Professor Undercoffler starts it off, talking about his report . .. .
OVERVIEW OF METHODOLOGY
Professor did work in advance, deeply interesting topic, read all the reports, live links, history, conducted 25 interviews, did comparables of cities of like size, looked at Wolf’s work elsewhere and had students do reports. He says they have the report and he’ll take questions.
QUESTIONS
Satya Rhodes-Conway asks about chapter 5 where it says that all kinds of models for operation are possible and and it is impacted by various factors, could you talk about that and were there any key points in the success or failure aside from teh actual model.
Professor U says he’s the governance and leadership guy. When he thinks of structure he thinks of governance structure. Overture is messy on the governance/leadership area. Having a clearly defined board, how it operates, its ability to give daily operations to strong management and clear guidelines for operations is key. Money is also important. He has been involved with various boards and been a CEO and understands it from various angles.
Rhodes-Conway asks if the structure is critical and the current situation is less than ideal, with multiple boards and non-profits are different than public committees. What clearly defined responsibilities and how it operates and delegating to strong management, can you tell us what we would be looking for in people we want to serve on the board.
Professor U (missed some) says half of the people should be people of influence, half to 60% or 2/3, not just people with money, but with connections in the community. Somebody who is a CPA or CFO, a couple lawyers, and diversity with demographics in the community and make a commitment to true representation. Challenge is that some board members on several different boards, how do you integrate them into it. You need good bylaws too.
Paul Skidmore asks about $2.5 instead of $2M from the city.
Professor U says that the Cnare/Clear proposal has those numbers, but the net is $2M.
Lauren Cnare asks about benchmarks and if it doesn’t work, how do you get a new non-profit, do you do an RFP or new board members.
Professor U says that they should look at his report, you would find a few people everyone trusts and get them to set up a new board.
Rhodes-Conway asks about resident companies and their role in governance and the operations side of things. How can you structure that?
Professor U says this seems to be an area that is working well. Was CEO of Professor a resident company. Missed the rest.
Mark Clear asks a question. Missed that too.
Professor says that they should have a board member the works for the resident companies. He says this is a management philosophy question (for freakin’ sake . . . now I can’t hear cuz people are busy talking . . .)
Thuy Pham-Remmele has a root canal yesterday and couldn’t attend yesterday’s meeting. Read the chapters carefully. She says that appointment by Council President is not the way we do business in the City of Madison. She says this is a tall order, its not fair to provide a silver bullet. IN your experience, is there something doable with the constraint of time, people think she is dawdling, but she wants to do it right once, she is a lazy person, is it doable in the time limit.
Professor U says it is doable, the council has to be clear about what it authorizes.
Pham-Remmele says to date we are in a mess, not blaming anyone, but it is reality, we are here cuz of lack of leadership, in chapter 5 you suggest strong leadership, how to we do it. Where do we go from here.
Professor U says that go back to transition he recommends at the end of chapter one. That trio has to be in power and be able to make decisions.
Pham-Remmele says tonight they have to decide ownership and operating, missed a bunch. Too much talking to Alder Golden sitting in media row in the back, its really getting annoying, I can’t hardly here.
Professor U says that he didn’t say he favored private-private like in the paper, he still has to read Bidar-Sielaff’s amendment, he’s talking about a firewall . . . and the board has to have authority, but I missed it all.
Pham-Remmele talks about firewall and the millions we give each year. Public-public, private – private and other models. We have 21 amendments tonight, it feels like micromanaging. Their hands will be tied. This talks about opening it up to the larger community, however the model is set up, the literature is restrictive, a real leader can’t function like that.
Professor says he agrees.
She asks him to show us the way to get to where we want to get.
Now Professor U is not talking into the microphone. Now I missed a whole bunch more.
Rhodes-Conway apologizes for not being here yesterday. She asks him to talk about chapter 5, they were all useful, but that was the best. His 5th point is about reporting and performance standards. They struggled with this. She had a long list of outcomes she wanted and got a little further about how to measure them, but translating that into strict performance standards and reasonable reporting standards, can you talk about what that means and give examples.
