Board of Trustees Annual Meeting Tuesday, March 1, 2022 10:00am – 11:30am Virtual
NCRLA Foundation Board of Trustees Annual Meeting Tuesday, March 1, 2022, 10:00 a.m. – 11:30 a.m. Virtual Zoom Board Meeting https://us06web.zoom.us/j/87102910984
AGENDA 10:00am
Welcome
Kevin Drum, Chair
10:05am
Elevation of Officers and New Trustees
Kevin Drum, Chair
10:10am
Approval of Minutes – November 2021
Jeff Hadley, Chair
10:20am
Financial Report • 2021 Year End Financials • 2022 Proposed Budget
Jerry Lanuzza, Treasurer Lynn Minges, NCRLA
10:30am
NCRLA Foundation Update • NC Hospitality Workers Relief Fund • EDA Staff Grant • EDA Training Grant • Scholarships
Lynn Minges, NCRLA Shannon McGuire, NCRLA
11:00am
ProStart Program Update Kecia Taylor, NCRLA • School Program Participation • NC ProStart Invitational o Friday, March 18, 2022 – Johnson & Wales University, Charlotte • Charlotte Golf Classic o Monday, April 11, 2022 – Firethorne Country Club, Charlotte • National ProStart Invitational o May 6-8, 2022 – Washington, D.C.
11:15am
New Business Jeff Hadley, Chair • Next Meeting o Tuesday, July 26, 2022 – TBD • National ProStart Competition o May 6-8, 2022 – Washington, DC • NCRLA Foundation Excellence in Education Awards o Thursday, June 23, 2022 – Virtual • Golf Tournament Plans o Monday, August 29, 2022 – Prestonwood Country Club, Cary
11:30am
Adjournment
Jeff Hadley, Chair
2022 NCRLA Foundation Board of Trustees Executive Committee Jeff Hadley NCRLA Foundation Chair
(2015) (2016-18) (2019-21) (2022-24)
Wake Technical Community College 9101 Fayetteville Road Raleigh, NC 27603 Phone: 919-866-5990 Email: jjhadley@waketech.edu Shelley Wolford NCRLA Foundation Vice Chair (2021) (2022-24)
Golden Corral Corporation 5400 Trinity Road, Suite 309 Raleigh, NC 27607 Phone: 919-881-4454 Email: shelley.wolford@goldencorral.net
Amber Moshakos NCRLA Chair, ex officio LM Restaurants 6510 Chapel Hill Road #200 Raleigh, NC 27607 Phone: 919-851-0858 E-Mail: amoshakos@lmrest.com Lynn Minges (Non-Voting) NCRLA President/CEO, ex officio 222 North Person Street Suite 210 Raleigh, NC 27601 Phone: 919-844-3007 Email: lminges@ncrla.org
Jerry Lanuzza NCRLA Foundation Treasurer (2018) (2019-21) (2022-24)
Johnson and Wales University 801 W. Trade St. Charlotte, NC 28202 Phone: 980-598-1434 (direct) Email: jerry.lanuzza@jwu.edu VACANT NCRLA Foundation Secretary Kevin Drum NCRLA Foundation Immediate Past Chair (2018) (2019-21) (2022-24)
Drum & Quill Public House/Drum Media 40 Chinquapin Rd Pinehurst, NC 28374 Phone: 910-603-0477 Email: KDrum@DrumandQuill.com
*NCRLA Board of Directors’ Chair, Chair-Elect and Immediate Past Chair are appointed seats on the NCRLA Foundation Board of Trustees.
Board Members
Nishith “Nish” Patel
Benjamin Chapman, Ph.D.
NCRLA Immediate Past Chair (2022)
NCSU, NC Cooperative Extension 4101 Beryl Road Raleigh, NC 27695 Phone: 919-515-8099 Email: Benjamin_Chapman@ncsu.edu
Beacon IMG, Inc. 6428 Bannington Road Suite B Charlotte, NC 28226 Phone: 704-752-7901 E-mail: nish@beaconimg.com
Andy Clark
Stephanie Shear
US Foods 800 Food Service Dr. Fort Mill, SC 29715 Phone: 803-802-6285 Mobile: 919-812-7028 Email: andy.clark@usfoods.com
Pepsi Bottling Ventures 1900 Pepsi Way Garner, NC 27529 Phone: 919-418-0478 Email: Stephanie.Shear@PBVLLC.com
Max Houseworth
(2017) (2018-2020) (2021-2023)
(2022)
(2013) (2014-2016) (2017-19) (2020-22)
(2016) (2017-19) (2020-2022)
Barry Shuster
Residence Inn – Raleigh Downtown 616 South Salisbury Street Raleigh, NC 27601 Phone: 919-856-0017 E-Mail: mhouseworth@shgltd.com
Restaurant Start Up and Growth/ Restaurantowner.com 105 Barons Glenn Way Cary, NC 27513 Phone: 919-274-9280 Email: barry@spc-mag.com
Burney Jennings
Robert Stewart
(2022)
NCRLA Vice-Chair, ex officio (2022)
Biscuitville Fresh Southern 1414 Yancyville St. Suite 3000 Greensboro, NC 27405 Phone: 336-553-3710 E-Mail: bjennings@biscuitville.com Scott Meltzer
(2020) (2021-2023)
LM Restaurants/Carolina Ale House 6510 Chapel Hill Road #200 Raleigh, NC 27607 Phone: 919-851-0858 E-Mail: rstewart@Lmrest.com Teresa Thorb (2022)
Ecolab Inc. 9735 Northcross Center Court, Suite N Huntersville, NC 28078 Phone: 704-765-3462 Email: scott.meltzer@ecolab.com
Sheraton Imperial Hotel – Raleigh Durham Airport at Research Triangle 4700 Emperor Boulevard Durham, NC 27703 Phone: 919-941-8108 Email: tthorb@sheratonrtp.com
Shana Olmstead
Steve Thanhauser
Carteret Community College Floyd’s 1921 Restaurant and Catering 605 North Forty Rd. Morehead City, NC 28557 Phone: 252-422-1667 Email: olmsteads@carteret.edu
Angus Barn Ltd. 9401 Glenwood Avenue Raleigh, NC 27617 Phone: 919-781-2444 Fax: 919-783-5568 E-mail: sthanhauser@angusbarn.com
(2016) (2017-19) (2020-2022)
(2019) (2020-2022)
(2022)
*NCRLA Board of Directors’ Chair, Chair-Elect and Immediate Past Chair are appointed seats on the NCRLA Foundation Board of Trustees.
