Board Meeting Minutes- 3/30/2010

Board Meeting

Tuesday, March 30, 2010; 7:00 pm

CCBA Conference Room

紐英崙中華公所

董事會議

紐英崙中華公所會議室

Staff Present: Wingkay Leung, Karen Lee, Victor Louie, Rick Wong, Simon Chan

出席職員﹕ 梁永基、李嘉玲、雷景林、黃光野、陳國華

Directors Present: Man Ho Chan, Chung Chi Che, Edward Chiang, Annie Chiu, Ka Wah Fong, Tommy Gee, Hung Goon, Gilbert Ho, Nasi Huang, Kee S. Lee, Melvin Lee, Peter Lee, Robert Leung, Micheal Li, Po Hang Li, George Liang, Felix Lui, Li Li Mei, Bill Moy, Ruth Moy, Chuck Wing SooHoo, Betty Wing, Douglas Wong, Frank Wong, Gock L. Wong, Michael Wong, Reggie Wong, Yan Chuck Wong, Yin Chi Wong, Jing Woo, Henry Yee, Tony M. Yee, Denny Yuen

出席懂事﹕陳文浩、謝中之、蔣宗壬、趙金歡、方嘉樺、朱紹昌、阮鴻燦、何遠光、黃納斯、李奇舜、李天生、黎亦置、梁添光、李先、李寶衡、梁匯川、雷國輝、梅麗梨、陳灼鋆、梅伍銀寬、司徒焯榮、李伍碧香、黃開洪、黃國健、黃國麟、黃國威、黃述沾、黃仁焯、黃賢池、胡衛正、余仕昂、余俊明、阮振強

Directors Absent: Paul Chan, Peter Chan, Roman Chan, Kai Lau, Joe Ho Lee, Henry Ng, Sam Tse, Paul Yan, Jimmy P. Yee, Larry Young

缺席懂事﹕  陳家驊、陳建立、陳仕維、劉啟祥、李照桃、伍侃滋、謝雲鵬、甄邦翰、余培鋒、翁宇才

Guest: Dennis Lui, Frank Flynn

President Wingkay Leung called the meeting to order at 7:05 pm.

晚上七時零五分梁永基主席宣佈會議正式開始。

Dennis Lui, Edward Chiang, and Felix Lui, representatives from the Chinese Economic Development Council, presented on new developments of Ping On Village, a low income housing project to be built in Chinatown. Please refer to the handout distributed at the meeting for detailed information about this project.

先由華經會的代表雷展灝，蔣宗壬，雷國輝，介紹華埠低收入住宅平安里的最新進展。詳情請參閱華經會當晚派發的宣傳文件。

President’s Report

主席報告

Meeting minutes of January 26, 2010

As Wingkay Leung requested comments and edits from Board members regarding the January 26, 2010 meeting minutes, Chung Chi Che abruptly stood up and proclaimed that he wished to make a Motion. He stated that Governor Patrick had declared a State of Emergency due to flooding conditions in many counties. He demanded that the meeting be postponed due to inability of some Directors to attend the meeting because of rain and flooding conditions. He stormed out of the meeting in protest when Wingkay Leung declined his request since a quorum has been met. Reggie Wong motioned to continue the meeting, Gilbert Ho seconded. The Motion to continue the meeting was voted and

approved unanimously by the directors. A few corrections in the Chinese version of the minutes need to be made. Man Ho Chan questioned Wingkay Leung the definition of "long history in the Chinese community" which precluded Chee Kong Tong and Chinese Merchants Association from having to draw a banquet table number at the CCBA Chinese New Year Banquet. He also questioned how any given organization in Chinatown can attain such status. Henry Yee stated that Chee Kong Tong and the Chinese Merchants Association were in fact the oldest Chinese organizations, especially Chee Kong Tong, which was established more than 300 years ago. Gilbert Ho asked Man Ho Chan if he is questioning the tradition that Chee Kong Tong and Chinese Merchants Association are excluded in table number drawing. Reggie Wong motioned to approve the minutes. The motion was seconded by Gilbert Ho. The Board approved the minutes unanimously.

