Executive Committee of the American Institute of Physics
Minutes of Meeting
Roll Call
The first of three 31 July 1980 AIP Executive Committee meetings was called to order at 10:00 a.m. by Chairman Ramsey.
Executive Committee Members Present
Norman F. Ramsey, Chairman of AIP; Robert T. Beyer, ASA; Peter B. Boyce, AAS; William W. Havens, Jr., APS; John C. Johnson, Secretary; H. William Koch, Director; Jarus W. Quinn, OSA; Arnold A. Strassenburg, AAPT
Absent
Charles B. Duke, AVS
AIP Staff Present
Gerald F. Gilbert, Treasurer; Dorothy M. Lasky, Assistant to the Director; Robert H. Marks, Associate Director for Publishing; Lewis Slack, Associate Director for Educational Activities
1. Order of Business
Chairman Ramsey explained that materials for use in the Special Meeting of the AIP Executive Committee meeting called for this date were expected to be available by 11:00 a.m. and that, if agreeable to the Committee, he would use this opportunity to cover additional items of concern in separately constituted meetings before and after the Special Meeting. As a consequence, the first meeting was called to order at 10:00 a.m., the Special Meeting at 11:00 a.m., and the concluding meeting at 11:15 a.m.
2. Settlement Agreement with South Woodbury Taxpayers Association, Inc. (SWTA)
H. W. Koch gave a report on negotiation activities directed to a settlement with SWTA. He expressed confidence that an out-of-court settlement would be achieved and briefly described the associated terms. It was generally agreed by those present that the terms described were worthy of consideration under a resolution within the Special Meeting called for that purpose. (The Special Meeting was conducted later in the morning.)
3. Fiscal Matters
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Cash Flow Concerns During August 1980
G. F. Gilbert reported that even though additional funds need not be available for Woodbury property construction costs during the month of August, alternatives for funding sources during the months ahead are being explored. Discussion of alternatives led to expressions of need for examining the cost pricing structure between AIP and its member societies and for journals published by AIP. No Committee action was taken.
The meeting was adjourned at 10:58 a.m.
Executive Committee Members Present
Norman F. Ramsey, Chairman of AIP; Robert T. Beyer, ASA; Peter B. Boyce, AAS; William W. Havens, Jr., APS; John C. Johnson, Secretary; H. William Koch, Director; Jarus W. Quinn, OSA; Arnold A. Strassenburg, AAPT
Absent
Charles B. Duke, AVS
AIP Staff Present
Gerald F. Gilbert, Treasurer; Dorothy M. Lasky, Assistant to the Director; Robert H. Marks, Associate Director for Publishing; Lewis Slack, Associate Director for Educational Activities
Chairman Ramsey called the meeting to order at 11:00 a.m.
1. Minutes
Chairman Ramsey stated that this Special Executive Committee Meeting had been called in order to discuss the question of agreement with the South Woodbury Taxpayers Association and turned the meeting over to Koch.
Koch indicated to the members of the Executive Committee that he wanted to read to them a resolution that our attorneys had provided and then that he wanted to explain to the members of the Executive Committee, by means of a posted diagram, the meaning of the regions “A”, “B”, and “C”, to be sure that the Executive Committee was aware of the areas and to explain some of the background of the discussions with the South Woodbury Taxpayers Association. Then he indicated that he would explain why it was essential to have this Special Executive Committee meeting and finally, he indicated that he would entertain any questions, comments and then address the question of the acceptance of the resolution.
Koch then read the resolution, as supplied by legal counsel:
RESOLVED that the form of stipulation and agreement presented to this meeting is hereby approved; that the Director is hereby authorized to execute and deliver in the name and on behalf of the American Institute of Physics, under the seal of the American Institute of Physics attested by its Secretary, a stipulation and agreement in said form with such changes therein as he may approve, his execution thereof to be conclusive evidence of such approval; and that the officers of and counsel for the American Institute of Physics are hereby authorized to do such other things and to execute, deliver, file and record such documents as in their opinion may be necessary or desirable to carry out the intention of this resolution.
Koch then advised that all the members of the Executive Committee had had distributed to them copies of the stipulation, as it was agreed upon between the legal counsels of the American Institute of Physics and the South Woodbury Taxpayers Association. He indicated that there had been only some minor corrections, in dates, that were in the mailing to the various members of the Executive Committee which Koch now wished to call to their attention. They are changes that are in the final copy that the South Woodbury Taxpayers Association has. Koch indicated that the changes were specifically in the dates of the drawing, saying that the final drawing is dated July 25, 1980 and that, in several places in the stipulation that the members of the Executive Committee had, that change has been made. Koch noted that the other change that had been made is in the specification of the building height that is permissible in Area “B”.