Charles Winston, Jr. (2021) (2022-24)
Winston’s Grille 6401 Falls of Neuse Rd. Raleigh, NC 27615 Phone: 919-790-0700 Email: charles@thewinstongroup.com
NCRLA Staff Shannon McGuire Foundation Manager 222 North Person Street Suite 210 Raleigh, NC 27601 Phone: 919-277-8580 Email: smcguire@ncrla.org Kecia Taylor ProStart Coordinator 222 North Person Street Suite 210 Raleigh, NC 27691 Phone: 919-844-7883 Email: ktaylor@ncrla.org
*NCRLA Board of Directors’ Chair, Chair-Elect and Immediate Past Chair are appointed seats on the NCRLA Foundation Board of Trustees.
November Meeting Minutes NCRLA Foundation Board of Trustees Meeting Zoom November 9, 2021 10:00 – 11:30 am
Attended: Steve Thanhauser, Amber Moshakos, Kevin Drum, Jeff Hadley, Stephanie Shear, Barry Shuster, Robert Stewart, Nish Patel, Jim Beley, Charles Winston Jr., Nidal Alawar, Shelley Wolford, Lynn Minges Staff Attended: Alyssa Barkley Absent: Andy Clark, Jerry Lanuzza, Scott Meltzer, Kris Davis Kevin Drum welcomed everyone to the meeting and called the meeting to order at 10:02 am. Approval of minutes: Kevin referred to the minutes from the July 13, 2021 meeting. After a brief review, Kevin asked the Board for a motion to approve the minutes. Shelley Wolford made the Motion to approve the minutes from the July 13, 2021 meeting as presented. Motion seconded by Jeff Hadley. Motion passed unanimously. Financial report: Alyssa Barkley presented the January-September 2021 financials. After brief discussion, two questions were asked to be clarified: 1) Explain the difference on yearover-year difference on retained earnings on the balance sheet; and 2) Show the Relief Fund on the balance sheet. Jim Beley made a Motion to accept the January-September financials as presented, with the forthcoming clarifications on the questions recorded above. Motion seconded by Steve Thanhauser. Motion passed unanimously. NC Workers Relief Fund transition: Alyssa Barkley presented the transition plan to pivot the NC Restaurant Workers Relief Fund to the NC Hospitality Workers Relief Fund based on the resolution passed by the board of trustees in July 2021. Details were approved with the suggestion to further refresh the logo to be inclusive of hospitality. Barry Shuster made a Motion to approve the transition plans for the NC Hospitality Workers Relief Fund. Motion seconded by Jim Beley. Motion passed unanimously.
Foundation update: Alyssa Barkley presented on updates related to the current EDA Grant, and potential workforce development funding support from the legislature. Program update: Alyssa Barkley presented an update on the work of the foundation since the last meeting in July 2021 and future activities, hitting highlights related to student and teacher training on ProStart curriculum; current listing of active ProStart programs across the state, the 2022 golf tournaments, competition, and other upcoming events. New Business: Upcoming meeting and event dates for 2022 were shared with the board. Adjournment: Steve Thanhauser made a Motion to adjourn the meeting. Motion seconded by Jim Beley. Motion passed unanimously.
02/10/22 Cash Basis
NORTH CAROLINA RESTAURANT AND LODGING ASSN FOUNDATION INC Profit & Loss Budget Performance December 2021
Dec 21
Budget
$ Over Budget
Jan Dec 21
YTD Budget
$ Over Budget
Annual Budget
Income 4200 ꞏ Annual Events 4200-10 ꞏ Cary Golf Tournament
0
0
0
69,620
65,000
4,620
65,000
4200-20 ꞏ Charlotte Fundraising Event
0
0
0
11,800
35,000
-23,200
35,000
4200-35 ꞏ ProStart Teacher Training
0
0
0
2,385
0
2,385
0
Total 4200 ꞏ Annual Events
0
0
0
83,805
100,000
-16,195
100,000
4350 ꞏ Virtual Resource Sponsorship
0
0
0
5,500
5,500
0
5,500
4500 ꞏ ProStart Curriculum Commission
0
560
-560
3,325
6,000
-2,675
6,000
4595 ꞏ NRAEF / Ecolab Grant
0
0
0
15,306
0
15,306
0
4700-1 ꞏ Individual Gifts
0
775
-775
1,950
7,500
-5,550
7,500
4800 ꞏ Corporate Gifts 4841 ꞏ EDA Grant 4900 ꞏ Interest Income Total Income
0
625
-625
17,822
7,500