Wingkay Leung reminded Board members that Mr. Jason Yuan, Representative from the republic of China will be visiting CCBA and asked that board members attend the event. He requested that all Board members sign and submit a Conflict of Interest form. In the future, if members have business with CCBA, they should again announce the nature of their business at the Board meeting. He pointed out that emails are for communication purposes only and not the proper forum for discussing issues. Suggestions or requests must be proposed at board meetings to become effective. He announced that CCBA will reactivate the Tufts Scholarship program. He suggested that the Finance and Audit Committees have a joint meeting to determine criteria for the program and report back to the Board. Wingkay Leung advocated that all committee meeting reports to be recorded in English only and not bilingual with voice recording as backup. He reasoned that translating committee reports into Chinese is unnecessary since reports will be presented in Chinese during Board meetings and will become a part of the bilingual meeting minutes. There was discussion among Board members. A vote was taken and Board members concurred to have committee reports in English only. Reggie Wong motioned to approve English only committee reports, Gilbert Ho seconded, the Board approved the motion unanimously. Last, Wingkay Leung told Board members that the magazine, Asian Boston, will run two articles about CCBA in the near future.

Finance Report

財務報告

Rick Wong reported that total income for January and February is $69,448.69, total expenses for the same period is $48,582.61 with a surplus of $21,335.78 (including restricted interest income of $455.88 and security deposit interest earnings of $13.82). Donations for Crime Watch totaled $1,150. Total income from the New Year banquet is $11,620, total expenses is $12,600. Member organizations who have not paid membership dues include the Chinese Women’s Association of New England, Goon Family Association, and Moy Shee Family Association. He announced that CCBA received Tai Tung Village Management 2009 Tax returns which will be discussed at a combined Finance and Audit Committee meeting. Reggie Wong asked how much money is in the Tufts Scholarship Fund account. Wingkay Leung said $137,000.

Asset Committee Report:

物業小組報告

Victor Louie reported that Mr. SooHoo, owner of Chinatown Café, has notified Winn Management of his intent to sell Chinatown Café. He has already signed the Purchase and Sales Agreement with the buyer. CCBA was informed of this development. Asset Committee has convened to discuss this transaction and has planned to review the Purchase and Sales Agreement prior to making a decision. However, due to the urgent change in circumstance that Chinatown Café and the buyer planned to seal the deal on March 31, the day after the Board meeting, the Asset Committee was unable to hold discussion and therefore invited Frank Flynn, attorney for Tai Tung Village Management (TTVM) and CCBA, to analyze this transaction. Wingkay Leung added that the existing lease will expire on May 31, 2010. It still remains that Chinatown Café can extend the lease for another 5 year term under the conditions of the original lease and then another 5 years where the parties can renegotiate terms of the lease. After investigation by Winn Management, the new rent is comparable to market rate, Mr. SooHoo has already signed the new lease. Wingkay Leung thought that the lease should not be problematic. However, he is concerned that Mr. SooHoo is still the guarantor of the new lease. He is confident that after the deal, Mr. SooHoo will request that the guarantor be changed to the owner. The Asset Committee has already requested that Winn Management investigate the financial status of the new buyer so that when Mr. SooHoo makes his request, it will have enough information to make a decision and then report to the Board. Attorney Frank Flynn recommended that since Chinatown Café already fulfilled the first 5 years of the lease, according to the lease, they have a right to request a 5 year extension. The new lease lists the rental rate which he thought is fair market value and recommended that the lease extension be approved and amended. Frank Flynn also disclosed that the new buyers for Chinatown Café are the Ng brothers of New England Food. Hung Goon made a motion to approve the new lease, Lili Mei seconded. The Motion was approved unanimously. Reggie Wong asked the term of the agreement between Winn Management and CCBA. Wingkay Leung stated that CCBA has an annual agreement with Winn Management. Victor Louie reported that prior to starting the Asset Committee meeting; Kai Lau disclosed that he is a commercial real estate agent and wanted the committee to be aware that if he participates in discussions about CCBA property or rental leases, there may be a conflict of interest. CCBA rented room B4B in the basement of the building to Seed Music and Art Center. The rent for this room is $200.00 which was set according to the guidelines provided by the Board. Since all leases must be approved by the Board prior to signing, Room B4B is currently rented on a daily basis. During the committee meeting, Victor Louie suggested whether to obtain approval from the Board to grant decision making authority on leases with low rental rates to the Asset Committee. Man Ho Chan stated that rental rate should not be the deciding factor but rather, the term of the lease and suggested that the Asset Committee be able to approve leases with the term one year or less. Kai Lau motioned to make this recommendation to the Board and Tony Yee seconded. Committee members unanimously voted to make the recommendation. Robert Leung and Henry Yee pointed out that the By-laws stated that leases must be Board approved prior to signing. If we change the procedure, the By-laws must be changed first. Wingkay Leung felt that it would be difficult to change the By-laws and decided to table this subject matter. During the Asset Committee meeting, Man Ho Chan motioned to approve the one year lease for Seed Music and Art Center. Kai Lau seconded the motion. The Board accepted this recommendation from the committee and voted unanimously to approve the one year lease for Seed Music. Lastly, Victor Louie reported that Tai Tung Village, Waterford Place, and Tremont Village had no repairs or any matter of concern for the last two months, that their financial situation is fine.

