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ACB Board of Directors Virtual Meeting Minutes, May 19, 2025

Call to Order: Deb Cook Lewis, President

The May 19, 2025, virtual meeting of the Board of Directors of the American Council of the Blind was called to order at 7:00 PM Eastern time by President Deb Cook Lewis.

Roll Call and Introduction of Board and Staff: Denise Colley, Secretary

At the call of the roll the following Board members were present: President Deb Cook Lewis, First Vice President David Trott, Second Vice President Ray Campbell, Secretary Denise Colley, Treasurer Michael Garrett, and Immediate Past President Kim Charlson.  Board members Chris Bell, Donna Brown, Peter Heide, Gabriel Lopez Kafati, Cecily Laney Nipper, Terry Pacheco, Rachel Schroeder, Kenneth Semien, Koni Sims, and Jeff Thom. Board of Publications Member Katie Frederick was present representing that body.

Staff present: Scott Thornhill, ACB Executive Director, Nancy Marks-Becker, Chief Financial Officer, and Claire Stanley, Director of Advocacy and Governmental Affairs.

Guests: Janet Dickelman, ACB Convention Committee Chair, Patrick Sheehan, Voting Taskforce Co-Chair and Julie Palm, Parliamentarian.

Review and Approval of Agenda: Deb Cook Lewis, President

President Lewis reviewed the meeting agenda.

It was moved by Brown and seconded by Sims to approve the agenda. The motion carried.

Review and Approval of Minutes: March 15, 2025, Denise Colley, Secretary

There being no corrections/additions to the March 15, 2025 ACB Board Meeting Minutes, it was moved by Sims and seconded by Semien to approve the minutes. The motion carried.

Convention Report: Janet Dickelman, ACB Convention Committee Chair

We are five days into registration and 351 people have already registered and a couple of tours have already sold out.

President’s Report: Deb Cook Lewis

Reminders were made about the Convention ACB Board of Directors meeting and the fall ACB Board of Directors Meeting. The Friday Fall board meeting will be to begin working on a Strategic Plan for next year.

Liaisons assigned: Board members have been assigned to their Board Liaison teams. Deb would like to begin by including a brief time at all each Board Meeting to for updates from Liaisons.   This will allow Board members to share highlights from their liaison affiliates. Once Officer elections are held in July, if any current Board members became officers, Deb would like them to continue to be involved in the Liaison program.

Leadership List Updated: The Leadership List update process has been completed and there is a good process in place for being able to tell who the representatives are for each affiliate. About half of the list now is new people.

New or reorganized committees: Discussion was held around moving the INSPIRE Team into an actual ACB Committee and having the newly elected chairs of the Berl Colley Leadership Committee, Membership Committee and Multicultural Affairs Committee become the new members of this new Committee. Those moving off the Committee would work with their replacements in the succession planning process. It was also suggested that a couple of former Explorers and Guides might serve on the Committee. I suggestion was made that an application process could be developed where people could identify themselves and their areas of interest, and this could expand out to enlist members for other committees. 

Accessibility Services; Development Steering Committee: When the new Accessibility Services Initiative was created, we also knew that some committee structure would need to be formed around an advisory role to that initiative. Because this is tied to both the accessibility and compliance sides in working in collaboration with Advocacy, we’ll need a variety of individuals to participate on this Committee. Right now the Information Access Committee will be replaced with this new one because it has some of the same functionality, and Information Access has been inactive for some time.

Development Committee: This Committee has been appointed and is underway, has a nice infrastructure of activities in place, and is looking at the big fundraising picture.

Nominating Committee: Brian Charlson is stepping down as chair after serving several years, and the new chair is Mitch Pomerantz.

ACB Media policy revision regarding AI generated music: Deb Cook and Rachel Schroeder

(See policy in Board packet.)

After a lot of review and discussion the ACB Media Policy Committee has determined that there is no way to incorporate AI into our license content because we couldn’t meet all the conditions. The Committee is recommending that no AI-generated content can be presented on ACB Media because of the difficulty in keeping a handle on it. This decision strictly applies to content generated by AI and does not impact content generated by ACB using AI such as the reading of our resolutions and Constitution and Bylaws.

Our copyright Law requirements only relate to music that we would play that has been generated using AI. The only change to our current policy is adding the words AI-generated music to the list of media types that ACB cannot use. No further action was taken by the Board.

Process for Resolutions and Constitution & Bylaws:

It came to the attention of the Constitution and Bylaws Committee that in Bylaw IV A, there is a requirement for a 15-day meeting agenda notice to the Board, and in another place the requirement is 7 days for calling a meeting and other requirements. The Constitution and Bylaws Committee, in response to this, has initiated an amendment to Bylaw IV that calls for ACB to give a 5-business day meeting notice and agenda to the Board and members. If there are any items as part of that agenda that members have been encouraged to provide in-put into, those documents go out to the members whenever appropriate ahead of the Board meeting. Those things usually have their own process, and the agenda that the discussion is connected to would fall in the 5-day timeline.

