Document Yjmx7rxmXNe57KzpaGnbra5Qk

FILE NAME: Friction Materials Standards Institute (FMS) DATE: 1988 June 13 DOC#: FMS069 DOCUMENT DESCRIPTION: Board of Directors Meeting Minutes Hyatt MINUTES OF MEETING of the BOARD OF DIRECTORS Monday, June 13, 1988 at Regency Monterey, Monterey, California DIRECTORS PRESENT Robert E. Nelson Arthur V. Moore Larry Mintmar. R.Or.axC i\aT*Ca__ Rita Grisham Larry Belar.? Wiliiair Barton, President OTHERS PRESENT W. Max Sieeth, Vice President Michael J. Brady, Counsel Edward W. Drisiane, Secretary William F. Viooc (Coalman, brake Perfomance Study Committee; Doutias r.. m . isie (l nairmar,, Data book t lecnnical Committee Abex Corporation Friction Products Group Carlisle Corporation Motion Control Industries Certified Brakes Allied Signal Corporation HKM of California, Corp. Nuturn Corporation Friction Material Company, Inc. Reddawav Manufacturing Co. HKM of California. Corp. Harwood Lloyc, Attorneys at Law Friction Materials Standards Institu Carlisle Corporation Motion Control INdustries Aimcc Division ITT Industries of Canada Mr. Barton, President, -called the meeting to order at 8:00 AM. MINUTES OF PREVIOUS MEETING The minutes of the previous meetings of June 15-lc, 1967 had been distributee. It was suggested that the Secretary dispense with the reading of the minutes. Lpor. motion duly made, seconded anc unanimously passed, it was: RESOLVED: Ic accept the minutes of the meetings of the boarc of Directors of June lb-it, 198" as written. `--ire of Direct .-.citing P R E S I D E N T 'S REPORT Mr. Barton. President, delivered his report. Please refer to EXHIBIT i ir. the report booklet. Mr. Barton noted highlights of this year's activities as he expressed thanks to the Technical Committee Chairmen for the work of those committees during the year. He noted particular examples of the work of these committees. After his prepared remarks, he noted that Mr. Drislane had indicated his intention of retiring and that there would be more on this development later in the meeting. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the President's Report as written. MEMBERSHIP COMMITTEE Ms. Rita Grisham, Chairman of the Membership Committee, presented this report. Please refer to EXHIBIT 2 in the report booklet. Ms. Grisham noted that there was relative stability in the ranks of Active Members and Regional Members during the year. There was considerable activity in the Licensee area, where the report showed a net loss of 4 members since 1987. The report detailed the changes. it was noted that several applications for Membership were received at the Institute Office immediately after this report was prepared. The Board had most recently accepted the Licensee applications filed by Automatic Metal Stamping Co. (1987) Inc. and- Anstro Manufacturing Co., Inc. The Automatic Metal Stamping is a new corporation, owned by new principals. The original Automatic Metal Stamping Co. filed for receivership in 1987 and its membership was terminated at that time These two were included in the prepared report as additions even though the applications had hot been approved at the time the report was written. lince the report, three additional applications were received. The first was an application for Regional Membership filed by Goshen Industries of Taipei, Taiwan (Republic of China). This application had been reviewed by the Membership Ccmmittee. which had recommended its acceptance. Copies of the Goshen Industries application were distributed to the Board of Directors. Upon motion duly made, seconded and unanimously'passed, it was: RESOLVED: To accept the application for Regional Membership filed by Goshen Industries, Taipei, Taiwan. The Secretary advised that an application for Licensee Membership had been received from SEMAC Industries, Ltd. of Brantford, Ontario, Canada. This application was received too late for consideration by the Membership Committee. SEMAC is a manufacturer of brake shoes primarily in the heavy duty truck area. The Secretary distributed copies of the SEMAC application. Upon motion dulymade, seconded and unanimously passed, it was: RESOLVED: To accept the application for Licensee Membership filed by SEMAC Industries Ltd. of Canada card cz Di re c to rs 3 tetins June -3. j ' t In addition, an application was received for Regional Membership from Total Brake Industries, Ltd. Dorval, Quebec, Canada. Again, this application was received too late for Membership Committee review. Mr. Alex Tabori, formerlv of Cougar Brake, is the Managing Director of Total Brake Industries. Mr. Drislane advised that the application had been received in good order and a check for prepayment of the first year's membership fee accompanied the application. Copies of the Total Brake application were distributed to the Board. