November 18, 2024 BOARD MEETING: ANNUAL OPERATIONS REVIEW
Community Center, Room C: WIFI COLLINSVILLE2015; 6:30pm-8:30pm
IN ATTENDANCE: Janot Bente, Sylvia Cancela, Deirdre Lloyd, Kristin Oswald, Linda Smith, Sandy Trionfini.
On Monday November 18, 2024, at 6:30pm with a quorum present, the Board Meeting of the Canton Community Health Fund was opened by Sylvia.
Board nominees Ken Hiscoe & Diane Sodaro were welcomed to the meeting.
OPENING STATEMENT (Sylvia)
Since our June Marketing meeting a great deal has been accomplished. I want to give a shout out to every board member for stepping up & supporting our Community Partners with Welcome & Community Voices meetings, creating social media posts (thank you Linda & Deirdre) & a print article authored by Sandy for the December edition of Valley Life! Results: We’re getting great feedback & new social media followers. So, Bravo & Brava!
ITEM # 1: ADMINISTRATION (ALL)
- BOARD INTERVIEW & VOTE: PROSPECTIVE BOARD MEMBER: KEN HISCOE
Sylvia introduced Ken to the Board & provided a brief bio on his many career accomplishments at both Pfizer & in the political arena, as well as his professional history of strategic leadership & community involvement. A brief discussion followed.
KRISTIN MADE A MOTION TO ACCEPT THE APPLICATION OF KEN HISCOE TO JOIN THE CANTON COMMUNITY HEALTH FUND BOARD OF DIRECTORS AS A MEMBER, EFFECTIVE NOVEMBER 18, 2024. DEIRDRE SECONDED THE MOTION. THERE WAS NO FURTHER DISCUSSION. THE MOTION CARRIED UNANIMOUSLY.
Ken was provided with a CCHF Welcome kit: CCHF polo, Username & Password, a printed copy of the CCHF Bylaws & Certificate of Incorporation.
- BOARD INTERVIEW & VOTE: PROSPECTIVE BOARD MEMBER: DIANE SODARO
Sylvia introduced Diane to the Board & provided a brief bio on her history as a Canton Visiting Nurse & her outstanding career & reputation as a talented nurse & respected leader in the Canton School system and the community. A brief discussion followed.
LINDA MADE A MOTION TO ACCEPT THE APPLICATION OF DIANE SODARO TO JOIN THE CANTON COMMUNITY HEALTH FUND BOARD OF DIRECTORS AS A MEMBER, EFFECTIVE NOVEMBER 18, 2024. JANOT SECONDED THE MOTION. THERE WAS NO FURTHER DISCUSSION. THE MOTION CARRIED UNANIMOUSLY.
Diane was provided with a CCHF Welcome Kit: CCHF polo, Username & Password, a printed copy of the CCHF Bylaws & Certificate of Incorporation.
The CCHF Website Directory will be updated about Ken & Diane’s memberships, An announcement will be posted on our website & social media and PR submitted to Valley Press.
Another exciting piece of membership news, Ann Gorjanc, a Physician’s Assistant at CT Children’s Medical Center, well known Yoga Instructor & long-time community supporter will be applying for Board membership at our January Strategy/Annual Board Meeting.
- NOMINATION: LINDA SMITH for CCHF MARKETING OFFICER
Linda has worked tirelessly to create a social media presence for the CCHF brand. We have received additional donations and new Followers thanks to her efforts & talent. Linda walked into this Board with the skills to be CCHF’s Marketing Officer & has only enhanced those skills further in her short time on the Board.
For these reasons, and more Sylvia recommended that Linda Smith be offered the position of CCHF Marketing Officer, transitioning this responsibility from Sylvia, with an emphasis on social media branding/marketing.
JANOT MADE A MOTION TO ELECT LINDA SMITH AS CANTON COMMUNITY HEALTH FUNDS MARKETING OFFICER EFFECTIVE NOVEMBER 18, 2024. KRISTIN SECONDED THE MOTION. THERE WAS NO FURTHER DISCUSSION. THE MOTION CARRIED UNANIMOUSLY.
Board members congratulated Linda & thanked her for stepping up to the Marketing Officer position! The CCHF Website/Directors page will be updated accordingly.
ITEM # 2: FINANCE (Kristin)
- TREASURER’S REPORT
Kristin presented an update on CCHF Assets from 6/30/2024 to 9/30/2024. Total assets stand at $858,834. for an increase of $9,356. Assets continue to be allocated heavily in stocks.
