Ashe, and zero (0) abstentions.
Change 2: A recommendation was made to delete “48 hours” and replace it with “eight days” in Article IV 2. so that the sentence now reads “At least eight-days’ notice shall be given of all special meetings.
Chair De Friece called for discussion which included the need to bring this section in compliance with the Open Meetings Act and questions about regular meetings which were defined as the Quarterly meetings and Special meetings which include all ad-hoc committee meetings. It was stated that if adopted, there remains no distinction between “Regular” and “Special” meetings in the language. Regarding the question concerning a special “Emergency” meeting and the ability to properly notice it in a shorter period of time than eight- days, General Rieger stated he and the Open Records Counsel agree that eight-days is minimally sufficient for compliance with the Open Meetings Act for all meetings.
Following discussion, Chair Smith moved to adopt the BLOP Committee recommendation. The votes were unanimous to approve.
Operating Policies Changes
The following changes were made to the Operating Policies approved on July 10, 2017:
Change 1: Replace 9.0 (Code of Ethics) under Tab 2 (July 10, 2017 Operating Policies) with 12.0 (Code of Conduct) under Tab 3 (May, 2015 Operating Policies).
Change 2: Delete 10.0 and 11.0 under Tab 2 (July 10, 2017 Operating Policies).
General Rieger was asked to explain the effect of these changes if approved. General Rieger explained the cumulative effect of the two votes is to replace policy #9 which is Code of Ethics - July 10, 2017, Policy #10 which is Code of Conduct - July 10, 2017 and Policy #11 - July 10, 2017 which is Discipline with the prior version -May 2015 of the Code of Conduct which was old Policy 12. Following discussion, Chair Smith called for a motion.
Senator Watson moved to delete Section 9 from the current Operating Policies; Victor Ashe seconded the motion. Chair Smith called for a vote. The votes were unanimous to approve.
Senator Watson moved to adopt Section 12 from the previous Operating Policies (May, 2015) to the current (July 10, 2017) Operating Policies with the staff making the numbers fit to the current (July 10, 2017) Operating Policies with “old” 12 becoming “new” 9. Adopting the Code of Conduct from the previous (May, 2015) Operating Policies to the current (July 10, 2017). Laura Travis seconded the motion. Chair Smith called for a vote. The voters were unanimous to approve.
Senator Watson moved to delete the remaining sections 10 & 11 from the current (July 10, 2017) Operating Policies. The motion was seconded by Pete Claussen. Following discussion, Chair Smith called for a vote. The votes were unanimous to approve.
Annual Code of Conduct Form
Change 3: Revert to the previous (May, 2015) Annual Code of Conduct Verification Form with one edit striking 12 and replacing it with 9 in four places.
BLOP Committee Chair De Friece asked Deputy General Rieger to explain the reversion to the previous (May, 2015) Annual Code of Conduct Verification Form with one edit. Deputy General Rieger explained that with the Commission adopting “old” Policy 12 which included the Annual Code of Conduct Verification Form, one change was necessary for accuracy due to the previous approved motions. Where Policy 12.0 was referenced in four places in the Annual Code of Conduct Verification Form, it is now necessary to strike 12 and replace with 9 in all four places.
Chair Smith asked before voting on the change to the Annual Code of Conduct Verification Form, that all members make the change in four places, fill out and sign their forms as they are on the meeting Agenda of the Audit Committee which follows this meeting.
Chair Smith called for a vote to approve the previous Annual Code of Conduct Verification Form with the change of striking 12 and replacing it with 9 in four places necessary to comply with the previously approved motions. The votes were unanimous to approve the changes.
Executive Committee Discussion
BLOP Chair De Friece deferred to Commissioner Claussen to discuss the proposed Executive Committee for which discussions may be referenced in the July 10, 2017 BLOP Committee Meeting Minutes. Commissioner Claussen explained that The BLOP Committee adopted a motion in its meeting earlier this day to bring before the full commission a proposal for a two person committee consisting of the BLOP Committee Chair and one more member to work with Deputy General Rieger to explore the benefit of having an Executive Committee to bring back to the BLOP for further discussion.
Following discussion including questions regarding the duties, purpose and authority of an Executive Committee, Chair Smith stated the intent of the motion was to empower the BLOP Committee; perhaps the chair, to form a sub-committee to explore and discuss with Deputy General Rieger the various points raised by members. Chair Smith noted that the committee meeting must be an open public meeting. After the motion was amended and restated, the Chair called for the motion. Senator Watson moved that the BLOP Committee select a sub-committee consisting of two members with the AG Representative to study and bring back to the full commission a recommendation regarding formation of an Executive Committee at the second Quarterly meeting in 2018. Pete Claussen seconded the motion. Chair Smith called for the vote and the motion passed unanimously.