10,322
7,500
15,563
14,383
1,180
172,115
172,595
-480
172,595
18
83
-65
214
1,000
-786
1,000
15,581
16,426
-845
300,037
300,095
-58
300,095
Expense 8200 ꞏ Event Costs 8200-10 ꞏ Cary Golf Tournament Expense
0
0
0
9,724
10,640
-916
10,640
8200-20 ꞏ Charlotte Fundraising Event
0
0
0
0
10,310
-10,310
10,310
8200-35 ꞏ Pro Start Teacher Training Exp
0
0
0
774
0
774
0
Total 8200 ꞏ Event Costs
0
0
0
10,498
20,950
-10,452
20,950
8210 ꞏ Printing / Copying / Marketing
0
42
-42
881
500
381
500
111
111
0
1,327
1,327
0
1,327
0
417
-417
2,876
5,000
-2,125
5,000
1,042
1,042
0
12,499
12,499
0
12,499
8300 ꞏ Insurance 8325 ꞏ Accounting Services 8350 ꞏ Operational Fixed Costs 8450 ꞏ CPA - 990 Tax Filings
0
0
0
4,590
4,500
90
4,500
8500 ꞏ Credit Card Service Charges
0
250
-250
2,806
3,000
-194
3,000
8575 ꞏ Travel
0
12
-12
363
500
-137
500
19,987
19,987
0
239,844
239,844
0
239,844
499
292
207
3,594
3,500
94
3,500
8760 ꞏ Board Meetings
0
0
0
0
200
-200
200
8925 ꞏ Scholarship Awards Restri Funds
0
0
0
3,000
8,000
-5,000
8,000
21,639
22,151
-512
282,278
299,820
-17,542
299,820
Net Ordinary Income
-6,058
-5,725
-333
17,759
275
17,484
275
Net Other Income
11,979
0
11,979
39,767
0
39,767
0
5,921
-5,725
11,646
57,526
275
57,251
275
8590 ꞏ Staff Costs 8620 ꞏ Bank Service Charges
Total Expense
Net Income
Page 1 of 1
North Carolina Restaurant Lodging Foundation Scholarship and Other Investments December 31, 2021
Dec 21
Budget
$ Over Budget
Jan - Dec 21
YTD Budget
$ Over Budget
Annual Budget
Other Income 4901 ꞏ Dividend Income
10,497
0
10,497
12,342
0
12,342
0
751
8,333
-7,582
142,940
100,000
42,940
100,000
5001.20 ꞏ Worker Rlf Distributions
0
-7,500
7,500
(109,952)
-90,000
-19,952
-90,000
5001.30 ꞏ Wkr Rlf Admin
0
-833
833
(16,706)
-10,000
-6,706
-10,000
751
0
751
16,282
0
16,282
0
5001 ꞏ Workers Relief Fund 5001.10 ꞏ Worker Rlf Donations
Total 5001 ꞏ Workers Relief Fund 5002 ꞏ Count of Me NC 5002.10 ꞏ Count on Me Income
0
7,971
-7,971
105,652
95,652
10,000
95,652
5002.20 ꞏ Count on Me NC Expense
0
-7,971
7,971
(105,652)
-95,652
-10,000
-95,652
Total 5002 ꞏ Count of Me NC 9001 ꞏ Realized Loss/Gain JMS Total Other Income
0
0
0
-
0
0
0
-2,000
0
-2,000
18,437
0
18,437
0
9,248
0
9,248
47,061
0
47,061
0
3,234
0
3,234
(3,241)
0
-3,241
0
Other Expense 9005 ꞏ Wm. F. Carl Income/Expenses 9002 ꞏ Unrealized Gain/Loss WFC Accoun 9003 ꞏ Realized G/L on Investments 9005-10 ꞏ WFC Dividend/Interest Income 9005-20 ꞏ WFC Scholarships Awarded 9005-30 ꞏ WFC - Bank Charges
0
0
0
-
0
0
0
-7,909
0
-7,909
(10,322)
0
-10,322
0
1,750
0
1,750
17,500
0
17,500
0
195
0
195
2,357
0
2,357
0
-2,730
0
-2,730
6,294
0
6,294
0
0
0
0
1,000
0
1,000
0
0
0
0
1,000
0
1,000
0
Total Other Expense
-2,730
0
-2,730
7,294
0
7,294
0
Net Other Income
11,979
0
11,979
39,767
0
39,767
0
Total 9005 ꞏ Wm. F. Carl Income/Expenses 9007 ꞏ Vickie Clark-Flaherty Expenses 9007-10 ꞏ VCF Scholarships Awarded Total 9007 ꞏ Vickie Clark-Flaherty Expenses
02/10/22 Cash Basis
NORTH CAROLINA RESTAURANT AND LODGING ASSN FOUNDATION INC Balance Sheet As of December 31, 2021
Dec 31, 21
Dec 31, 20
1011 ꞏ Foundation BB&T Checking
84,644
157,559
1012 ꞏ NC Hosp Worker Relief
57,995
Checking/Savings
Total Foundation Checking 1015 ꞏ Jimmy Alfano Scholarship Fund 1025 ꞏ Money Market Acct-Pinnacle Bank
142,639
157,559
43,224
40,693
130,083
129,888
5,649
6,708
229,975
233,574
1075 ꞏ Scholarship Accounts 1020 ꞏ Vickie Clark Flaherty BB&T Acct 1064 ꞏ William F. Carl Scholarship 1065 ꞏ Morgan Stanley-Wm.F.Carl Schola 1077 ꞏ MorganStan-Unrealized Gain/Loss
58,931
47,899
1064 ꞏ William F. Carl Scholarship - Other
-116,747
-103,020
172,160
178,453
Total 1064 ꞏ William F. Carl Scholarship Total 1075 ꞏ Scholarship Accounts
177,808
185,161
Total Checking/Savings
493,754
513,300
-2,993
-2,993
Accounts Receivable 100 ꞏ NC Sales Tax Receivable
76
12
1,106
1,106
1,182
1,118
491,943
511,425
177,303
159,924
82,349
68,949
86
86
Total 1079 ꞏ Investments
259,737
228,958
TOTAL ASSETS
751,680
740,384
8,354
8,354