Professor says if city doesn’t own it, can’t throw out the board. All you can do is stop the funding. If the city owns it they can take it back. He says the financial performance standards are good, if he were the CEO he thinks those numbers are reasonable and in a contract the city could make continued funding contingent on financial guideliens and community engagement and standards. You can’t throw out the board.
Rhodes-Conway asks about accountability.
Professor says it has to be clear and it will have a positive impact on the board and management.
Rhodes-Conway asks if he looked at the term sheet. Any specific feedback, or general sense.
Professor says loaded with reporting requirements and not enough details. But the staffing was highly detailed.
Rhodes-Conway asks about history and old news report, we seem to have a recurring crisis, maybe that is the nature of the media, but there must be a kernal of truth, what can we find to put us in a position to be here in another 5 years. Can you reflect on that, are the keys to preventing that the leadership . . . leadership . . . leadership . . . .
Professor says leadership has to wake up tomorrow morning and say “oh crap, we own it”, it goes awry because they need that pressure, they have to feel like the own it.
Rhodes-Conway asks about metaphorical ownership, not who owns the building but community ownership, is there buy in and support, the nature of discussion to date is no, that doesn’t exist. Her constituents are saying two things, less common, don’t let it go dark, more common is I”ve never been there, don’t spend my tax payer dollars on it. We have an image problem, the institution has to remake itself in the community’s eyes.
Professor says “brand it”
Rhodes-Conway says that we need not regular ticket buyers to feel ownership, is there anything we can put into a document, standards, that will encourage it or help us track that, what is the metrics around that.
Professor says that people walk in and feel like they don’t belong there, need a community council that is real, but he says there is a branding issue, they should look at other arts centers with this problem, he talks about where he worked. Elitism problem and it looks like a European train station. They countered it with odd combination. Irish step dancing in the lobby. Challenge them to look at what otehrs are doing and make it a la Madison.
Julia Kerr asks if she heard him right last night, if there was a public-private model with strong leadership, hands off council and performance standards.
Professor says that is correct.
Kerr asks about her amendments. He says the first one is reasonable.
Kerr says if they have to make cuts, shouldn’t we be more hands off.
Professor U says this is almost exactly what I recommended.
Kerr asks if the specificity of what they do and escalate that with overall growth. He agrees.
Kerr says many competing proposals about board composition. Any sense of how many seats the city should have and how many on exec.
Professor says 4 of 25 and a rep on the executive committee, but that is if they own it. He says the same if they don’t own it.
Kerr asks about if it is private.
Professor says no more than 20% ex officio members. They answer to a different master, you just don’t want too much of it.
Kerr says they don’t have audited financials, she thinks that if they get grant, subsidy, then they provide and council accepts audited financials.
Professor says if you use the items he suggests that is what they would use.
Mark Clear asks about how they build capacity on the board. Within and in recruiting.
Porfessor says that we have the same problem that there are a limited number of board members. He says the nominating committee, with community members, with clear criteria before they look at names, is important. He talks about it being key to success to have community members so that the board doesn’t repopulate itself.
Michael Schumacher asks what model he prefers.
He says private-private. But one issue is that you can’t throw the board out if they own it.
Shiva Bidar-Sielaff asks about the employee issue, put yourself in the council’s position and knowing the costs, how would you solve it.
Professor says if they go private-private it is inevitable, at some point in the future, all employees would be not city employees, they would be represented by IATSE and AFSCME, but he would like to find a way to grandfather employees until they leave on their own or retire. Its messy but sounds fair to me. He says there could be incentives offered.
Bidar-Sielaff asks how hard that would be to manage. Is it possible.
Professor says yes, it seems to be fair, the transition period would be long, but the employees would provide the servie you would expect.
They adjourn cuz there are no more questions.