The Board was reminded of the motion made by Bell at the last Board meeting to consider an advocacy agenda of potentially hiring an attorney to facilitate and assist with the work in the Accessibility Services Department and try to speed things up and become more diligent and resource-intensive around following up on the complaints. The motion failed at the time, due to concerns about the impact on the budget and workload change with bringing in any new staff to do this work.

Bell then took his idea, with modifications, and brought it forward as a resolution which asks the Board to develop a cost analysis and proposal related to the work being proposed in augmenting the Advocacy Services Committee. While conducting a cost analysis wasn’t going to cost anything, the next step would be then to determine how much was too much and how it would be paid for. After getting past all the discussion around budget, workplan, workflow and program implementation, there is a lot of good work out there which really can pay for itself if given an opportunity to do so.

The Development Team identified a potential funding source that would be seed money for  the first couple of years for such a proposal contingent on doing that kind of cost analysis.

President Lewis requested that before bringing the idea forward as a resolution, the Board have a second chance to reconsider, given that we have the potential to fund it and the ability to determine whether the idea is reasonable and feasible.

It was moved by Bell and seconded by Sims that the ACB staff examine the financial and staffing resources that would be required to hire an attorney and a logistics professional to support our Accessibility Services area.

Staff are to explore whether, with the availability of a significant additional donation, sufficient revenue can be generated in about four years to sustain this program without having additional funding.  The analysis should include staff salaries and any necessary supporting resources to determine if the program could be self-sustaining and financially profitable.

The motion carried.

Affiliate National Expectations:

Kim Charlson has stepped down as chair of the Committee and President Lewis will be looking for a replacement. Building a timeline and process for this work will take us through next year’s leadership conference. This summer at convention there will be a hybrid session at this convention where our president and parliamentarian leading a discussion on organizational concepts including charters and chapters; autonomy versus accountability;  documented expectations related to membership organizations; and the differences between a membership organization and a corporate structure. This discussion will be relevant to our workgroups and our affiliates.

Code of Conduct Policy Revision Update: The committee is ready to send President Lewis their recommended changes for them to be reviewed, not the entire Policy. The next step is to meet with her to discuss how these recommendations will be socialized for input from the membership. The entire policy with recommendations will then be brought to the Board for approval and adoption.

Executive Director’s Report: Scott Thornhill, Executive Director

Scott updated the Board on Convention and ADP Gala sponsorships. Updates were provided about ACB Media and our website transitions over to Drupal. Staff will no longer be using or subscribed to any product or vendor that is not accessible to people who are blind/low vision. This may take time to implement because it takes time to test new things and find accessible replacements. Social media is looking at the possibility of starting a TikTok account and may be looking at discontinuing the Mastodon account since it generates very little traffic.

Speak4 Funding Approval:

(See Speak4 Capabilities Overview and Speak4 Funding Request documents in Board packet.)

It was moved by Thom and seconded by Bell that we allocate funding for ACBs portion of the Digital Advocacy platform Speak4. Jeff said this funding would not need to be allocated to our operating budget because there is enough money in the NELDS fund that was received a few years ago to cover these costs. It will not materially impact on the corpus because of the NELDS Board restrictions placed on the money when it was given. The motion carried.

CFO’s Report: Nancy Becker

Affiliate banners: ACB displays affiliate banners in general session on either side of the stage. These banners have ACB’s name and logos, the state name, and the years the convention was held at that state.

The current banners logos are outdated and businesses that we reached out to said that without a digital file the banners would need to be redesigned from scratch, and it could be difficult to match the current banners. There are plans to work with a sign company to replace the 26 banners over the next several years. Each banner will cost $130 each, and the total would be $3,400. ACB Families has agreed to increase their sponsorship level over the next two years to cover this cost.

ACB Audit: ACB’s 2024 financial statements were audited in March, and ACB received an unqualified or clean opinion which is the highest opinion that can be given for an audit. Our completed 990 form has been published on our website.

Minneapolis lease renewal: The Minneapolis office lease is up for renewal in October 2025. Our current monthly base rent is about $1,460 plus common area maintenance fees. The base rent for the last year of the proposed lease renewal would be $18,700.

It was moved by Thom and seconded by Brown to authorize Nancy to sign another five-year lease for the Minneapolis office space where they are currently located. The motion carried.

Convention Standing Rules: Pat Sheehan, Jeff Thom; Voting Taskforce Committee Chairs

(See Standing Rules document in Board packet.)

Campbell moved and Simms seconded the motion for recommendation of the Standing Rules to the ACB membership. The motion carried.

It was moved by Brown and seconded by Schroeder that the Board move into the Executive Session to receive updates on legal and advocacy work and discussion of Scott’s workplan. The motion carried and the Board moved into Executive Session at 10:45PM Eastern time.

No motions were made or actions taken in Executive Session. It was moved by Pacheco and seconded by Campbell that the Board adjourn out of Executive Session at 11:34PM.

Respectfully submitted,

Denise Colley
Secretary

Date submitted: 06/10/2025
Date Approved: 07/04/2025