1,500
23,500
1090 ꞏ Prepaid Insurance Total Other Current Assets Total Current Assets 1079 ꞏ Investments 1080 ꞏ JMS Investment Account 1081 ꞏ JMS Unrealized Gain/Loss 1079 ꞏ Investments - Other
LIABILITIES & EQUITY Total Accounts Payable Other Current Liabilities 2350 ꞏ Deferred Income 2525 ꞏ NCRWR Payable
0
26,791
43,254
40,693
Total Other Current Liabilities
44,754
90,984
Total Current Liabilities
53,108
99,337
Total Liabilities
53,108
99,337
2550 ꞏ Jimmy Alfano Scholarship Payable
Equity 3100 ꞏ Net Assets
555,598
555,598
32000 ꞏ Retained Earnings
85,448
-481
Net Income
57,526
85,929
Total Equity
698,572
641,046
TOTAL LIABILITIES & EQUITY
751,680
740,384
1:22 PM 02/23/22 Cash Basis
North Carolina Restaurant and Lodging Assn Foundaiton, Inc. Profit Loss Budget Performance January 2022
Jan 22
Budget
$ Over Budget
Jan 22
YTD Budget
$ Over Budget
Annual Budget
Income 4200 ꞏ Annual Events 4200-10 ꞏ Cary Golf Tournament
1,500
5,417
-3,917
1,500
5,417
-3,917
65,000
4200-20 ꞏ Charlotte Fundraising Event
1,800
2,917
-1,117
1,800
2,917
-1,117
35,000
11,750
2,833
8,917
11,750
2,833
8,917
34,000
0
833
-833
0
833
-833
10,000
15,050
12,000
3,050
15,050
12,000
3,050
144,000
0
417
-417
0
417
-417
5,000
15,000
1,667
13,333
15,000
1,667
13,333
20,000
300
417
-117
300
417
-117
5,000
2,471
500
1,971
2,471
500
1,971
6,000
4841 ꞏ EDA Grant
0
14,343
-14,343
0
14,343
-14,343
172,115
4842 Training Grant
0
0
0
0
0
0
566,358
4200-30 ꞏ NC ProStart Invitational 4200-35 ꞏ ProStart Teacher Training Total 4200 ꞏ Annual Events 4500 ꞏ ProStart Curriculum Commission 4550 ꞏ Natl ProStart Premier Sponsor 4700-1 ꞏ Individual Gifts 4800 ꞏ Corporate Gifts
4900 ꞏ Interest Income
2
21
-19
2
21
-19
250
32,823
29,364
3,459
32,823
29,364
3,459
918,723
8200-10 ꞏ Cary Golf Tournament Expense
0
808
-808
0
808
-808
9,700
8200-20 ꞏ Charlotte Fundraising Event
0
917
-917
0
917
-917
11,000
8200-30 ꞏ NC Pro Start Invitational Exp
0
583
-583
0
583
-583
7,000
Total Income Expense 8200 ꞏ Event Costs
8200-35 ꞏ Pro Start Teacher Training Exp Total 8200 ꞏ Event Costs 8210 ꞏ Printing / Copying / Marketing 8300 ꞏ Insurance 8350 ꞏ Operational Fixed Costs 8450 ꞏ CPA - 990 Tax Filings 8500 ꞏ Credit Card Service Charges
0
417
-417
0
417
-417
5,000
0
2,725
-2,725
0
2,725
-2,725
32,700
0
83
-83
0
83
-83
1,000
111
111
0
111
111
0
1,327
1,400
1,400
0
1,400
1,400
0
16,801
0
375
-375
0
375
-375
4,500
246
250
-4
246
250
-4
3,000
8575 ꞏ Travel
0
417
-417
0
417
-417
5,000
8580 ꞏ National ProStart Competition
0
1,000
-1,000
0
1,000
-1,000
12,000
8590.1 ꞏ Staff Costs - Core
6,388
6,388
0
6,388
6,388
0
76,655
8590.2 ꞏ Staff Costs - EDA
14,343
14,343
0
14,343
14,343
0
172,115
0
0
0
0
0
0
184,000
20,731
20,731
0
20,731
20,731
0
432,770
8590.3 ꞏ Staff Costs - Training Grant Total 8590 ꞏ Staff Costs 8591 ꞏ Contract Services 8591.1 ꞏ ProStart Consultant
0
417
-417
0
417
-417
5,000
Total 8591 ꞏ Contract Services
0
417
-417
0
417
-417
5,000
8620 ꞏ Bank Service Charges
275
292
-17
275
292
-17
3,500
8760 ꞏ Board Meetings
0
42
-42
0
42
-42
500
8925 ꞏ Scholarship Awards Restri Funds
0
417
-417
0
417
-417
5,000
8931 Training Grant (Prod/Svcs)
0
0
0
0
0
0
382,358
22,762
28,258
-5,496
22,762
28,258
-5,496
905,456
Net Ordinary Income
Total Expense
10,061
1,106
8,955
10,061
1,106
8,955
13,267
Net Other Income Net Income
29,055 39,116
1,106
38,010
29,055 39,116
1,106
38,010
13,267
2:46 PM 02/23/22 Cash Basis
North Carolina Restaurant Lodging Foundation Inc. Balance Sheet As of January 31, 2022
Jan 31, 22
Jan 31, 21
Checking/Savings 1011 ꞏ Foundation BB&T Checking 1011.2 ꞏ NC Hosp Worker Relief - Truist
93,314
0
1011 ꞏ Foundation BB&T Checking - Other
94,094
180,199
187,408
180,199
Total 1011 ꞏ Foundation BB&T Checking 1015 ꞏ Jimmy Alfano Scholarship Fund 1025 ꞏ Money Market Acct-Pinnacle Bank
43,224
41,487
130,083
129,904
1075 ꞏ Scholarship Accounts 1020 ꞏ Vickie Clark Flaherty BB&T Acct
5,634
6,708
Total 1064 ꞏ William F. Carl Scholarship
165,896
176,379
Total 1075 ꞏ Scholarship Accounts