- BUDGET UPDATE
Kristin also presented an updated Budget, through 11/15/2024. As this was the first CCHF budget in nearly a decade, many anticipated expenses ($51,945) were only estimates. The current Expense balance is $60,710 (this includes $11,000 from the new Pay It Forward Scholarship awards. A $6,000 Community Partner grant for Focus on Canton remains outstanding, see Agenda ITEM #5: ISSUES). The donation account totals $1,400 as of 11/15/2024.
DEIRDRE MADE A MOTION TO ACCEPT THE TREASURER’S REPORT & BUDGET AS PRESENTED. KEN SECONDED THE MOTION. THERE WAS NO FURTHER DISCUSSION. THE MOTION CARRIED UNANIMOUSLY.
ITEM #3: ANNUAL REVIEW OF FOUNDATION DOCUMENTS (Sylvia/ALL)
The purpose of this meeting is to review CCHF’s confidential Foundation documents, our Bylaws and Certificate of Incorporation. These are the guard rails and ceilings that define, guide & protect this organization. Knowing these documents enriches and informs and frames our responsibilities to the community, and thus to each other as Board members. They are and will always be literally the foundation from which we build everything else.
- CERTIFICATE OF INCORPORATION
Board members were asked to review the Certificate of Incorporation prior to this meeting, available under Board Info on the CCHF Website. A vote of 2/3 majority is required to amend the Certificate of Incorporation, which were last amended October 30, 1997. The following proposed amendments were discussed:
Article 2.a
REMOVE: ‘…and the surrounding area’ *
REPLACE WITH: by working with organizations, both inside Canton and in the surrounding area, who serve Canton residents.
ADD: ‘Public Safety’ to the sentence (after the word health)
CORRECT: Typo to ‘residents’
Discussion
*Janot, who’s been on the Board since 2016, shared that CCHF has never provided grants to organizations outside of Canton, not directly serving our community, ex: Gifts of Love is based in Avon, but supports Canton residents with programming. Therefore, expanding grants beyond Canton, to residents of surrounding communities, is beyond CCHF’s Mission.
Article 2.b
The ‘educational programs and services’ scope of the Certificate of Incorporation hasn’t been fulfilled for many years. The Board discussed this our Jan/2024 Strategy Meeting and will be open to exploring opportunities to present educational programs and services in the 2025.
Article 4
Board members questioned the original intention and meaning of this paragraph which permits a Bylaws designation where ‘ex-officio directors may vote and be counted in determining a quorum’. There is no reference to this in the current CCHF Bylaws, and it was recommended that this permission not be added.
Article 7
Over the past several decades, a number of CCHF Boards have had simultaneous and collective terminations of Officers, leaving subsequent Boards without mentorship or other guidance on strategy, priorities, challenges etc. Sylvia noted that Succession Planning, a critical initiative to ensure the future credibility and viability of CCHF Boards, will be a topic of discussion at our January Strategy Meeting.
Article 9
REMOVE: References to Registered Office & Business Address: 4 Market St, Collinsville, CT 06022, and original incorporator, Paul Flieger’s Residence Address: 6 Stadler Heights, Winchester, CT 06098
REPLACE WITH: Canton Community Health Fund, Inc, P. O. Box 74, Collinsville, CT 06022.
Discussion
The legal business address of 4 Market Street, Collinsville, CT 06022 was changed sometime after the CVNA vacated their Town Hall Offices. Since then, CCHF Officers have had to use their presidential addresses when opening/transitioning all legal, financial and other important documents. This creates inconvenience, security and timing issues when Officers leave the Board. Canton’s former CFO denied CCHF access to mailboxes in Town Hall, although there appear to be many open slots. Sylvia will continue to pursue access with the new CFO or others.
The Board reviewed the rest of the articles in the Certificate of Incorporation and found no other necessary amendments..
JANOT MADE A MOTION TO ACCEPT THE AMENDMENTS TO THE CERTIFICATE OF INCORPORATION. LINDA SECONDED THE MOTION. THERE WAS NO FURTHER DISCUSSION. THE MOTION CARRIED UNANIMOUSLY.
- BYLAWS
Board members were asked to review the current Bylaws prior to this meeting, available under Board Info on the CCHF Website. A vote of 2/3 majority is required to amend the Bylaws which were last updated on October 3, 2022. The following proposed amendments were discussed:
ARTICLE I: Board of Directors
Section 1 – Membership
REMOVE: “The membership shall be self-perpetuating and chosen from community members who have an interest in community health and who represent a wide range of groups, organizations and areas of the Town of Canton.”
REPLACE WITH: The membership shall be self-perpetuating and chosen from both community members, and other individuals from neighboring Towns who have an interest in our community.
