IJA Special Board Meeting - November 12, 2002

The Board of Directors of the International Jugglers' Association met on November 12, 2002, 9:00pm ET via conference call.

Present at the meeting were - Chairman: Paul Richmond; Directors: Jaye Butler, David Davis, Andy Ford, Art Jennings, Bill Ritchie, Ben Schoenberg, Scott Slesnick; Officers: Norman Schneiderman, General Manager; Becky Schneiderman, Recorder.

Meeting called to order 9:05pm ET

MOTION: Richmond moves to accept agenda

None opposed, agenda accepted

MOTION: Davis moves to table the motion (currently on the floor)

Slesnick seconds

Davis amends his motion to postpone the motion to conclusion of Davis's e-mail motion

Slesnick seconds

VOTE
Butler yes
Davis yes
Ford yes
Jennings yes
Ritchie yes
Schoenberg yes
Slesnick yes
Richmond yes

Davis moves: The staff will send David Davis copies of the financial database and the membership database by e-mail or by mail on disk within one week. Davis will not redistribute either database and will follow confidential guidelines regarding the financial data.

Schoenberg seconds

Schneiderman states for the record: When Davis requested the data base and books, there was no clear policy for the staff as to how to deal with such requests. I took the only reasonable step I could see and replied to Davis that we, the staff needed instructions from the board to release this information. I am still awaiting these instructions.

Slesnick amends Davis's motion that any disputes that Davis has or that he finds that are negative, that those would go to an auditor to determine if he was correct with what he found.

Schoenberg seconds

Slesnick amends amendment Davis's motion that any disputes that Davis has or that he finds that are negative, that those would go to the board to determine if he was correct with what he found and if it is necessary the board would recommend to go to an auditor to review Davis's findings.

Schoenberg seconds

Davis approves the amendments to his motion

VOTE
Butler no
Davis yes
Ford yes
Jennings abstain
Ritchie no
Schoenberg yes
Slesnick yes
Richmond no

Butler requests roll called again

VOTE
Butler no
Davis yes
Ford yes
Jennings no
Ritchie no
Schoenberg yes
Slesnick yes
Richmond no

Motion does not carry

Butler moves: I move that we ask David Davis to immediately file a motion with the New Castle County Office of the Court of Chancery so that an impartial, third party shall determine if Mr. Davis' request under Delaware Law is valid. In doing so, this body acknowledges that the Court of Chancery is vested with the exclusive jurisdiction to determine whether Mr. Davis is entitled to the inspection sought. A clearly legible copy of all financial records related to Bud's Kids, the Randi Project and the Millennium Project shall be forwarded to Bud Markowitz for inspection, review and/or audit at Mr. Markowitz's discretion. An independent certified accountant selected by a majority vote of the board shall complete a review or audit of the financial records of the corporation for the purpose of supplying sufficient testing and verification. A clearly legible copy of financial records of the corporation shall be available for inspection by any member at the annual festival during designated hours.

Ritchie seconds

VOTE
Butler yes
Davis no
Ford no
Jennings yes
Ritchie yes
Schoenberg no
Slesnick no
Richmond yes

Motion does not carry

Schoenberg moves to re-move on Davis's motion and amendments as put forward

Davis seconds

VOTE
Butler no
Davis yes
Ford yes
Jennings yes
Ritchie no
Schoenberg yes
Slesnick yes
Richmond no

Motion carries

Call for Meeting to adjourn

Butler seconds

No objections

Meeting adjourned 11.21