Board of Directors Minutes

Board of Directors Minutes

June 2004 

INTERNATIONAL BOTTLED WATER ASSOCIATION

BOARD OF DIRECTORS MEETING

Park Hyatt Washington

Washington, DC

Thursday, June 24, 2004

8:00 a.m. – 11:00 a.m.

MINUTES

 

I. Call to Order

The meeting was called to order by the Chairman Mike Verrochi, Blue Hills Spring Water, Inc., who announced the presence of a quorum. Those present were:

 

Officers:

Mike Verrochi, Chairman, Blue Hills Spring Water, Inc.

Steve Raupe, Vice Chairman, Eureka Water Co.

Phil Susterick, Secretary/Treasurer, Culligan Bottled Water Company

 

Directors:

Chris Saxman, Shenandoah Valley Water Company

Bob Hidell, III, Hidell-Eyster, International

Scott Hoover, Roaring Springs Bottling

James J. Land, Jr., Wissahickon Spring Water Co.

Charlie McCoy, CCDA Waters, LLC

Jeff Vinyard, Crystal Springs Bottled Water

Marcus Wren, III, Music Mountain Water Co.

William Patrick Young, Absopure Water Co. Inc.

 

IBWA Staff/Counsel

Joe Doss, IBWA President

Robert P. Brady, Hogan & Hartson, L.L.P.

 

II. Approval of the Minutes The chairman requested a motion to dispense with the reading and get approval of the minutes of January 16, 2004. It was MOVED AND SECONDED . The MOTION CARRIED.

 

III. Treasurer’s Report

Secretary/Treasurer Phil Susterick reported that t he overall financial status of IBWA continues to be very good.

The May 2004 financial statement prepared by IBWA’s accountants indicated overall revenues are coming in as expected. The annual revenue is projected to be $3.6 million and for the first six months it’s at $1.7 million. Revenues are projected to come in as expected and budgeted. Notices for second half dues will be sent out by the end of June.

No un-budged expenses are expected at the present.

It was MOVED AND SECONDED to accept the Secretary/Treasurer’s report. MOTION CARRIED.

 

IV. Committee Reports Executive Committee

The committee discussed what action needed to be taken if a member company was not in compliance with the standard of quality or other model code requirements.

The recommended course of action including contacting the company and determining how it could come into compliance with the model code and work to obtain that goal. Additionally, committee members believed that members that were not willing to make a good faith effort to come into compliance would not be permitted to continue as IBWA members. The issue resulted from results obtained from bottle water shelf surveys that alleged higher levels of items that exceeded FDA standards. Members felt corrective actions were necessary to protest the value of IBWA membership and the integrity of the model code.

The audit program evaluation team was to examine the issue and follow-up with appropriate recommendations.

Additionally, the committee reviewed a proposed revision to the auditor independence policy statement. The policy statement was approved in January 2004 to require auditor independence from any influence that might create a conflict of interest or the appearance of a conflict. It was the intent that the statement only applies to IBWA member companies.

It was MOVED AND SECONDED to adopt the Policy Statement. MOTION CARRIED.

The committee considered and proposed recommended amendments to the articles of incorporation surrounding two issues. It was believed that IBWA was operating as a 501 (C) 3 organization, but after review it was actually a 501 (C) (6) organization. Additionally, the offices were listed as being in DC where the organization was originally incorporated, but is now in Virginia. It was corrected to Virginia or where the Board shall determine.

It was MOVED AND SECONDED to adopt the correction to the articles of incorporation. MOTION CARRIED.

 

Nominating Committee

In the absence of Doug Oberhamer, Deep rock Water Co., the Chairman Mike Verrochi delivered the nominating committee report.

The nominating committee met on April 15, 2004 and recommended that the following current Board Members serve an additional three-year term that will expire October, 2007. The members included Scott Hoover, Roaring Springs Bottling; Steve Raupe, Eureka Water Co.; Phil Susterick, Culligan Bottled Water Company; Gordon Vanderhelm, DS Water, LP; Jeff Vinyard, Crystal Springs Bottled Water; and Marcus Wren, III, Music Mountain Water Co.

In addition, the committee nominated the following members to serve a three year term also expiring in October, 2007. Nominees included Peter Baker, Vermont Pure Springs Inc.; Robert Smith, Smith’s Mountain Bottle Water and Jim Waldeck, Culligan.

The committee nominated the following Board Members to serve as IBWA officers of the organization for 2004 and 2005:

Steve Raupe, Chairman, Eureka Water Co.

Phil Susterick, Vice Chairman, Culligan Bottled Water Company

Charlie McCoy, Treasurer, CCDA Waters, LLC

Mike Verrochi, Immediate Past Chairman, Blue Hills Spring Water, Inc.

The slate of nominees will be submitted to the full IBWA membership at the annual business meeting on September 30, 2004 and will be voted on at that time.