BLOP Chair De Friece concluded her report by stressing the importance of the AAM (American Alliance of Museums) publication, National Standards & Best Practice for U.S. Museums published by the American Alliance of Museums (AAM) and asked each Commissioner to read and study this book before the next meeting to better understand what the committee has done to aid the reaccreditation process. She asked Director Howell to please advance copies to Commissioners who do not already have the publication.
Chair Smith reminded each commissioner to fill out; sign and return the Annual Code of Conduct Forms discussed earlier in the meeting and to strike 12.0 and add 9.0. They will be presented for review to the Audit Committee later today.
Collections Acquisitions Committee Report
Chair Smith recognized Collections Committee Chair Deanie Parker. The Collections Acquisitions Committee does not have a report; however, Ms. Parker referred to the Artifact/Object Acquisitions report emailed with meeting materials and included in the meeting books and asked the Commission to review fully.
Budget Report
Chair Smith recognized TSM Deputy Director Mary Jane Crockett-Green, who presented the budget report on the following items:
· F&A has certified the reserve fund balance for the two Donation boxes
· Reversions to the General Fund came from personnel salary & benefits funding less unexpected cost for the Carter Baldwin search Firm and large leave balance payouts to terminated employees.
· 1st Quarter spending thru August 31, 2017
· 2017-18 beginning July 1, 2017, TSM received Improvements for 6 new positions, with Operational funds to support equipment and supplies for the new positions
· Direct appropriation in Supplemental Budget to TSM for distribution to African American History sites across the state:
Beck Center; Knoxville
Bessie Smith Museum; Chattanooga
Slave Haven Underground Railroad Museum, Memphis
African American Int’l History Foundation, Memphis
Allen White School, Whiteville
Mamie Carmichael School, Oliver Springs
Picketts Chapel; Lebanon
Withers Collection Museum & Gallery; Memphis.
Questions regarding a budget request for equity increases were deferred to Director Howell who responded that this information is included in her report. She acknowledged the request for a 10% pool for equity increases. She thanked the Commission for its support and stated that she has made a case with DOHR and F&A. Chair Smith commended Director Howell for her efforts with DOHR. Commissioner Alexander applauded her as well and suggested if turned down by F&A, to continue again and again.
Executive Director’s Report
Chairman Smith recognized Executive Director Ashley Howell, who opened her report with a PowerPoint of the new museum building which featured exhibitions and design in the permanent and rotating galleries. She conveyed how the final design packages with edits to text and graphics, conservation of artifacts and case design has evolved over the last three months. She noted staff is simultaneously working with exhibit designers, case fabricators, history scholars, the State Historian, a Board of Scholars, and representatives from Native American Tribes. In addition, the extensive process to determine the technological and interactive content has begun. She stated the greatest opportunity of the rotating galleries includes the greatest challenge of “how do we tell every story” explaining that the rotating galleries will tell many stories of Tennessee.
Personnel Changes
· November 1, the Director of Exhibitions begins as a project manager working closely with the Director of Collections.
· October 1, Jeff Sellers was promoted from Curator of Education to Director of Public Programs. Paulette Fox retires from the position yr.-end with the overlap to aid the transition.
· Two new Public Programs positions have been filled:
1. Assistant Chief per Specialty for K-12 Programs including the Children’s Gallery
2. Assistant Chief per Specialty for Outreach - Adult programs & Engagement across the State as defined in the Strategic Plan.
Public Programs Tours (except the Capitol tours) will subside by the end of April, 2018, as de-installation of artifacts for moving will begin in April and continue until the opening of the new facility.
The Strategic Plan helped assess the need for 12 new positions which will be required to support the Children’s Gallery, additional public programs, technology, Reception & Visitor’s Services, Volunteers, social media. Two positions will manage the retail and event rental functions. These areas have the potential to earn revenues that will be used for museum programs. These positions have been requested in the budget request.
Equity Increases
Director Howell acknowledged that Equity increases are a big part of recruiting and retaining staff. The 10% pool will not mean 10% salary increases across the board. The State positions have job classes and classifications; some are State wide, some are not. Museum specific positions have their own pool. Benchmarks and information must be provided in order to request salary and class increases. Per AAM statistics, several TSM curators’ salaries are presently in the bottom 10% as compared to peers regionally and nationally.
Store & Facility Rentals
TSMF has recently voted to move the earned revenue functions of museum store and facility rentals back to the TSM. The store will be highly visible and located directly across from the Farmers Market. Facility Rentals will be a major area with the potential to generate revenues. We are looking to possibly transition a vacant position to a Store Manager over the next few months. There are many steps to this transition including inventory liquidation and the question of net profit retention. It is hopeful that the store will be under the TSM by July 1.