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the application for Regional Membership filed by Total Brake Industries, Ltd. of Canada All three will have their memberships effective July 1, 1988. A Director asked about Performance Friction Corporation of Gastonia, North Carolina. In the past, Directors and Members have questioned the use of the FMSI Numbers by Performance Friction. The Secretary noted that the meeting agenda included Copyright/Trademark protection, at which time Performance Friction's use of the copyrighted material and trademarks was to be discussed. It was decided to cover this question at this point. The Secretary advised that he had reviewed Performance Friction's use of the Institute's copyrights/ trademarks with Copyright Counsel shortly before the meeting. A letter had been sent to Performance Friction. Shortly before the Secretary was to leave for the California meeting, Counsel advised that he had received a note from Mr. Burgoon asking that we be more specific on these violations. In the past, cross over to FMSI 7108--D 184 (an IHC pad set) had been noted in their sales literature, and cartons containing Performance Function pads had been noted with FMSI 7108-018* printed or stenciled on the carton. Those attending were asked to send the Institute examples of Performance Friction current use of FMSI numbers. The Secretary advised of certain copyright infringement examples, where the Institute was not credited with the copyright line in distributor catalogs. The Directors approved a draft prepared by Copyright Counsel and the Secretary for mailing. As regards delinquent dues, the Secretary advised that Artazcoz, S.A.I.C. cf Argentina, was behind in its fee payments anc services had been suspended. He also noted that Virginia Friction Products was late with the fee billing of January 1, 1988. The Directors recommended that the Institute continue servicing Virginia Friction. (Subsequent to the meeting, payments were received from Artazcoz and Virginia Friction). Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the Membership report as written. TREASURER'S REPORT Mr. Larry Mintman, Treasurer, read this report. Please refer to EXHIBIT 3 in the report booklet. The report projected an excess of income over expenses of ..about $3,000. The expenses were kept close to budget, and income was favorably impacted by =. re . e _- Directors June l i. !95 slightly over $3,000 in fee income and 52,000 in investment income over estimate. Individual variances were noted with the conclusion that the Institute continues in healthy financial condition. A Director questioned the excess of income over expenses as regards the Institute's Not-for-profit status. With gross income of about $140,000 and total "retained earnings" (excess of income over expenses) of less than $280,000, the Institute had a ratio of "retained earnings" slightly less than 2 times annual earnings. Counsel stated that the Internal Revenue Service considers several tests before alleging an excess accumulation of earnings by a Not-for-profit corporation. One was accumulation of more than 2-1/2 times annual earnings, but another was intent. With the Institute's audited statements and the possible needs for additional funds with the replacement of Mr. Drislane as Executive Director, allegations of excess accumulation of earnings are remote. The Secretary had distributed to the Board copies of a response by our Accountants concerning handling of the Reserve for Environmental Affairs that now stood at $29,200. It was noted that any disposition of this Reserve required Board approval. The Board reviewed the Accountants comments and decided that no action would be taken as regards the Reserve at this time. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the Treasurer's Report as written. INVESTMENT ADVISORY COMMITTEE Mr. Art Moore. Chairman, read the Investment Advisory Committee report. Please refer to EXHIBIT 4 in the report booklet. M v . Moore advised that total investment assets at June 30, 1988 were pro jected at about $295,000 versus S25,000 at June 30, 1987. This came with ar. increase in investment income from slightly higher interest rates on our Treasury Note holdings. The investment income was projected at about S25.00C for this year, which was over the amount projected in the June 1987 report. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the report of the Investment Advisory Committee as written. BUDGET COMMITTEE Mr. Sleet'n , Chairman, presented the Budget Committee Report. to EXHIBIT 5 in the report booklet. Please refer The Committee proposed an expense budget of $145,545 for the 1988-89 fiscal vear. This is about a 4% increase over the expense budget for the year now ending. As in earlier budgets, the m a j o r items are Salaries, Pension Expense and Rent. j ur.t i 93c On Pension Expense, a question was asked about the assets in the trust for Miss Duschek. The Secretary explained that by the terms of the trust, anv assets remaining at Miss Duschek's death would be returned to the Institute. It was noted that Pension Expense was a separate agenda item which will be covered later in this meeting. In addition to the question asked of the Accountants on the Reserve for Environmental Affairs, they were asked about the Institute's Reserve for Bad Debts. As noted in the Accountant's letter which was circulated to the Board of Directors, the