Discussion
In June/2023, the Board discussed the challenges of recruitment within our small community. CCHF funds organizations outside of Canton, who serve its residents, so why not include businesspeople and others with an interest in our community on the Board? To that end, members voted, unanimously, to expand the pool of individuals who could serve on the Board, to those outside of Canton with the caveat that they have a business, entertainment or other significant presence or connection to the Canton community.
The Board considered whether to put a maximum on the total number members from out of Town, i.e. .50% of the Board must be from Canton. It was decided that this was unnecessary,
ARTICLE III: Meetings of the Corporation
Section 2 – Regular Meetings
REMOVE: “Five regular meetings of the Corporation shall be held on the fourth Monday of the month in January, March, May, August and October.”
REPLACE WITH: Six regular meetings of the Corporation shall be held on the 3rd Monday of the month in January, March, May, June, September and November. Such meetings can be in person or hybrid by electronic means (phone), cyber (Zoom/Teams), whether the Board member is in CT or outside of the State. Any MOTIONS taken through these hybrid meetings will be formalized at the next in-person Board meeting.
Section 4 – Quorum
ADD: “…shall be present, as defined in Section 2 – Regular Meetings, and voting….
SANDY MADE A MOTION TO ACCEPT THE CHANGES TO THE BYLAWS. KEN SECONDED THE MOTION. THERE WAS NO FURTHER DISCUSSION. THE MOTION CARRIED UNANIMOUSLY.
- CONFLICT OF INTEREST/ETHICS STATEMENT
For the past two years, Board members signed CCHF’s Ethics Statement in March, prior to our Awards meeting in May. However, given that the Statement is a requirement of CCHF’s Bylaws, the annual signing will now be at November’s annual Operations/Foundation Documents meeting. All Board members, including Ken & Diane, signed the Statement.
- MISSION: OUR RESPONSIBILITIES AS A COMMUNITY FIDUCIARY: An Annual Acknowledgement
CCHF Board’s fiduciary responsibility is to the community. We are the keepers of the legacy of our founding organization, the Canton Visiting Nurses Assn – whose tireless and skillful work; endless personal generosity and sacrifice; and unmatched commitment to this community inspired Canton residents to donate funds – funds which were ‘left behind’ when CVNA merged with Mclean and thus created CCHF in 1997. In 2024, CCHF’s values, strategic, operational and moral focus remains on the community and its ever-evolving needs.
By contrast/complement, CCHF’s Vanguard fund is a tool to support our Fiduciary responsibilities to the community. VG does not have a responsibility to the Canton community. Instead, it has the fiduciary responsibility to CCHF. They are obligated by law to act in our best interest and benefit, not theirs.
ITEM #4: PROPOSED EDITS: 2025 COMMUNITY PARTNER GRANT/DR DITER LEGACY & PAY IT FORWARD SCHOLARSHIP APPLICATIONS (ALL) (Unfinished Business from Canceled September Board Meeting)
Sylvia asked if all Board members (with the exception of Ken & Diane) reviewed the memo that was distributed in an October 10, 2024 email, re: proposed edits to Community Partner Grant, Dr. Diters Legacy & Pay It Forward Scholarships and Impact Report documents.
The Board gave the memo one last check through sharing their ideas and comments. All edits are subject to our Tech Bill’s ability to update CCHF’S website/backroom operations, Goggle Docs/Forms etc. After some discussion, the following edits, and tech questions were proposed:
- BOTH SCHOLARSHIP APPLICATIONS
ADD: New Question #6 Are you on Facebook? Instagram? TikTok? YES NO
EDIT: Question #18/PIF, Question #21/Dr D Please be specific as to your Healthcare or Public Safety coursework.
TECH #1:
ADD: 2 separate Website Subheadings under the SCHOLARSHIPS headings titled: Dr. Diters Fact Sheet and Pay It Forward Fact Sheet.
TECH #2:
ISSUE: How do we clarify who is eligible to apply for the 2 separate Scholarships?
– Dr. Diters App: If answer NO to Questions #1: Are You a CHS Student? *
How do we make applicants unable to proceed with the rest of the Application explaining they must be a CHS graduating senior to apply for a Dr. Diters Scholarship?
–PIF App: If answer NO to Question #1: Are you a Canton Resident?
How do we make applicants unable to proceed with the Application explaining they must be a Canton resident to apply for a Pay It Forward Scholarship?
*POST NOV. 18, 2024 MEETING:
For the FACT SHEETS:
Deirdre clarified with Sylvia that there may be some graduating seniors who are Canton residents, are not attending CHS (for ex: they’re in private school). This was part of the confusion in 2024 between who could apply for which of the two Scholarships. These individuals would be eligible for a Dr. Diters Scholarship because they are residents.
