Video Services ForumAnnual Membership Meeting

October 1, 2001New Orleans, LA

Membership Meeting AgendaBylaws Section 4.8

1. Roll call2. Reading and approval of minutes of previous

meetings3. Receiving and acting upon reports of Directors

and Officers (including a financial report)4. Approval of annual budget 5. Unfinished and new business 6. Election of Directors

Speakers

• Steve Storozum, President– Introducing items of business– Calls for votes– Roll call– Officer’s Report

• Pierre Costa, Board Member– Director’s Report (Item 3)

Meeting Protocol

• Adhere to Robert’s Rules of Order as per Bylaws• Business item discussions will be by turns• In deference to your valuable time, this meeting will be

restricted to ONE HOUR.– Keep focus on main purpose of the gathering– Keep comments short, considered, and to the point– Goal:

• 15 minutes for roll call, minutes approval, reporting• 10 minutes for budget approval• 15 minutes for unfinished and new business• 20 minutes for election

Roll Call

• Bylaws require a quorum of members present to transact business– Quorum = 51% of Members– 24 paid-in-full members means quorum = 13

members present

ROLL CALL – VSPF (8)

Member Company Principal Representative Present/AbsentBell Canada Greg Davey PBritish Telecom AInvidex Tenzin Khangsar P (phone)SBC Pierre Costa PQwest John Grigg PVerizon Bob Ruhl PWCG - VYVX Scott Jones PWorldCom Fred Huffman [P]

ROLL CALL - VSIF Full Members (11[12])Member Company Principal

RepresentativePresent/Absent

Artel Adrianna Jones PBarconet Dan Burnett A[Leitch Technologies] Tom Jordan PLucent Technologies Greg Xikes AMiranda Yves Corsi APanasonic Michael Brinkman Johann S. PPesa Dan Mazur ATandberg Television Lisa Hobbs ATHOMSON Multimedia Thierry Long AVbrick Rich Mavrogeanes Chris L. PVideo Products Group Steve Egerer PVideo Tele.com Charles VanDusen Jim DiM. P

ROLL CALL - VSIF Associate Members (3)

Member Company/Individual

Principal Representative

Present/Absent

Evertz Eric Fankhauser AGrass Valley Telecom Matt Miller ASteve Storozum -same- P

ROLL CALL – VSUG (2)

Member Company Principal Representative Present/Absent

FOX Television Richard Friedel A

State of Georgia Roger Hatcher A

Minutes of October 2000 Meeting

• Minutes provided by email to all Principal Representatives prior to meeting

• Call for alterations• Vote to approve

Officer’s Report

• Report provided by email to all Principal Representatives prior to meeting

• Call for questions• No action required

Director’s Report

• Report provided by Pierre Costa• Call for questions• No action required

Financial Report (no action)Jan-Aug 2001 Fcst

Retained Y2K Earnings 122294 122294

Income

Dues & Reserves 85000 85000

VidTranS 51069 51069

Interest & Other 4016 5476

Total 140085 141545

Expense

Moderator Services (80471) (109472)

Website (5119) (5919)

Insurance (3000) (3000)

VidTranS (41830) (65150)

Miscellaneous (104) (504)

Total (130524) (184045)

Net Profit (Loss) 9561 (42499)

Equity 131855 79795

VSF 2002 BudgetObjectives

• Maintain Existing Activity Level– No significant program increases/decreases

• Rebuild cash reserve to $100K– EOY 2002, net of any early 2003 dues

VSF 2002 BudgetAssumptions

• Dues at 2001 level• More cost-effective use of moderator services• Bring VidTranS close to break-even• No significant increase in other expenses

VSF 2002 Budget Pro-FormaIncome

Dues 98,500$

Interest 3,290$

101,790$

Expenses

Moderator Services (61,000)$

Web Site Hosting (3,600)$

Insurance (3,000)$

VidTrans (Net) (1,755)$

Miscellaneous (1,340)$

(70,695)$

Contribution +/- 31,095$

VSF 2002 Budget

• Vote to Approve

Unfinished and New Business

• New Business proposed by VSF Board– Bylaws changes– Proposed bylaws changes provided by email to all

Principal Representatives prior to meeting

Proposed Bylaws Changes1. Voting by proxy

– One Member can act as proxy for another2. Lengthening Board of Directors term to two years

– Staggered so that no more than 50% of board is up for election per year3. Conducting VSF business by email or web postings

– Helps focus in person meetings on core issues4. Authorizing Board of Directors to make bylaws changes

– Changes would require more than 2/3 majority5. Clarifying definition of a “Member”

– Members would be “entities” (individuals, firms, or corporations)

Other Unfinished and New Business

• Notification of replacement of Vice President– Current VP, Amanda Pappas, cannot complete term– VP replacement, Jerry White, has agreed to stay for

remainder of term– No action required

• Call for items from the floor• Discussion of items (if any) and action

2002-3 Board of Directors Election• Process

– Voting is by written ballot unless calling in– Only paid-in-full Members or Associate Members may vote– Each Member and Associate Member has one vote for each of the six

open seats• Three votes for VSPF seats• Two votes for VSIF seats• One vote for VSUG seat

– Only Members or their representatives may be nominated for election, one per “entity”

• Not Associate Members– If same number of nominees as seats in a category, defacto election

results

NomineesCandidate Member CategoryTenzin Khangsar Invidex VSPF

Pierre Costa SBC VSPF

Greg Davey Bell Canada VSPF

Jeff Hartung WCG – VYVX VSPF

Laurie Fisher Artel VSIF

Stan Moote Leitch Technologies VSIF

Richard Friedel FOX VSUG

Roger Hatcher State of Georgia VSUG

Call For Election

• 2002-3 Board of Directors– VSPF

• Greg Davey – Bell Canada• Pierre Costa - SBC• Jeff Hartung – Williams VYVX

– VSIF• Stan Moote - Leitch• Laurie Fisher - Artel

– VSUG• Richard Friedel - FOX