desirability of maintaining the Reserve for Doubtful Accounts was questioned. The reserve at the beginning of this fiscal year stood at $4,000. The Board considered the Accountant's recommendation that the reserve be eliminated entirely in one year, but took no action at this time. As regards the reserve, the Secretary noted that he would like to write-off $400 due from Repuestos Colombianos, a Colombian Regional Member. There is an old receivable for the fee period October 1 - December 31, 1985 which remains unpaid. The Secretary stated that he had pursued collection with Repuestos Colombianos shortly after the receivable went into arrears. In correspondence they indicated that the check they had sent in payment had been charged to them. The Institute indicated that if had not received the proceeds. Except for this billing, Repuestos has been timely with fee payments. Because of the time and effort put into this collection, and the good history of Repuestos, the Secretary recommended that this receivable be written off. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To write-off the $400 receivable from Repuestos Colombianos for the period October 1 to December 31, 1985. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the Budget Committee Report as written. FEE FORMULA COMMITTEE Mr. R. E. Neison. Chairman of the Fee Formula Committee, presented his committee's report. Please refer to EXHIBIT o in the report booklet. Mr. Nelson noted that the fee formula was restructured for the 1987-8S fiscal vear with a change in the definitions of categories. When the Committee and the Board were reviewing the changes in formula, it was their intent to keeD the new formula "revenue neutral," so that the change could not be considered anothermeans of raising the fee. Also, an attempt was made to have the individual members' fees reasonably consistent with earlier fees sc that some would not bear an inordinate proportion of the fee formula change. After a review of the expense budget and anticipated investment income, it was suggested that the fee formula for 1987-88 be used again in 1988-89. That formula is as follows: Board of Directors Meet m g 6 J u n e 13, 1988 Active Members and Regionals paying same dues as Active Members: Basic Fee $1,600 Category Charge: $250 for each of the first two categories and $500 for each of the third and fourth categories Regional Members (Regular): $1,600 Regional Members (Associations): $2,600 Licensees: $600 Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To maintain the fee formula for the 1988-89 fiscal year at the same level as charged in 1987-88 Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the Fee Formula Committee Report as written. OTHER ASSOCIATIONS The Secretary noted that he had seen a request to APRA Membe'rs by Automotive Parts Rebuilders Association (APRA) that they be sent copies of Institute Technical Bulletins. Mr. Drislane questioned APRA's need for these bulletins as he felt that this could be a conduit for non-members to access DATA BOOK BULLETINS and SHOE BULLETINS. Such a channel for distribution could under mine the Institute. Many Institute Members and their customers are also APRA Members. A Director suggested that if the Institute Members did a good job of distributing copies of these bulletins to their customers and particularly the rebuilders, there would be no reason for APRA making a similar distribution. Other than improved Institute Member distribution of Institute bulletins, no action was suggested. CONSTITUTION AND BY-LAWS The Secretary advised that there was an inconsistency in the Constitution and By-Laws. The Constitution had been amended in 1976 to revise Ak TICLE III. Section 5, Rights of Members, (b) Regional Members. This revision permitted Regional Members marketing products in the United States to have the same general rights as Active Members when paying the same membership dues as Active Members. However, in ARTICLE III - Membership, Section 2, Eligibility the wording restricted Regional Members to friction products for use outside of the United States. The Eligibility wording went as follows: Any person, firm or corporation of good repute, residing or having its principal office outside the United States and engaged in the manufacture of brake linings or clutch facings in commercial quantities for use outside of the United States, or any trade association of manufacturers of brake linings or clutch facings as herein described having a principal office outside the United States shall be eligible to become a Regional Member. Meeting . une 19&c The "for use" (underlined above) would restrict sales to outside of the United States whereas the "Rights of Members" section had no restrictions on marketing areas and specifically granted the same rights to Regional Members as to Active Members. The Secretary suggested that the Constitution be amended to remove the words "for use" in the Eligibility Section. Any such amendment must be submitted for balloting by the Membership. The Directors were asked to approve submitting such amendment for balloting by the