Koch went on to explain that in a detailed discussion with the SWTA, an agreement had been reached that there would be “A”, “B”, and “C” zones. The “A” zone is specifically to be a 100' wide buffer zone on the perimeter of the Woodbury property that abuts with the landowners, which includes some of the existing building, the building addition, as well as a parking area. Koch advised that because of the terms of the stipulation, AIP is permitted to continue present use and to make alterations and changes in those parts of the property. He cautioned, however, that AIP is to add no additional parking lots or buildings in Zone “A”. The greenery that is already in that area is to be left pretty much intact, although we are permitted to make provisions for underground services as required and if trees are removed, we can replace them.
Koch further explained that the “B” Zone can contain parking areas and can also allow a 15' high structure to be constructed in the “B” Zone.
Ramsey interjected with a question regarding the 15' high level and questioned whether that meant “above the mean average grade of the ground surrounding the building or structure”. Koch indicated that that was a correct interpretation of that wording and advised that that wording was inserted in Provision No. 4 on page 4. Koch indicated that this wording was the wording in the Oyster Bay Town Board Zoning Code.
Koch further explained that while the “C” Zone is the area where we can have future building additions, the building addition can be built to comply with the Zoning Code of the Town of Oyster Bay.
Koch asked the members of the Executive Committee to note on the drawing the barrier of evergreens that had been agreed upon with SWTA and with the judge. He indicated that that greenery is to be limited to 6' high trees, except for one location where AIP would provide 12' to 14' high pines located on an earth mound.
Koch went on to explain the reason for the face to face meeting, saying that the Constitution of AIP did not provide for a mail ballot and that was why it was essential to have the face to face meeting.
Koch asked if there were any questions on any of the material he had presented. There were none.
Havens then made the motion, which was seconded by Beyer, to adopt the resolution as read to the members of the Executive Committee.
This motion was passed without dissent with Ramsey indicating he wished his vote as Chairman to also be recorded, thereby establishing a unanimous vote.
Ramsey stated that it was his hope that with the passing of this resolution, it would now be possible for AIP to return to what it has always wanted, namely, good neighborly relationships with the residents of Woodbury.
Koch indicated that in recent discussions with AIP's neighbors they also seem to be eager to establish good neighborly relations and get back on a normal course. Ramsey indicated that this had always been AIP's desire.
There being no other discussion, a motion was made by Beyer and seconded by Havens to adjourn this special meeting.
The meeting was adjourned at 11:14 a.m.
Roll Call
The third of three 31 July 1980 AIP Executive Committee meetings was called to order at 11:15 a.m. by Chairman Ramsey.
Executive Committee Members Present
Norman F. Ramsey, Chairman of AIP; Robert T. Beyer, ASA; Peter B. Boyce, AAS; William W. Havens, Jr., APS; John C. Johnson, Secretary; H. William Koch, Director; Jarus W. Quinn, OSA; Arnold A. Strassenburg, AAPT
Absent
Charles B. Duke, AVS
AIP Staff Present
Gerald F. Gilbert, Treasurer; Dorothy M. Lasky, Assistant to the Director; Robert H. Marks, Associate Director for Publishing; Lewis Slack, Associate Director for Educational Activities
3. Fiscal Matters
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Completion of Audit for 1979
G. F. Gilbert reported that the 1979 Statement of Income and Expense will be published in the 1980 August issue of Physics Today. Advance information indicates:
Total Revenue $10,300,000 Expenses $10,200,000 Net Operating Revenue $100,000 When the audit report is available, we will schedule a meeting of the Audit Committee.
4. Tax Related Matters
G. F. Gilbert reported that on 10 July 1980, he, H. W. Koch, and W. Lehrfeld (AIP's Tax Consultant) attended a conference at the National Office of IRS in Washington, DC. There is some question as to whether page charges should be classified as income or as charitable contributions. AIP has been asked by IRS to execute a consent form which gives IRS an additional year to assess the period 1974 to 1977.
On 9 July 1980, G. F. Gilbert sent a check in the amount of $26,250 to the NYC tax collector for payment “under protest” of the first quarter of 1980-81 NYC real estate taxes. This tax assessment is being appealed.
5. Compensation Arrangements with Chairman and Secretary
The Committee agreed upon a flat annual rate of compensation to the Chairman as token payment for his services to the Institute. The Secretary asked that no salary compensation be made to him unless otherwise indicated at some time in the future.
6. Future Meetings
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A reminder was issued for the Executive Committee Meeting scheduled to meet at the National Academy of Science Woods Hole Study Center beginning at 1:00 p.m. on 5 September and ending at noon on 7 September 1980. The Secretary's Office will provide additional details regarding plans and logistical considerations.
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The Executive Committee will meet in conjunction with the Governing Board and Corporate Associates meetings during the period 30 October to 1 November 1980 at Meadowlands, New Jersey.
7. Other Business
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Status of Proposed Constitutional Changes
L. Slack reported he had received inputs from H. R. Crane, Chairman of the ad hoc Committee on Constitution and By-Laws and from an AIP attorney. The results are being typed for distribution to the Governing Board for vote on acceptance of proposed changes.
The meeting was adjourned at 12:10 p.m.