171,530
183,087
Total Checking/Savings
532,244
534,677
Total Accounts Receivable
-2,993
-2,993
Total Other Current Assets
307
1,007
529,559
532,691
177,303
160,012
82,349
63,155
86
86
Total 1079 ꞏ Investments
259,737
223,252
Total Other Assets
259,737
223,252
TOTAL ASSETS
789,296
755,943
8,354
8,354
0
99
0
82,313
Total Current Assets 1079 ꞏ Investments 1080 ꞏ JMS Investment Account 1081 ꞏ JMS Unrealized Gain/Loss 1079 ꞏ Investments - Other
Current Liabilities Accounts Payable Total Accounts Payable Total Credit Cards Other Current Liabilities 2525 ꞏ NCRWR Payable
43,254
41,487
Total Other Current Liabilities
2550 ꞏ Jimmy Alfano Scholarship Payabl
43,254
123,799
Total Current Liabilities
51,608
132,252
51,608
132,252
3100 ꞏ Net Assets
555,598
555,598
32000 ꞏ Retained Earnings
142,975
85,448
39,116
-17,355
Total Equity
737,688
623,691
TOTAL LIABILITIES & EQUITY
789,296
755,943
Total Liabilities Equity
Net Income
North Carolina Restaurant & Lodging Foundation Profit & Loss - Other Income/Expenses January 2022 January 2022 Other Income/Expense Other Income 5001 ꞏ Workers Relief Fund 5001.10 ꞏ Worker Rlf Donations
37,319
5001.20 ꞏ Worker Rlf Distributions
(2,000)
Total 5001 ꞏ Workers Relief Fund Total Other Income
35,319 35,319
Other Expense 9005 ꞏ Wm. F. Carl Income/Expenses 9002 ꞏ Unrealized Gain/Loss WFC Accoun 9005-10 ꞏ WFC Dividend/Interest Income 9005-30 ꞏ WFC - Bank Charges Total 9005 ꞏ Wm. F. Carl Income/Expenses Total Other Expense Net Other Income Net Income
5,998 (122) 388 6,264 6,264 29,055 73,617
NC Hospitality Worker Relief Fund Campaign Balance 2020 - 2021
2020 Donations Grants Awarded Expenses 2021 Donations Grants Awarded Expired Grants Net Awarded Grants Expenses 2021 Balance
1,332,561 (1,209,451) (81,396) 142,940 (124,725.12) 14,773.00 (109,952) (16,706) 57,995
Worker Relief Fund Summary Janary 2022 January 1, 2022 Balance
$57,995
Individual Gifts Raleigh Bourbon & Banter Highland Brewing Sauer Foods Skyland Distributing Total Donations
$100 $14,000 $4,684 $15,378 $3,157 $37,319
Raymond Lee Jessica Jackson Total Disbursements
($1,000) ($1,000) ($2,000)
Balance January 31, 2022
$93,314
2022 NCRLA Foundation Operational Budget Account Event Income Cary Golf Tournament CLT Golf Tournament NC ProStart Invitational ProStart Teacher Training Scholarship Banquet Total Event Virtual Resource Sponsorship Legislative Funding Grant ProStart Curr Comm Nat'l ProStart Premier Sponsor Ecolab Grant Individual Gifts Corporate Gifts EDA Grant Training Grant Interest Income Total Income Event Expenses Cary Golf Tournament CLT Golf Tournament NC ProStart Invitational ProStart Teacher Training Scholarship Banquet Total Event Expense Printing/Copying/Marketing Insurance Accounting Operational Fixed Costs CPA - 990 filing Credit Card Service Charges Travel National ProStart Competition Staff Costs Core Staff EDA Staff Training Grant Total Staff Costs ProStart Consultant Bank Service Charges Board Meetings Grants-Restricted Funds Scholarships-Restricted Curriculum Grant-Restricted Training Grant (Products & Mktg) Total Expense Net Profit (Loss)
Total 65,000 35,000 34,000 10,000 144,000 5,000 20,000 5,000 6,000 172,115 566,358 250
Notes
Mary Margaret Traxler Scholarship
Virtual Event - no income
Nothing in 2021 & unsure of 2022
Award in 2021 but might not be awarded in 2022 Partnerships w/scholarships marked restricted
918,723 9,700 11,000 7,000 5,000 Virtual event - no expense 32,700 1,000 1,327 No longer outsourced - included in staff costs 16,801 15% of NCRLA overhead 4,500 3,000 5,000 12,000
2021 Actual
2021 Budget
69,620 11,800 2,385 83,805 5,500 3,325 15,306 1,950 17,822 172,115
65,000 35,000 100,000 5,500 6,000 7,500 7,500 172,595
214
1,000
300,037
300,095
9,724 774 10,498 881 1,327 2,876 12,499 4,590 2,806 363 -
10,640 10,310 20,950 500 1,327 5,000 12,499 4,500 3,000 500 -
239,844
239,844
76,655 172,115 184,000 432,770 5,000 3,500 500 5,000 382,358 905,456
3,594 3,000 .