Members. Upon motion duly made, seconded and u n a n i m o u s l y passed, it was: RESOLVED: To submit to the Membership ballots for amending the Eligibility section of the Consitution on Regional Membership to remove the wording "for use" outside of the United States. DATA BOOK AND TECHNICAL COMMITTEE Mr. Doug Willsie, Chairman, presented this report. Please refer to EXHIBIT 8 in the report booklet. Mr. Willsie noted changes in the Committee and certain revisions to the Automotive Data Book that was published in May of 1988. In the latter part of the report, Mr. Willsie noted that the Brake Block Identification Catalog published in 1983 was five years old, and that there had been but 11 new blocks issued since that publication. The Office had released a bulletin summarizing new block numbers released since 1983 in tabular form. Suggestions were made -that a new catalog be considered or that a supplement be issued. A Director suggested a mimeographed bulletin with illustrations that would be 'prepared by the Institute Office and then released as a special supplement to the Block Identification Catalog. The Secretary was directed to have a supplement with illustrations prepared for the members. A Director questioned the "14 year" rule mentioned in Mr. Willsie's report. This refers to the dropping of old data. The 1988 catalog, for example, civers 1975 to 1988 model years. Where shoe or lining numbers are dropoed. tne new procedure tells the catalog user to refer to the catalog in which that number last appeared - for example "See 1986 Book." Ali earlier moaeyear data might not be dropped where, for example, a 1971 model carried over into 1975 or later years. In recent years, the Institute lengthened this period from 10 years, to 12 years, and most recently to 14 years. Retention of an additional 2 years would add about 20 pages to the catalog, with resulting increased cost. (This is based on 2/16 x 184 pages approx imately) . A suggestion was made concerning the use of colors or other means to dis tinguish semi-metallics from organics in the catalog. The Secretary advised that while we published a semi-metallic disc pad bulletin yearly, this data was not in the regular DATA BOOK BULLETINS, SHOE BULLETINS or the catalogs. This is a difficult area, because c h a n g e s c a n b e made to the material during Board of Directors Meeting -o- jun e 1i , i953 the model year which the Institute may miss. Further, the Institute is not automatically advised as to changes in materials by any OE supplier. There are questions about whether a material is semi-metallic or organic when qualified people look at the same sample. Further, some suppliers and users have put semi-metallics on applications where original equipment was organic, and the other way around. The Institute is not anxious to get into an area which might draw criticism from some in the industry and alleged liability for errors from others. A Director suggested that different colors be used on the Automotive Data Book covers to distinguish the year of the catalog. An example was cited where the user mistook the 1986 catalogs for the 1988 catalogs which both have green covers. The recommendation was to rotate color on the covers for the next three catalogs, where, for example, the 1990 Data Book would have a red cover, the 1992 Data Book would have a blue cover, and the 1994 Data Book would go back to the green cover. The Secretary was directed to implement color rotation as described. The Data Book and Technical Committee would be asked to select the colors. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the report of the Data Book and Technical Committee as written. BRAKE PERFORMANCE STUDY COMMITTEE Mr. Bill Wood, Chairman, delivered the Brake Performance Study Committee report. Please refer to EXHIBIT 7 in the report booklet. The Chairman noted that the Committee held two meetings during the past fiscal year. A prime reason for the meetings was to give Mr. Randy Petresh, Chairman of SAE's Brake Effectiveness Task Force, industry input on the draft J1801/18Q2 Recommended Practices. Furtner, the Committee was asked tc prepare comments on Federal Specification HH-L-361G, the General Services Administration Specification for Automotive Brake Lining. On Federal Specification HH-L-361G. the Committee drafted comments tc TACOM (Tank Automotive Command) with criticisms of certain sections of the specification along with recommended changes. Detailed comments and work sheets were sent to TACOM in October 1987. As regards SAE Recommended Practice (draft) J1802, a Director stated that TTBRG (Truck-Trailer Brake Research Group) was considering funding tests by either Link Engineering or Greening Testing Labs in order to more closely examine the J1802 procedure. In addition to getting quotes on running the dynamometer test for J1802, a study was planned for Rockwell to do some statistical work on the procedure. Board o: Directors Meat m g s june It. was noted that ATA (American Trucking Associations) had petitioned DOT (Department of Transportation) to begin rulemaking for a standard based on