VCOG Board of Directors meeting
Oct. 22, 2026 @ 2 p.m.
Virtual
Present: Bobbi Bowman, Paul Casalaspi (Treasurer), Brian Colligan, Maria Everett (President), Craig Fifer (Vice President), Richard Gard, Chris Gatewood, Josh Heslinga, Reynolds Hutchins, Amanda Kastl, Jay Speer, Steve Stewart, Sarah Vogelsong. Also attending: Megan Rhyne (Executive Director), Marinda Risk (Development and Operations Coordinator).
The meeting convened via Zoom at 2:02 p.m. A quorum was present.
Rhyne solicited comments and suggestions on how the board calendar of events would work best for them. Fifer suggested that Rhyne add/highlight items that the board will be required to do throughout the year, like approving board terms or approving the budget. Everett and others agreed that they liked seeing the year at a glance. Stewart asked if Rhyne would send board meeting dates through Google Calendar invites.
After a minor edit from Heslinga, Bowman moved to approve the minutes of the Aug. 27, 2026, meeting and Casalaspi seconded. The motion passed unanimously.
Rhyne referred the board to the executive director’s report, highlighting the $10,000 grant she got through MuckRock/Transparency Alliance to create a print version of the open government guide (FAQs) currently on our website. In response to a question from Vogelsong, Rhyne said the print copies were to be left behind at training events, classes, legislative meetings/lobbyists, individual mailings and groups that ask.
Rhyne also noted that she has done the ground work for getting both the legislative intern and the summer legal fellow application processes rolling. And, she has engaged with the CPA to prepare VCOG’s annual IRS 990 tax form, due Nov. 15, and a financial compilation.
Rhyne said the first FOIA Officer training session in Williamsburg went smoothly. A second event is scheduled for Nov. 19, which unfortunately is the same day a Virginia School Board Association event is scheduled in Williamsburg and also the same day as a law enforcement records-focused event put on by the FOIA Council. Rhyne suggested to Risk that they check the various associations and the FOIA Council before scheduling our next event.
Rhyne noted that Risk has drafted a major donor letter that we are editing and working on ways to personalize for some donors. Risk added that there will also be a more general email appeal to all donors that will go out around the same time. Rhyne credited Risk with compelling her to engage more fully with what VCOG would do with more money and how donations would be used to facilitate those needs.
On the budget update, Rhyne explained that the investment numbers are only updated through the end of September, while the annual operating budget is updated through mid-October. Rhyne pointed out that revenue is on track for the year, and that the expense deficit as compared to last year is greater mainly because of the new hire, plus some office expenses that went up with the addition of an additional employee. Rhyne also confirmed for Casalaspi that the NFOIC agreement does not have an end in sight.
Stewart gave a recap of the Governance Committee meeting. The committee was supposed to look at the size of the board and the seats that are designated for VPA and VAB and to see if any of those numbers need to be adjusted, given the fact that the board is otherwise very large and unwieldy. Stewart noted that the bylaws are more flexible than we may have previously thought. Open at-large seats do not have to be filled, so we can shrink the board size by attrition. Similarly, the VPA and VAB seats are not mandatory — “no more than five” — and can remain open if either entity cannot find individuals to fill those vacancies. Stewart noted, and Gard agreed, that a general holding pattern is fine for now, but that if someone with a specific skill set (e.g., fundraising) is interested in serving, then we should consider adding that person.
Stewart then presented a proposed amendment to the bylaws regarding removal of a board member who has not attended board meetings. The proposed amendment says that the board “may remove any member of the Board if a director is absent without prior notification to the President or Executive Director from a majority of board meetings held within a calendar year.” Kastl noted that some members contribute in other ways, even if they can’t always make meetings. That’s why the language says the board “may” remove, Everett noted. It’s not mandatory, Stewart agreed, saying that there may be extenuating circumstances preventing someone from attending for an amount of time. Heslinga pointed out that absence is measured by “without prior notification.”
Rhyne pointed out that the bylaws require some advance notice before a vote to approve can be made. Rhyne said she would send the notice out within the window specified in the bylaws (not less than 10 days, and no more than 45 days). It will also require a two-thirds majority vote of those present “at any meeting.” (Removal would take 2/3 majority vote of the “entire” board.)
Everett gave a recap of the Executive Committee meeting about setting goals, performance measures and review of the executive director. Rhyne shared her proposed goals, which are broad for this year, noting that more specific goals may be more appropriate in the future. Everett said organizational management should be included within the goals to give the ED credit for keeping things running. Bowman asked if there were priorities among the four; Rhyne said because of their interrelationship with each other, no one stands out. Fifer confirmed that there was no scoring or weighting of the goals or evaluation; it was a balance between being responsible employers against not getting in the way of an ED who has already been effective. Fifer explained that there are a lot of things that can happen that are not the ED’s fault that could nonetheless impact revenue, so the committee didn’t want to put specific percentages or numbers.
Gard said he wanted to see more emphasis on attendance and fundraising at our events. Rhyne said from her perspective, the focus should be on the number of events, since we are making more offerings than we have in the past. She was reluctant to set performance based on attendance because attendance can rise or fall based on factors outside of our control, but she agreed that a focus on increasing sponsorships is important; she added that metric to the draft. In response to a question from Kastl, Everett discussed the frequency with which Rhyne would check in and the executive committee would offer input, most likely on a quarterly basis.
Rhyne presented a resolution that will give Risk the authority to enter into contracts to secure space for events without the ED’s prior approval for amounts under $500. Amounts over $500 must receive the ED’s approval. The ED will remain the person responsible for payment. Heslinga moved to approve the resolution; Everett seconded. The resolution was approved unanimously.
Gard noted that he is rotating off the board, and he thanked the board for their work. Rhyne thanked Gard for spearheading the strategic plan and keeping it fresh on everyone’s mind. Bowman seconded, and others gave thanks and kudos.
The next meeting will be Dec. 17 at 11 a.m.
The meeting adjourned at 3:10 p.m.