3,500 200 8,000 -
282,277
299,820
13,267
17,760
275
North Carolina Restaurant & Lodging Foundation Training Grant Budget Training Grant Products Staffing Administration & Marketing
Year 1 335,358 184,000 47,000
Year 2 335,358 184,000 27,000
Total
566,358
546,358
Total 670,716 368,000 74,000 1,112,716
EDA Training Grant Course List Training Topics Certified Hotel Administrator Certified Hospitality Supervisor Supervisory Skill Builders General Management 101 Certified Hospitality Supervisor Exam - Certification Credential Certification in Hotel Industry Analytics (CHIA) Hospitality Manager: Leadership Sexual Harassment Prevention in the Hospitality Industry: Manager Sexual Harassment Prevention in the Hospitality Industry: Employee Understanding Unconscious Bias in Hospitality: Manager Understanding Unconscious Bias in Hospitality: Employee Elements of Service – Serving Guests with Disabilities TripAdvisor® Reputation Management for Front-Line Staff Guest Service Gold-Tourism: Certified Guest Service Professional: Tourism Guest Service Gold: Certified Guest Service Professional-Golden Opportunities START Certified Front Desk Representative START Certified Guestroom Attendant COVID-19 Precautions for Hotels Culinary Arts & Hospitality I Training Culinary Arts & Hospitality II Training Hospitality and Tourism Management 2e In-Person Curriculum for High School Students Hospitality and Tourism Management 2e Electronic Curriculum for High School Students Hospitality and Tourism Specialist (HTS) Credential for High School Students Hospitality and Tourism Management 2e Curriculum for Teachers ServSafe Food Handler for High School Students ServSafe Food Manager for High School Students ServSafe Allergens for High School Students Estimated 2 Year Budget for Trainings
Cost of Each Training $ 700 $ 261 $ 161 $ 155 $ 100 $ 300 $ 40 $ 30 $ 22 $ 30 $ 33 $ 75 $ 30 $ 85 $ 85 $ 75 $ 75 $ 5 $ 98 $ 98 $ 209 $ 72 $ 85 $ 700 $ 15 $ 189 $ 22 $ 670,716
BYLAWS OF NORTH CAROLINA RESTAURANT AND LODGING ASSOCIATION FOUNDATION, INC. A Nonprofit Corporation Amended March 2, 2021 ARTICLE I OFFICES Section 1.1 Principal Office. The principal office of the Foundation shall be located at such place as shall be designated by the Board of Trustees. Section 1.2 Registered Office. The registered office of the Foundation, which by law is required to be maintained within the State of North Carolina, may be fixed and determined by the Board of Trustees from time to time, and may be, but need not be, the same as the principal office. Section 1.3 Other Offices. The Foundation may have offices at such places as the Board of Trustees may from time to time determine. ARTICLE II BOARD OF TRUSTEES Section 2.1 General Powers. The property, offices and business of the Foundation shall be managed by the Board of Trustees. Section 2.2 Number and Manner of Election. The Board of Trustees shall consist of a minimum of nine (9) and a maximum of Twenty (20) Trustees. The Trustees shall be elected by, and may be removed with or without cause by, the Board of Directors of the North Carolina Restaurant and Lodging Association, Inc., a North Carolina nonprofit corporation. In addition to the Trustees appointed by the Board of Directors of NCRLA, the NCRLA Chairman, Chairman-Elect and Immediate Past Chairman will be ex officio members of the Board of Trustees with voting rights, and the NCRLA President & CEO will be an ex officio, non-voting member of the Board of Trustees. Section 2.3 Term. The term of office of elected Trustees shall be one (1) year term followed by three (3) year terms. Terms of office shall extend to the final meeting of the fiscal year of the Board of Trustees in the year in which the term of office ends. If a board member misses more than one unexcused board meeting per term, the Chair reserves the right to remove Trustee from board. Board of Trustee members must retire from the Board after completing ten (10) consecutive years, unless they are currently in an officer capacity, they then can fulfill longer obligation through the position of Immediate Past Chair. Trustees may cycle off for one (1) or more years and then be re-considered through the nomination process.
Section 2.4 Resignations, Removal and Vacancies. Any Trustee may resign by filing a written resignation with the Secretary. The Board of Directors of the North Carolina Restaurant and Lodging Association may, from time to time, fill any vacancy on the Board of Trustees caused by the resignation, removal, disqualification or death of a Trustee, and any person appointed to fill a vacancy shall serve for the unexpired term of the Trustee being succeeded. Section 2.5 Executive Committee. The Executive Committee shall be composed of the Chair, Vice Chair, Secretary, Treasurer, Immediate Past Chair (provided they are members of the Board), NCRLA Chair and NCRLA President & CEO. The Executive Committee shall have and may exercise all of the authority of the Board of Trustees in the management of the Foundation. All actions taken by the Executive Committee shall be reported to the next regular meeting of the Board of Trustees Section 2.6 Scholarship and Grant Committee. The Secretary of the Board shall serve as Chair of the Scholarship and Grant Committee. A new Trustee shall not be required to serve on this committee during the first year of his/her term. Section 2.7 Board Development Committee. There shall be a standing Board Development Committee whose responsibilities will include the continual development of current board members and cultivating and developing prospective new board members. Unless otherwise provided by the board, the executive committee shall serve as the board development committee. The immediate past chairman shall serve as chairman of the board development committee and shall make the committee report at the annual meeting. The committee shall submit their nominees for officers and trustees and conduct the elections thereto. To provide broad industry representation the board development committee shall strive for balance among nominees in order to represent all segments of the industry. The committee shall also be subject to additional policy as established by the board of trustees. Specific operational guidelines of this committee shall be in the board policy. Section 2.8 Special Committees. From time to time as the Board shall determine, the Board may create such other committees as are necessary to assist the Board of Trustees. The members of such committees shall be appointed by the Chair.
ARTICLE III MEETINGS OF TRUSTEES Section 3.1 Regular Meetings. The Annual Meeting of the Board of Trustees shall be held no later than the last day of March of each calendar year at a time and place to be selected by the Board, and if not then held, shall be held within a reasonable time thereafter. In addition, the Board of Trustees may provide the time and place for the holding of additional regular meetings. Section 3.2 Special Meetings. Special meetings of the Board of Trustees may be called by or at the request of the Chair or any three Trustees. The person calling the Special Meeting may fix any place within the confines of the State of North Carolina as the place for holding the meeting. 2
Section 3.3 Notice of Meetings. Regular meetings designated by the Board, including the Annual Meeting, may be held without additional notice. Special meetings shall be called on not less than seven (7) days prior notice. Notice of a special meeting shall state the purpose thereof and such notice shall be directed to each Trustee at the Trustee's residence or usual place of business by mail, facsimile, or may be delivered personally. The presence of a Trustee at a meeting shall constitute a waiver of notice of that meeting, except only when such Trustee attends the meeting solely for the purpose of objecting to the transaction of any business thereat on the ground that the meeting has not been lawfully called, and does not otherwise participate in such meeting. Section 3.4 Quorum. A majority of the number of Trustees in office at any time, other than Trustees who serve on an ex officio basis, shall constitute a quorum. A majority of the number of Trustees serving on a Board committee with voice and vote at any time shall constitute a quorum of that committee for the transaction of business. Section 3.5 Manner of Acting. Except as otherwise provided in these Bylaws or required by applicable law, the affirmative vote of a majority of the trustees present at a meeting of the Board of Trustees shall be the act of the Board of Trustees, if a quorum is present when the vote is taken. Section 3.6 Informal Action of Trustees. Action taken by a majority of the Trustees without a meeting shall constitute Board action if written consent to the action in question is signed by all the Trustees and filed with the minutes of the proceedings of the Board, whether done before or after the action so taken. Such informal action may be by mail vote submitted by the Chair or Executive Committee, in which case the written ballots or letters assenting or dissenting from such action shall constitute the written consent or dissent, as the case may be. Section 3.7 Participation by Conference Telephone. Any one or more trustees or members of a Committee may participate in a meeting of the Board of Trustees or Committee by means of a conference telephone or similar communications device that allows all persons participating in the meeting to simultaneously hear each other during the meeting, and such participation in a meeting shall be deemed present in person at such meeting. Section 3.8 Presumption of Assent. A Trustee of the Foundation who is present at a meeting of the Board of Trustees at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless the Trustee's dissent shall be entered in the minutes of the meeting, or unless the Trustee shall file a written dissent to such action with the person acting as the Secretary of the meeting before the adjournment thereof or shall forward such dissent by registered mail to the Secretary of the Foundation immediately after the adjournment of the meeting. Such right to dissent shall not apply to a Trustee who voted in favor of such action.