Election Committee Report

Karen Lee announced that the Election Committee discussed two matters at their meeting. The first being Sun Chuen Association’s wishes to become a member of CCBA. Second is Chew Lun Association’s proposal to have additional member representation to the CCBA Board. When discussing the Sun Chuen matter, the committee requested that a list of members be obtained, after which, phone calls will be made to each individual member to confirm membership. The Committee also requested to review Sun Chuen’s mission statement and by-laws in order to understand the nature of this organization and its contributions to the Chinatown community. More importantly, the additional information will help determine whether Sun Chuen is a family association or a community organization. Robert Leung believed that since all Sun Chuen members have the "Lee" surname, the organization should be part of the Lee Family Association and not become a separate entity. Melvin Lee countered that Sun Chuen is a community organization and not a family association. Even though its members may all have the surname "Lee", it should not be under the governance of the Lee Family Association. Chew Lun Association of New England sent Sam Tse as their representative to the Election Committee meeting. He stated that the reason Chew Lun wished to increase a representative to the Board due to an increase membership. Currently there are 200 - 300 members. Karen Lee said that according to article 12 of the Bylaws, any member organization has the right to request an increase or decrease its delegate representative, but the proposal must be approved by 2/3 of the Board to be valid. The Election Committee requests that the determination be made by Board vote. Nasi Huang stated that an increase or decrease in Board rep should not be decided by membership. He cited that the Tai Shan Community Association has over 400 members but only has one representative to the Board. Robert Leung also opposed that an organization's membership determine representation on the Board. He stated that Board representation should be determined by an organization's history and its contribution to the community. Otherwise, it can create havoc. Kee S. Lee believed that the more Board members the merrier. He believed that when there are more members, chances of mistakes being made will decrease and less likely for CCBA to be controlled by a few. He welcomes more Board members. Simon Chan suggested that the decision should be made according to the Bylaws. Henry Yee also agreed that the Board should vote to make the determination. Wingkay Leung suggested voting by secret ballot. There are 33 board members present, 9 votes for, 23 votes against, and 1 invalid vote. Wingkay Leung announced that Chew Lun's request for additional Board representation is denied.

Community Activities

社區活動

Wingkay Leung announced that CCBA has a health screening activity on April 3, 2010 and welcomed Board members and their family's participation. Gilbert Ho notified everyone that the annual Chinatown Cleanup sponsored by the Mayor’s Office is scheduled for April 24 from 8:30 am - 2:00 pm. He hopes enthusiastic participation from Board members. He also announced that Chinatown Main Street will have its annual community festival on July 11, 2010.

New Business

新事務

Karen Lee announced that the following community organizations have not passed in their Board representative or Organization registration forms. Organizations who have not submitted their organization representative form are: Chinese Women's Association of New England, Eastern U.S. Kung Fu Association, Goon Family Association, Hoy Kew Association, Moy Shee Family Association, Ng Family Association, and ROC Veterans Association of Boston. Organizations who have not submitted their organization registration form are: Chinese Business Association of New England, Chinese Merchants Association, Chinese Women's Association of New England, Eastern U.S. Kung Fu Association, Friends of Hong Kong and Macau, Gee How Oak Tin Association, Goon Family Association, Hoy Kew Association, Kwong Tung Association of New England, Leung Family Association, Moy Shee Family Association, Ng Family Association, Que Shing Chinese Music and Opera Group, ROC Veterans Association of Boston, and World Kwong Tong Community Association of New England. Dr. Edward Chiang announced that he has been a representative to the CCBA Board for 22 years and has decided to retire from the Board. He will not be attending future Board meetings. Board members sent him off with applause. Man Ho Chan motioned and Reggie Wong seconded. Meeting adjourned at 9:10 pm.

Respectfully submitted,

此致﹕

________________________________

Wingkay Leung

President, CCBA

梁永基