In addition, there may be graduating seniors who reside outside of Town, but still attend CHS. Because they’re not Canton residents these students would not be eligible for either Scholarship.
- PAY IT FORWARD APPLICATION ONLY
ADD: New Question #1a*
Please upload your Proof of Canton Residency’ (i.e. Driver’s License, Passport, Voter Registration Card, utility bill, Government-issued ID with current address)
CHANGE: Question #8
Name & Address of School/Program Attending.
ADD: New Questions
#8a: Please provide your Student ID #. #8b: What is your anticipated graduation date? #26: Where did you hear about the Pay It Forward Scholarship?
*TECH #1: Can this upload of residency proof be done? If not here, then place this upload option at the end of the Application, like it is with the grant application.
TECH #2: Change current Q #26 to new Q #27
- DR DITERS APPLICATION ONLY
CHANGE: Question #11
Name & Address of School/Program Attending.
- COMMUNITY PARTNER GRANT APPLICATION
REMOVE: From the Fact Sheet: the restriction on what equipment is eligible for funding. This will provide the Board with additional flexibility depending on the Community Partner’s operation (i.e.: adaptive kayak, etc.).
*CHANGE: Move the required attachment of the 501C3 certificate into the body of the Grant Application (Question #6) vs at the end of the Application.
ADD: New Question 7a
Who was the specific population served by your Community Partner grant, i.e. seniors? individuals of all ages with disabilities, families etc.
*TECH: This upload of the 501C3 was an issue on the 2023 Grant App. Is there a work around?
Discussion
- Grant Form Summary Sheet
Sylvia proposed that the current ‘Grant Form Summary Sheet’ be eliminated as a tool during our 2025 Grant assessment process. The Sheet adds no additional information or efficiency.
Both former CCHF Grant Coordinators questioned the time-consuming nature of updating the current Excel Sheet, with (likely) over a dozen applicants, when all of their information was already available and easily accessible. NOTE: Past Boards used the Sheet as an option to reviewing the entire grant application, before making a decision.
In 2023 this process changed. All Board members were required to review the entire application and make their assessment based on the unique merits of each individual applicant. In addition since 2024, Board members have been encouraged to submit follow-up questions to applicants. The responses to all questions were shared with the Board prior to final decisions in May, thus increasing the breath of data from which to make these critical community investment decisions.
Nevertheless, some members thought that some of the basic information on the Sheet, i.e.: a listing of the Applicants and whether they were awarded previous grants was still valuable.
Kristin volunteered to rework the Sheet, distribute a draft to the Board, and be responsible for managing its usage at the Awarding Meeting.
- BOTH SCHOLARSHIP & GRANT APPLICATIONS
*ADD: New Question #1
– Confirm that you have reviewed and understand the information and requirements outlined in the (insert Dr. Diters or Pay It Forward or Community Partner) Fact Sheet? YES? NO?
**ADD: New Question #2 – What is the best way to contact you – TEXT? PHONE? EMAIL?
*TECH #1: If the applicant answers NO, how do we stop them from applying and request that they review the appropriate Fact Sheet, prior to applying again?
**TECH #2: This ‘best method to contact’ question should appear as New question #5a on all 3 Applications.
- BOTH SCHOLARSHIPS, GRANT APPLICATION & IMPACT REPORT
ADD: An Option for Applicants to Copy their completed Application and/or Report. – If you would like a copy of this Application (or Impact Report) please press here.
TECH #1: This Application/Report copy Option should be placed right After the ‘VERIFICATION’ question and Before the initials at the end.
TECH #2: Create a new space for Date Submitted at end of the Application, next to the Applicant’s initials.
DEIRDRE MADE A MOTION TO ACCEPT THE CHANGES TO THE GRANT and BOTH SCHOLARSHIP APPLICATIONS & IMPACT REPORT. JANOT SECONDED THE MOTION. THERE WAS NO FURTHER MOTION CARRIED UNANIMOUSY.
ITEM #5: COMMUNITY PARTNER UPDATES (Sylvia & Linda)
Promotion
- Community Voices Story Series: VALLEY LIFE Print Schedule
- Nov: CANTON FOOD BANK, Dec: HEALING MEALS,
Jan: SPIRIT HORSE, Feb: FIRE & EMS
- Social Media Posts:
- (Nov/Dec/Jan) SOCIAL SERVICES, FIRE & EMS, FAVRAH
Impact Reports
- Reminder letter about Nov. 30, 2024 due date for Impact Reports was emailed, on Oct. 30, 2024 to all Community Partners.