ARTICLE IV 3
OFFICERS Section 4.1 Number of Officers. The officers of the Foundation shall be Chair of the Board, Vice Chair of the Board, Secretary, Treasurer, Immediate Past Chair, President and Chief Executive Officer, and such other officers as may be appointed in accordance with the provisions of Section 4.3. The Chair and Vice Chair of the Board shall be representatives of the hospitality industry, and the Secretary of the Board shall be a representative of the education community. Section 4.2 Election, Term of Office and Qualification. Each officer, except such officers as may be appointed in accordance with the provisions of Section 4.3, shall be chosen by the Board of Trustees to serve for a term of one (1) year, and shall hold office until the Annual Meeting of the Board of Trustees held next after the officer's election or until the officer's successor shall have been duly chosen and qualified or until the officer's death or resignation or disqualification or shall have been removed from office. Beginning with the election of officers in 2006, and continuing thereafter, the person selected as Vice Chair of the Board shall automatically assume the position of Chair of the Board in the following year. Section 4.3 Subordinate Officers and Agents. The Board of Trustees from time to time may appoint other officers and agents, each of whom shall hold office for such period, have such authority, and perform such duties as the Board of Trustees from time to time may determine. Section 4.4 Removal. Any officer or agent may be removed by the Board of Trustees, either with or without cause, whenever in its judgment, the best interest of the Foundation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Section 4.5 Resignations. Any officer elected by the Board may resign at any time by giving written notice to the Board of Trustees or to the Chair or the Secretary of the Foundation. Any such resignation shall take effect upon its being accepted by the Board of Trustees. Section 4.6 Vacancies. A vacancy in any office because of death, resignation, removal, or disqualification, or any other cause, shall be filled for the unexpired portion of the term in the manner prescribed by these Bylaws for regular appointments or elections to such offices. Section 4.7 Chair. The Chair shall preside at all meetings of the Board of Directors and of the Executive Committee at which she or he is present, shall call regular meetings of the Board, and shall perform such other duties as the Board of Directors may from time to time delegate. Section 4.8 Vice Chair. At the request of the Chair, or in the Chair’s absence or disability, the Vice Chair shall perform all the duties of the Chair and when so acting shall have all the powers of and be subject to all the restrictions upon the Chair. The Vice Chair shall perform such other duties and have such authority as from time to time may be so assigned by the Board of Trustees. Section 4.10 Secretary. The Secretary shall be responsible for seeing that accurate records of the acts and proceedings of all meetings of the Board of Trustees and of the Executive Committee are kept; shall see that all notices are duly given in accordance with the provisions of 4
these Bylaws or as required by law; shall see that the seal of the Foundation is affixed to all documents, the execution of which on behalf of the Foundation under its seal is duly authorized; shall sign such instruments as may require the Secretary's signature; and, in general, perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to the Secretary by the Chair or by the Board of Trustees. Section 4.11 Treasurer; Audit. The Treasurer shall, in general, perform all duties incident to the office of Treasurer in a corporation in which the day-to-day financial transactions are handled by professional staff. The Treasurer shall perform such other duties as may from time to time be delegated by the Chairperson or assigned by the Board of Trustees. The Executive Committee may retain the services of a public accounting firm, and determine the scope of the firm’s audition services (compilation, review, or full audit) and how often the financial review will be undertaken. The Executive Committee shall report the financial review to the Board. The Committee may meet in executive session with the auditors, out of the presence of the Foundation staff or NCRLA staff. Section 4.12 Immediate Past Chair. The immediate past chairman shall preside over the board development committee. In the absence of both the chairman and vice-chair, the immediate past chairman shall perform the duties of the chairman. Section 4.13 President and Chief Executive Officer. The President and Chief Executive Officer of NCRLA shall be appointed by the Board of Trustees to act in the same capacity for the Foundation and shall, subject to the direction of the Board of Trustees, have the general powers and duties of control, supervision, management, and direction of the business, property and affairs of the Foundation, and shall be the official spokesperson for the Foundation. The President / CEO shall be responsible to receive all monies that belong to the Foundation and deposit it to the credit of the Foundation in such bank or banks as may be needed; shall plan and attend all meetings of the Foundation's Board, Executive Committee and other committees as necessary; shall conduct and maintain all correspondence of the Foundation; and shall hire and supervise additional employees as necessary. The President and CEO may appoint an Executive Director and delegate to that position some or all of the duties and responsibilities outlined above.
Section 4.14 Duties of Officers May Be Delegated. In case of the absence of any officer of the Foundation or for any other reason that the Board of Trustees may deem sufficient, the Board of Trustees may delegate the powers or duties of such officer to any other officer or to any Trustee for the time being, provided a majority of the entire Board of Trustees concurs therein. Section 4.15 Bonds. The Board of Trustees may by resolution require any or all officers, agents and employees of the Foundation to give bond to the Foundation, with sufficient sureties, conditioned on the faithful performance of the duties of their respective offices or positions, and to comply with such other conditions as may from time to time be required by the Board of Trustees.