Budget Request
The greatest portion of the FY 2018-2019 budget request is facility cost/rent. This is managed through an inter-agency journal transaction from the Department of General Services which covers security and maintenance as well. In addition, the request was made for equity increases, twelve additional positions and supplies for Public Programs and Rotating Galleries.
Capital Campaign
The “silent” phase is complete. $25 million dollars has been pledged towards the $40 million dollar goal.
Outreach Engagement State-Wide
Discussion included development of electronic classroom opportunities in the new museum and future outreach programs state-wide considering Tennessee’s shape and the challenges of transporting students across the state. This need strengthened the case for additional public programs engagement positions who will be working with School District supervisors and educators throughout the State. It was noted that a $3,000 grant per school via the Tennessee Arts Commission is available to those in remote areas who apply.
· Children’s school tours, the school bus drop off on Rosa L. Parks Boulevard, a picnic area for lunches, and the Farmers Market response possibly to catering children’s lunches in the new building.
· FRF (Facilities Revolving Fund) was explained by Senator Watson that most agencies must account for FRF in a line-item of the budget. He further invited all DHSMC members to become aware of the sizeable increase to the budgetary requirements and to become active with their representatives to aid the long term operation of the museum. He noted that we have leadership to help the museum gain more private funding.
Outreach
Chair Smith encouraged all Commissioners to review the contents in tab 4 under Outreach which is a collection of press articles since the previous meeting.
Public Comments
Chair Smith acknowledged a new item in the Agenda called Public Comments and called for any questions or comments from guests. There were none.
New Business
Questions about membership were discussed including the current number of members, what does membership mean and is this the TSMF? Director Howell stated that membership is currently a function of the Foundation and it is being examined along with the question, “how do we get to a public/private partnership?” She stated being focused on getting the proper infrastructure in place to go in that direction and that membership is a major item to propel a new funding model.
Chair Smith noted that Director Howell’s background holds great experience in this area and he commended her on her commitment to improving membership, retail, event rental, and State-wide outreach, stating “she is most attuned to the 501(c)(3) model.”
The question was asked if there is currently a DHSMC representative on the TSMF. Director Howell responded no, nor is there a requirement for one in the TSMF Bylaws.
Announcement/Upcoming Meeting Dates
Chairman Smith announced that a schedule of 2017-18 meeting dates were included in the meeting materials noting January 8, 2018; April 9, 2018; July 9, 2018 and October 8, 2019.
Summary
Chairman Smith provided a brief summary of meeting business. He further thanked Nancy De Friece for her work as the Bylaws Operating Policies Committee Chair, committee members and Deputy General Rieger.
Main Motions Summary
Motion: Moved by Walter Knestrick to approve the July 10, 2017 Quarterly Meeting Minutes. The motion carried. The motion passed with eleven (11) votes in favor, no votes against and one (1) abstention.
Motion: Moved by Chairman Smith to adopt the BLOP Committee recommendation to change the notice period for Regular meetings in the Bylaws Article IV, Section 1, from fifteen (15) days to eight (8) days. The recommendation carried with eleven (11) votes in favor, one (1) vote against and no abstentions.
Motion: Moved by Chairman Smith to adopt the BLOP Committee recommendation to change the notice period for Special meetings in the Bylaws Article IV, Section 2, from at least 48 hours to eight (8) days. The motion carried unanimously with twelve (12) votes in favor.
Motion: Moved by Senator Watson to delete Section 9 from the current (July 10, 2017) Operating Policies. The motion carried unanimously with twelve (12) votes in favor.
Motion: Moved by Senator Watson to adopt Section 12 from the previous (May, 2015) Operating Policies with the staff making the numbers fit to the current (July 10, 2017) Operating Policies with “old’ 12 becoming “new” 9. The motion carried unanimously with twelve (12) votes in favor.
Motion: Moved by Senator Watson to delete the remaining sections 10 and 11 from the current (July 10, 2017) Operating Policies. The motion carried unanimously with twelve (12) votes in favor.
Motion: Moved by Chairman Smith to adopt the former (May 2015) Operating Policies Annual Code of Conduct Verification form to comply with the previously approved motions. The motion carried unanimously with twelve (12) votes in favor.
Motion: Moved by Senator Watson that the BLOP Committee select a sub-committee consisting of two members with the A.G. Representative to study and bring back to the full commission a recommendation regarding formation of an Executive Committee at the second Quarterly meeting in 2018. The motion carried unanimously with twelve (12) votes in favor.
Motion: Moved by Senator Watson to adjourn the meeting.
Adjournment
Chair Smith called for Adjournment. Senator Watson moved to adjourn the October, 2017 Quarterly Commission meeting. The meeting adjourned at 11:30 a.m.