GDC recommends this By-Law change - Painting and Decorating ...

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Painting
an nd Decor rating Coontractoors
of Ammerica
Annual Membersh M hip Meeting
Ma arch 6, 20 013 • St. Louis Misssouri
DRAFT D AGENDA
Call to Ord der
Appointment
of Serg geant at Ar rms
Pledge of Allegiance A
Invocation n
Credential l Committe ee Report & Quorumm
Confirmaation
Anti‐Trust Policy Ack knowledge ement
Approval of o Agenda
Approval of o 2012 An nnual Mem mber Meetiing
Minutees
PDCA Chai ir Address
CEO Repor rt
Membersh hip Report
Treasurer’ ’s Financial
Summary y Report
Governanc ce Commit ttee Repor rts
Policy Alignment
Committee C e
Educatio on Foundation
AERF Fu und Report t
Standards Committe ee Report
Governme ent Documents
Comm mittee Repport
Bylaw Amendmen A nt Submissi ions
Resolution ns Committee
Report t
Nominatin ng Committee
Report t and Annoouncemennt
of New OOfficers
Exchange of Gavels and a New Chair C Addreess
Good of th he Order
Adjournment
1

2012 PDCA BOD CONTACT LIST
REGION TERM * FIRST NAME LAST NAME Company Contract License Number License Expiration Date Date Paid Through (PDCA Dues) Payment Plan
EAST 2014 Rob French Ed French Painting Not Required NA 12/31/2013 Annually
EAST 2014 Michael Walker Walker Paint Co., Inc. Not Required NA 12/31/2013 Annually
EAST 2013 Rich O'Neil Masterwork Painting and Restoration Not Required NA 12/31/2013 Annually
EAST 2013 Carl Postupak Postupak Painting Co. Inc. Not Required NA 12/31/2013 Annually
CENTRAL 2014 Ken Palazzo KC Paint Company, Inc. Not Required NA 2/28/2014 Annually
CENTRAL 2014 David Ryker David A Ryker Painting Company, Inc Not Required NA 12/31/2013 Annually
CENTRAL 2013 Tony Severino Professional Painters Not Required NA 9/30/2013 Monthly
CENTRAL 2013 Pete Wirtz Pete the Painter, Inc. Not Required NA 10/31/2013 Annually
WEST 2014 David Ayala United Pro Painting CA - 276147 3/31/2014 12/31/2013 Annually
WEST 2014 Bill Shoning Shoning Contracting 33838 3/31/2014 12/31/2013 Annually
WEST 2013 Darylene Dennon Solid Energy, Inc. WA - SOLIDEI011N8 4/28/2013 9/30/2013 Monthly
WEST 2013 A. Steven Nagelmann Nagelmann Painting & Decorating CA - C33 440592 7/31/2013 1/31/2014 Annually
NA 2014 Bruce Schneider Purdy/Bestt-Liebco Not Required NA 12/31/2013 Annually
PP 2013 Doug Hampton Wilson and Hampton Painting 144226 10/31/2012 12/31/2013 Annually
2

Appendix B
PDCA Antitrust Policy Statement
1. Neither the Painting and Decorating Contractors of America nor any committees, section
or activity of PDCA shall be used for the purpose of bringing about or attempting to bring
about any understanding or agreement, written or oral, formal or informal, expressed or
implied, among competitors with regard to prices, fees or rates, terms or conditions,
territories or customers. Discussion of such matters by PDCA members is specifically
prohibited.
2. No PDCA committee, section, chapter, or council shall undertake any activity which
involves exchange or collection and dissemination among competitors of any information
regarding prices, fees or rates, methods of computing same, or sales without first
obtaining advice and approval of PDCA legal counsel.
3. No PDCA activity or communication shall include any discussion which might be
construed as an attempt to prevent any person or business entity from gaining access to
any market or to any customer or to prevent any business entity from obtaining goods or
services freely in the market place.
4. No person shall be unreasonably excluded from participation in any PDCA committee,
section, chapter, or council where such exclusion may significantly impair such person’s
ability to compete effectively in the coatings application industry, nor shall any PDCA
activity or communication include any discussion which might be construed as an
agreement or understanding to refrain from dealing with any supplier of materials,
equipment, services or other supplies.
5. All joint research programs and statistical reporting activities if any, conducted through
PDCA or a PDCA committee, section, chapter, or council thereof shall be first approved
and thereafter monitored by PDCA legal counsel. All such information should be
distributed to all members.
6. PDCA members shall not participate in the preparation and dissemination of fee or price
lists. Any violation of this rule shall result in immediate expulsion. PDCA members
should contact PDCA CEO or legal counsel upon receiving knowledge of any
government investigation of PDCA activities. The general policy of PDCA with regard
to such investigations, however, is one of cooperation.
7. Finally, all PDCA members are expected to comply with these guidelines and PDCA
Antitrust Policy at all times and especially during informal discussions wherever they are
held.
39
3
Approved Policy February 6, 2010