ARTICLE V CONTRACTS, LOANS AND DEPOSITS Section 5.1 Contracts. The Board of Trustees may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any document or instrument on behalf of 5
the Foundation, and such authority may be general or confined to specific instances. Any resolution of the Board of Trustees authorizing the execution of documents by the proper officers of the Foundation or by the officers generally and not specifying particular officers shall be deemed to authorize such execution by the Chair of the Board, the President and Chief Executive Officer, or by any other officer if such execution is within the scope of the duties of such other office. The Board of Trustees may by resolution authorize such execution by means of one or more facsimile signatures. Section 5.2 Loans. No loans shall be contracted on behalf of the Foundation and no evidences of indebtedness shall be issued in its name unless authorized by the Board of Trustees. Such authority may be general or confined to specific instances. Section 5.3 Checks and Drafts. All checks, drafts or other orders for the payment of money issued in the name of the Foundation shall be signed by such officer or officers, agent or agents of the Foundation, and in such manner, as shall from time to time be determined by resolution of the Board of Trustees. Section 5.4 Deposits. All funds of the Foundation not otherwise employed or invested shall be deposited from time to time to the credit of the Foundation in such depositories as the Board of Trustees direct. ARTICLE VI GENERAL PROVISIONS Section 6.1 Corporate Seal. The corporate seal shall be in such form as shall be approved from time to time by the Board of Trustees. Section 6.2 Fiscal Year. The fiscal year of the Foundation shall be January 1 to December 31, unless otherwise established by resolution of the Board of Trustees. Section 6.3 Compensation. Members of the Board of Trustees shall not be compensated for their services as Trustees, or as Chair, Vice Chair, Secretary or Treasurer. However, the Board of Trustees may from time to time reimburse any Board member or officer for expenses incurred on behalf of the Foundation. Section 6.4 Waiver of Notice. Whenever any notice is required to be given to any Trustee under the provisions of the North Carolina Nonprofit Corporation Act or under the provisions of the charter or Bylaws of this Foundation, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be equivalent to the giving of such notice. Section 6.5 Exempt Activities. Notwithstanding any other provisions of these bylaws, no trustee, officer, employee, or representative of this Foundation shall take any action or carry on any activity by or in behalf of the Foundation not permitted to be taken or carried on by an organization exempt under Section 501(c)(3) of the Internal Revenue Code and its Regulations as they now exist 6
or as they may hereafter be amended, or by an organization contributions to which are deductible under Section 170(c)(2) of such Code and Regulations as they now exist or as they may hereafter be amended. Section 6.6 Dissolution. Upon the dissolution of the Foundation, the Board of Trustees shall, after paying or making provision for the payment of all of the liabilities of the Foundation, transfer all assets of the Foundation to such organization or organizations organized and operated exclusively for educational or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law), as the Board of Trustees shall determine. Section 6.7 Indemnity of Officers and Trustees. Any person who at any time serves or has served as a trustee or officer of the Foundation shall have a right to be indemnified by the Foundation to the fullest extent permitted by law against (a) expenses, including reasonable attorneys' fees, actually and necessarily incurred by him or her in connection with any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, whether formal or informal, and whether or not brought by or on behalf of the Foundation, arising out of his or her status as such trustee, or his or her status as an officer, employee or agent of the Foundation, or his or her service, at the request of the Foundation, as a trustee, officer, partner, trustee, employee or agent of any other Foundation, partnership, joint venture, trust or other enterprise or as a trustee or administrator under an employee benefit plan, or his or her activities in any of the foregoing capacities, and (b) any liability incurred by him or her, including without limitation, satisfaction of any judgment, money decree, fine (including any excise tax assessed with respect to an employee benefit plan), penalty or settlement, for which he or she may have become liable in connection with any such action, suit or proceeding. The Board of Trustees of the Foundation shall take all such action as may be necessary and appropriate to authorize the Foundation to pay the indemnification required by this Bylaw, including without limitation, to the extent necessary, making a good faith evaluation of the manner in which the claimant for indemnity acted and of the reasonable amount of indemnity due him or her. Expenses incurred by a trustee or officer in defending an action, suit or proceeding may be paid by the Foundation in advance of the final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of the trustee to pay such amount unless it shall ultimately be determined that he or she is entitled to be indemnified by the Foundation against such expenses. Any person who at any time after the adoption of this Bylaw serves or has served as a trustee or officer of the Foundation shall be deemed to be doing or to have done so in reliance upon, and as consideration for, the right of indemnification provided herein, and any modification or repeal of these provisions for indemnification shall be prospective only and shall not affect any rights or obligations existing at the time of such modification or repeal. Such right shall inure to the benefit of the legal representatives of any such person, shall not be exclusive of any other rights to which such person may be entitled apart from the provisions of this Bylaw, and shall not be limited by the provisions for indemnification in Section 55A-8-51 through 55A-8-56 of the North Carolina 7
Nonprofit Corporation Act or any successor statutory provisions. Any person who is entitled to indemnification by the Foundation hereunder shall also be entitled to reimbursement of reasonable costs, expenses and attorneys' fees incurred in obtaining such indemnification. Section 6.8 Amendments. Except as otherwise provided herein or in the Articles of Incorporation or by applicable law, these Bylaws may be amended or repealed and new Bylaws may be adopted by the affirmative vote of two-thirds (2/3) majority of the Trustees then holding office at any regular or special meeting of the Board of Trustees, or by unanimous written consent without an official meeting of the Board of Trustees. No amendment to these Bylaws shall authorize the Foundation to conduct its affairs in any manner or for any purpose contrary to the provisions set forth in Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding section of any future federal tax code). Section 6.9 Exempt Activities. Notwithstanding any other provisions of these Bylaws, no Trustee, officer, employee or representative of this Foundation shall take any action or carry on any activity by on behalf of the Foundation not permitted to be taken or carried on by an organization exempt under Section 501(c)(3) of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended, or by an organization contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code and Regulations as they now exist or as they may hereafter be amended.
8