JI802. There are a lot of loose ends with J1802 including drum selection, cast or fabricated shoe, the actual brake configuration, etc. The aim of a procedure for compatibility of tractor/trailer linings must remove variables from the equation to see if the procedure works as real world evaluation of friction materials. There were additional comments on the J1801 procedure for marking by cutting a friction identifier into the edges of the blocks. One talked of machining costs of perhaps 25c per block which would bring a block set penalty to $2.00. While the additional costs might seem unimportant at the beginning of the study, the actual customers will balk at any increase and the fleets will react against block manufacturers' attempts to get their costs back. It was noted that it would cost twice as much to cut identifiers into both edges of the block, and if they were to proceed in this direction, the suggestion should be made that identifiers on one edge would suffice. While J1801 and J1802 work dealt primarily with brake blocks, the SAE has started another Task Force for the study of passenger car/light truck brake linings. This Task Force is chaired by Mr. Jim Trainor of Brake Systems, Inc. Two meetings have been held to date, and that committee is still in the concept stage. At this time, the Task Force is considering the test equipment, and dis cussed the Teves/Krauss friction test machine. This work is still pre l i m inary in nature. No draft procedures have been developed. The Chairman advised that the SAE Recommended Practice area would be mon itored for any progress, and that the Institute would comment accordingly. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the report of the Brake Performance Study Committee as written. HEALTH AND ENVIRONMENTAL AFFAIRS COMMITTEE Ms. Rita Grisham, Chairman, delivered this renort. Please refer tc EXHIBIT 9 in the report booklet. The Chairman's report covered items such as the Institute bulletins to the Membership on workplace regulations and labeling, as well as the Institute's co-sponsorship of the October 1987 Fibers in Friction Materials Symposium. Also noted was Institute activity on California Proposition 65 and other regulatory matters. Ms. Grisham noted that the courts have granted a stay on implementation of the HCS (Hazard Communications Standard") that was to be in effect by May 2o, 1988. There is some question as to whether the stay applies to the con struction industry only or to the entire standard. Board of Directors Meeting - 1C - j one In the discussion on EPA's proposed phase-out/ban on asbestos in friction products, the EPA has now moved the friction materials industry to the forefront of the asbestos users. While no figure is published, EPA insiders talk of a 7.5 million dollar figure as the price for saving one life from asbestos exposure. Friction material asbestos usage is now larger than AC pipe or roof coatings, even though overall asbestos is down. The friction materials industry is now apparently a major target, and in this area they have selected the brake repair mechanic as the individual most likely to be seriously exposed. While studies have shown true asbestos exposure in brake facilities where linings are beveled, cut or drilled, the average brake mechanic is exposed to wear debris only. Fiber length and diameter in wear debris is such that over 99Z are not considered fibers by the OSHA definition of a fiber. It was staced chat EPA had not publicized the ASME (Batelle Labs) study on substitutes for asbestos in friction materials as sections of that report did not support what is apparently now the EPA position. For counting purposes, NIOSH 7400 Method is now required. This method apparently is somewhat more consistent than the earlier procedure, but it can still result in counting fibers that are not asbestos. As regards control of exposures in the brake repair facility, there may be consideration to make Appendix F (1910.1001) for Work Practices and Engineering Controls in the Brake Repair Facility mandatory. Currently, OSHA's regulation has Appendix F as Non-Mandatory. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the report of the Health and Environmental Affairs Committee as written. PUBLIC RELATIONS ACTIVITY Mr. Drislane noted that we no longer had a Public Relations Committee, and that the Institute Office handled this work. The only announcement released during this past year was that of the reelection of officers at the June 198' Meeting. The Secretary advised that this release was sent to the automotive press, but that he had not seen it in print. One Director noted that he had seen the release in print, many months after the June election. The Secretary also noted the publicity which surrounded the Institute's co-sponsorship of the Fibers in Friction Materials Symposium held last October in Atlantic City, at which he delivered one of the welcoming addresses. Also noted was an article in TRUCKS Magazine (January 9, March9, 1988). The article was entitled "Asbestos And Your Brakes" and was a merger of the Institute's notice "Recommended Procedures for Reducing Asbestos Dust During Brake Servicing" with OSHA's timetable for implementation of the new Asbestos Regulations. Credit was given to the Institute's Health and Environmental Affairs Committee in the magazine. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the Secretary's verbal report on Public Relations Activity Board of Director? Meeting June 13, 19 8 & ANNUAL MEETING COMMITTEE Mr. Eggert, Chairman, prepared this report. Mr. Barton read the report. Please refer to EXHIBIT 12 in the report booklet. Essentially, Mr. Eggert recommended returning to the Hyatt Regency Monterey for the 1989 Meeting. The Directors discussed this and alternate sites. While there was general satisfaction with the Hyatt, there was disappoint ment expressed with the golf arrangements at the Del Monte Course next to the Hyatt. They had originally stated that there would be no trouble having the Institute Golf on Tuesday, June 14, but the Golf Course reneged shortly before the meeting and an alternate site had to be arranged. A preference for a site which owned the golf course was expressed. One site suggested was Mission Bay in San Diego. The discussion turned to Sawgrass and after suggestions for alternate sites, a Director suggested Sawgrass as No. 1 for 1989 with a return to the Hyatt in Monterey as No. 2. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: That Sawgrass, Ponte Vedra Beach, Florida, be the site for June 1989 Meeting, with the Hyatt Regency Monterey, California, selected as the back-up site. HISTORICAL SALES The Secretary reported on the Historical Sales program for the past year. Please refer to EXHIBIT 11 in the report booklet. The period covered was calendar 1987, as the results for the first quarter of 1988 were reported after this report was written. There was a break during the year when Fras-Le discontinued participation after the first quarter. Further, one Active Member (Brake Systems, Inc.) did not elect to participate during the 1987 year after having been part of the program since its beginning. The Secretary advised that he had contacted both Fras-Le and Brake Systems, in an attempt to get their participation in the program, but witnout succes Upon motion duly made, seconded and unanimously passed, it wa-s: RESOLVED: To accept the report on Historical Sales Reporting as written. INSTITUTE PENSION PLANS The Secretary reported on the Institute Pension Plans. Please refer to EXHIBIT 10 in the report booklet. There are two plans: (1) the S i m p l i f i e d E m p l o y e e P e n s i o n Plan (SEP) for current employees, and (2) the Trust established for Harriet G. Duschek which was funded by an Institute contribution of $55,000 in 1980. Meeting June li , 19c The SEP calls for 15% of eligible employee salaries to be contributed to the employee's IRA. The Duschek Trust was discussed earlier under the Budget Committee Report, and it pays Miss Duschek $550 monthly, with assets at December 31, 1987 of $48,673. Upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To accept the report on Institute Pension Plans as written. MR. DRISLANE'S RETIREMENT This agenda item was deferred till the end of the Board Meeting. On June 6, Mr. Drislane wrote to the Officers and Board of Directors advising that he planned to retire and was giving 8 to 12 months notice. In his letter he advised that he would like to retire no sooner than February 28, 1989, but no later than June 30, 1989. The Officers and Directors discussed this development, and asked Mr. Drislane to stay on untii June 30, 1989. Mr. Drislane agreed. At the present time, it was felt that the best approach was to get the news of Mr. Drislane's retire ment and the need for a replacement out to .the Membership. No immediate search or quick hiring of a replacement was planned. A notice would be sent to the Membership asking for their input or recommendations, and inviting those interested in taking over as Executive Director to contact the Institute. A three member Task Force or Committee was to be established. Mr. Sleeth as heir apparent to the Presidency would oversee this Task Force. Mr. Mintman and Mr. Barton volunteered to serve on the Committee. The actual Committee will be formed when the new President takes office. An outline of the time frame for reoiacing Mr. Drislane was prepared: July 1 - August 31, 1988: Seotemoer 1 - December 31, 1988: Prepare notice of Mr. Drisiane's retire ment plans and seek input from the Membership. Active search for replacement, with interviews and planned hiring. Januarv 1 - June 30, 1989: Have new hire start at the Institute and overlap with Mr. Drislane. Mr. Drislane was asked to prepare a Job Description for his duties which would be ready before September 1. The Committee would finalize the Job Description. Questions about the location of the Institute Office would be addressed as applicants are interviewed. There being no other business brought to the attention of the Board of Directors, and upon motion duly made, seconded and unanimously passed, it was: RESOLVED: To adjourn Adjourned at 11:30 AM E. W. Drislane Secretarv