It was MOVED AND SECONDED to accept the recommendation of the nominating committee. MOTION CARRIED

Additionally, the chairman indicated that Dave Nagel, Snow Valley, Inc. would serve out a vacancy that would last 1 ½ years.

 

Technical Committee

Technical Committee Co-Chair Vincent Ducasse, Danone Water WorldWide presented the report. A copy of the minutes of the Technical Committee meeting held Wednesday, June 22, 2004, is incorporated as a part of these minutes.

 

Government Relations

Government Relations Committee Co-Chair, Leann Underhill, Absopure Water Company, presented the report. A copy of the minutes of the Government Relations Committee meeting held Wednesday, June 23, 2004, is incorporated as a part of these minutes.

 

Communications Committee

Communications Committee Co-Chair Chris Dunn, Dunn Works, LLC, presented this report. A copy of the minutes of the Communications Committee meeting, Tuesday, June 22, 2004, is incorporated as a part of these minutes.

Although a number of important issues were discussed, major attention centered on the recently completed “water quality reporting survey.” This was undertaken because IBWA members have expressed a desire to make certain that consumers be provided meaningful information about the quality of bottled water brands.

The Water Quality Reporting Survey of IBWA bottler members was undertaken by a Consultant acting as a consumer would, seeking brand water quality information similar to that provided by a public water utility (CCR). Consultant was directed to place one call to each member. Calls were made to 154 bottler members with less than stellar results for providing full water quality reports as required by the IBWA Model Code. In the case where another number was provided, call was made to that number. Where caller was directed to a web site to obtain the report, consultant logged on to that site to retrieve report. Consultant noted that a persistent consumer making multiple call requests might have success in obtaining a satisfactory water quality report.

A number of next steps were discussed, including varying degrees of Association assertiveness to enforce/influence member compliance and levels of personal contact/follow-up with non-compliant members. Committee determined that communications staff would consult with technical and education committee staff to explore and propose recommendations for next steps.

 

Supplier Committee

The Committee report was presented by Doug Hidding, Blackhawk Molding. A copy of the minutes of the Supplier Committee meeting held Tuesday, June 22, 2004, is incorporated as a part of these minutes.

A recommendation was made that IBWA should hold off committing to Beep 2006 until after the 2004 show. The supplier committee’s position recommended that IBWA continue to negotiate and determine the net revenue that would be acceptable to the Association in order to go ahead with the BevExpo deal in 2006.

 

Education Committee

The education report was presented by Shayron Barnes-Shelby, A copy of the minutes of the Committee meetings, Tuesday, June 22, 2004, is incorporated as a part of these minutes.

 

Convention/ Awards Committee

Convention/Awards Committee report was given by Andy Mooradian, Blue Hills Spring Water.

A copy of the minutes of the Convention/Awards Committee meeting, Tuesday, June 22, 2004, is incorporated as part of these minutes.

 

Membership Committee

Membership Committee Chairman Carol Peterson, Allied Purchasing presented the report. The committee recommended in the form of a proposal that “any current member that signs up a new member will get a $100 credit toward dues for the following year.” The motion was approved by the Board. Also, the committee recommended that a survey be sent to members updating current information available. This was also approved by the Board. A copy of the minutes of the Membership Committee meeting held Tuesday, June 22, 2004, is incorporated as a part of these minutes.

 

State Association Presidents Committee

State Association Presidents Committee Chairman Robert Smith, Smith’s Mountain Bottled Water, addressed the Board and indicated that a quorum was not present to conduct the meeting. However, it was determined that the January draft proposal between the regional associations and IBWA should be accepted in its current form since no additional comments have been provided.

 

Drinking Water Research Foundation

Chairman Jack West, Puro Filter Company, presented the report. A copy of the minutes of the Drinking Water Research Foundation meeting held Tuesday, June 22, 2004, is attached to and incorporated as a part of these minutes.

 

V. Old Business

There was no Old Business to discuss.

 

VI. New Business

Several changes to the IBWA By-Laws were proposed and discussed including the following:

    • Since there is no longer an international chapter or council within IBWA, the provision dealing with this section has been removed.
    • The provision dealing with the candidate bottler program has been changes to clarify that a candidate bottler is not a member until all requirements are met, thus the word “member” has been deleted throughout the section after the words “candidate bottler”.
    • Wording was included that clarifies that inspection reports do not go to IBWA but to the inspecting audit company.
    • Date for the nominating committee to report the slate of officers and directors to the board was changes from June 1 to June 30 to better reflect current meeting schedules.
    • Clarification was included to reaffirm the procedures for handling the slate of nominees by the Board once received from the nominating Committee.

It was MOVED AND SECONDED to accept the recommendation revisions to the By-Laws. MOTION CARRIED

The next meeting of the Board of Directors will be held during BevExpo in October, in Tampa, FL.

VII. Adjournment There being no further business to come before the Board of Directors, it was MOVED AND SECONDED to adjourn the meeting. MOTION CARRIED.

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