Minutes of the Editor’s Note: The minutes listed below have been summarized for space. The January and March 2009 Board Minutes can be viewed in their entirety by visiting www. catholicaid.org, or call 1-800-5686670 to receive a printed copy.
CAA Board of Directors
strategic planning process. The format of the Annual Convention was discussed, to make the convention more purposeful and possibly attract younger members. Our current convention format would be employed every other year. Beginning in 2010, a half-day business meeting would be held as prescribed in our Constitution and then supplementing this limited business meeting would be three regional meetings held around our territory. In effect, CAA would come to the members. It was agreed that this would be further explored and refined by management while keeping the Board informed. The Board discussed at great length the need for CAA to be observant of the requirements of Sarbanes-Oxley even though CAA is not subject to that regulation. Board Succession planning was discussed. A motion that Secretary Borrmann be appointed Chief Risk Officer until duly replaced was made, seconded and approved. Secretary Borrmann led a discussion of CAA’s position in Securities Lending. Chairman McGovern then led a discussion on the future of CAA – perhaps a 10-year vision. Chairman McGovern led the closing prayer and the meeting was adjourned at 4:45 p.m. The installation Mass and subsequent dinner for Secretary Borrmann and his family was immediately following. The next meeting is scheduled for Thursday, March 19, 2009, in the Home Office.
January 8, 2009 The meeting and retreat opened at 11:45 a.m. with a prayer led by Senior Vice President and Secretary/Treasurer Harald Borrmann followed by the Pledge of Allegiance. All directors were present. A motion that the minutes for the December meeting be approved as written was approved unanimously. A motion that Director Gay Polaczyk serve as an ad-hoc member of the Pension Committee was moved, seconded and carried unanimously. A motion to approve the upcoming Board calendar, including the June board meeting in La Crosse, Wis., was seconded and approved. The President’s Report contained the following highlights: 2008 sales were up for life and annuities, though membership will show a modest decline; recruitment of Field Representatives seems to be improving; Catholic Aid Association’s AntiFraud Committee has been reenergized; an update of the Credit Union Board meeting was provided. The report of the Compensation Committee was accepted by the Board. A motion that the Board of Directors endorses and presents a name change to our membership, no later than the 2010 Annual Convention, was unanimously approved by the Board. March 19, 2009 The meeting opened at 8:45 Chairman McGovern updata.m. at the Home Office with a ed the Board on the ongoing
18 May/June 2009
prayer. All directors were present. A motion that the minutes for the January Board meeting and retreat be approved as written was seconded and approved unanimously. The agenda was approved as presented. The Investment Report was discussed. Mr. Borrmann noted that the Association’s investments have continued to fare relatively well. A motion that the report be approved was seconded and approved unanimously. Chairman McGovern led a discussion of the Investment Committee Report and the meeting of the Investment Committee on Feb. 12. A motion that the report be approved was seconded and passed unanimously. With regard to Policy Governance, Chairman McGovern reviewed the Governing Style document. Mr. Borrmann reviewed the Member Complaint Report; it was noted that the Association continues to receive very few complaints from members, and that complaints are quickly and satisfactorily dealt with. Chairman McGovern and Mr. Borrmann discussed the Investment Policy in detail. A motion to approve the Policy was seconded and carried unanimously. Mr. Borrmann led a discussion of the Investment Compliance Review. A motion to accept the report was seconded and carried unanimously. Mr. Borrmann and Controller Allan Carlson proceeded to provide the 2008 Annual Financial Report. The two largest charges to capital and surplus were the charges connected to Pension Funding and Securities Lending, neither of which CAA had direct control over. Mr. Carlson then discussed the “Four Financial Benchmarks.” CAA contin-
ues to perform well, particularly in relation to the results known from several other fraternals. Chairman McGovern delivered the President’s Report: Loss of capital among insurers due to the turmoil in the financial markets; STOLI continues to be addressed in the Minnesota state legislature; With respect to the Guaranty Fund issue, a working group of fraternals is working closely with the Insurance Department. It was concluded that the Board self-evaluation would be included in the future. The Compensation Committee reported its findings to the Board. A motion that the recommendations be accepted, was seconded and unanimously approved. A motion that CAA donate $5,000 toward the 800th anniversary of the Crosiers as an order was seconded and passed unanimously. Steve Wendorf, Director of Marketing, and Jim Gibbons, Director of Operations, then discussed the recently completed survey of non-members. Chairman McGovern and Mr. Borrmann reported on their attendance at the Volunteerism Summit in New York City, organized by the Knights of Columbus and Fairfield University. Mr. Borrmann reported on the ongoing efforts of Risk Management. Chairman McGovern led the closing prayer and the meeting was adjourned at 3:35 p.m. The next meeting is scheduled for Thursday, April 9, 2009. Respectfully submitted, Harald E. Borrmann Senior Vice President and Secretary/Treasurer
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