- Extensions, to January 31, 2025, were requested and approved by Sylvia for both Canton Social Services and Healing Meals Community Project.
- Gifts of Love submitted an Impact Report, on their backpack program in the Canton community, despite not receiving a grant in 2024.
Outstanding Issue
- FOCUS ON CANTON
As previously reported to the Board, a $6,000.00 Community Partner grant check was personally delivered to Mary Briganti, who represents Focus on Canton, on July 10, 2024. On September 23rd, Mary advised Sylvia that the check was lost. Kristin put a stop payment on the check immediately, and luckily it had not been cashed or used in any fraudulent manner.
Multiple requests to Mary for details on why this happened, plans on how to better safeguard any possible grant checks in the future, and most important how 100% of the funds were going to be distributed to Canton Senior & Social Services by the Nov. 30th deadline were left unanswered.
The Board discussed the issue and decided that because the grant was originally committed to Focus, that we try one last time to resolve the outstanding issues with them first, so that the grant can get to its end user – the community through Social Services asap. Kristin and Sandy offered to assist Sylvia in any future communication with Mary.
*POST NOV. 18, 2024 MEETING:
On November 19, Sylvia offered Mary the option of a direct deposit to the Focus checking account, or the alternative of endorsing the Focus grant check directly over to Social Services. Mary was going to speak to her Board and to Social Services and come back with a plan.
As of December 2, there was no plan or additional communication from Mary, nor had Social Services heard from her.
On December 2nd, the Board voted (via email) unanimously on a Motion by Linda and seconded by Sandy, to reallocate the $6,000 Community Partner grant check to Canton Senior & Social Services. NOTE: This brought their total 2024 funding to $12,000.
ITEM #6: MARKETING UPDATES (Linda)
- SOCIAL MEDIA: Update on Advertising Pilot
Linda provided a summary of how the Facebook Advertising Pilot was developed, its focus on targeted audiences, regular ‘boosts’ of CCHF’s posts and META reporting stats on how far the boosts were reaching. Not only are the preliminary results very encouraging, the Pilot (with a 2024 budget of $250) has already resulted in donations of $250.00! A more detailed report on results, and Linda’s recommendations, will be provided at our January Strategy Meeting. The Board praised Linda on her excellent work and looks forward to what more is to come.
ITEM # 7: OPERATIONS (ALL)
- MINUTES: APPROVAL OF JUNE MARKETING BOARD MEETING
Sylvia asked if all Board members (with the exception of Ken & Diane) had the opportunity to review the June Meeting Minutes, and if there were any edits to them. There being none:
JANOT MADE A MOTION TO WAIVE THE READING OF THE JUNE 2024 MINUTES AND TO ACCEPT THEM AS DRAFTED. DEIRDRE SECONDED THE MOTION CARRIED UNANIMOUSLY!
ITEM #8: NEXT STEPS/ASSIGNMENTS
Assignments
Sylvia
- Draft new Fact Sheets for the Dr. Diters Legacy and Pay It Forward Scholarships.
- Meet with Bill to make approved edits to all Applications & Impact Report.
- Follow up with Accountant on revised Certificate of Incorporation & Bylaws (once November Board Minutes approved at Jan/2025 Board Meeting).
- Reminder note to Social Services & Healing Meals on Impact Report Extensions.
Sylvia/Kristin/Sandy
- Resolve the outstanding Focus on Canton issue and bring a proposal to the Board.
Linda
- Continue to build on Facebook Ad Pilot.
Next Steps
Due to tonight’s enhanced Agenda (which included Items from the canceled Sept/2024 Board Meeting), this Meeting ran over time, so the following Agenda Items were moved to our January Strategy meeting on January 27, 2025:
ITEM: OPERATIONS
- Proposal: Hire Administration Support
- Update: New Accountant Search
- Tech Support
- Update on Website Upgrade
- New Equipment Proposal for Chair
- Zoom Account
- Venmo Issues
ADJOURN
A Motion to close the November 18, 2024 Board Meeting was postponed until additional information can be gathered on the Focus on Canton issue, which will require a Board vote.
POST NOV. 18, 2024 MEETING:
WITH THE RESOLUTION TO THE FOCUS ON CANTON ISSUE, ON DECEMBER 2, 2024 LINDA MADE A MOTION TO ADJOURN THE NOVEMBER 18, 2024 BOARD MEETING OF THE CANTON COMMUNITY HEALTH FUND. THE MOTION WAS SECONDED BY JANOT AND CARRIED UNANIMOUSLY.
Last modified: March 21, 2025