Painting P g and Decorating
Conntractorrs
of Ammerica
ANNUAL
MEMBERS’
’ MEETINNG
8:30 AM · Wedn nesday, Feb bruary 22, 20 012 · Planeet
Hollywoodd
Hotel · Las
Vegas, NVV
DRAFT ME EETING MINUTES
Call to Order: O PDCA
Chair Dar rylene Denno on called thee
meeting too
order at 8:333
am.
Appointm ment of Ser rgeant of Ar rms: Tony Severino S served
as Serggeant
of Armms.
National l Anthem an nd Pledge of o Allegianc ce: Diana WWayson
sang the Star Sppangled
Banner
and O Ca anada (as pe er Policy)
Invocatio on: Dough Hampton, PDCA P Board of Directorss
and PDCA A Past Presiddent
Credential
Committ tee Recomm mendations s & Quorumm
Confirmatiion:
Chair DDennon
announced
a Quorum m is present t as per PDC CA Bylaws and
all membbers
in attendance
are
credentia aled.
Anti-Trust
Policy Ac cknowledge ement: PDC CA Counsell
Jim Andersson
reviewedd
the specifics
of
the PDCA A Anti-Trust Policy.
Agenda Approval: Mark Casale
PDCA Member
movedd
to approvee
the agendaa,
Paul Coreey
PDCA member
seco onded, all vot ting aye. MO OTION PASSSES
Approva al of 2011 Annual
Member
Meeting g Minutes: Mark Casalle
moved to approve thee
Agenda, Carol Adkin ns seconded,
all members
voting ayee.
MOTIONN
PASSES
Chair’s Address: A Chair C Darylen ne Dennon provided p an address to tthe
memberrs
that includded
thank you's
to all leaders
and me embers for th heir support t of the advaancement
of PDCA.
Membership
and CE EO Report: PDCA CEO O Richard GGreene,
provvided
a brief report on PDDCA
accompli ishments and
related to 15% increas se in membeership
from 1,754 at thee
end of 20122
to
2,029 at the end of 2011; 2 ending g an 11 year slide in net membershipp.
Mark Cassale
added bbrief
report on n the Standa ards Committ tee
Treasure er and Finance
Commi ittee Report t: Pete Wirttz
provided a financial reeport
to the
members s that include ed an Invest tment update.
.
Governa ance Comm mittee Repor rts:
Policy P Alignment
Comm mittee: Stev ve Nagelmannn,
Committtee
Chair, prrovided
a repport.
Boys B Scouts s of America a Committe ee Report: CCarl
Postupak,
Committtee
Chair, gaave
a
brief
report of f the accomp plishments of o the Boy Sccouts
Commmittee
and thhanked
the
members m of the t committe ee.
Pagge
1 of 3
4

Education Foundation Report: Dave Jones, Foundation Chair, provided a brief report.
AERF Scholarship Fund Report: Carol Adkins, Fund Chair, provided a brief report.
Resolutions Committee Report: Dave Ryker, Committee Chair, introduced the committee
members and reviewed the read the resolution as presented.
Governance Committee Report and Bylaws Amendment Submissions: Darylene Dennon,
GDC Interim Committee Chair introduced the six proposed changes to PDCA Bylaws:
PROPOSAL 1: Proposed language changes to Article 4.1 Councils: Pete Wirtz moved to
approve the changes as submitted, Paul Corey seconded. During discussion, Doug Hampton
moved to vote on each item individually, Jim Knight seconded, the body approved the
amendment to the original motion.
Article IV.1 (A): Adds “geographical boundaries” language to establishment of Councils.
Body approved the language with a two-third majority approval. MOTION PASSES
Article IV.1 (E): Adds language minimum membership requirements to Councils. Body
approved the language with a two-third majority. MOTION PASSES
Article IV.1 (H): Adds language requiring Council membership based on geography.
Body does not approved language; two-third majority not met. MOTION FAILS
Article IV.1 (J): Adds language exempting Unions from Council minimum standards.
Body approved the language with a two-third majority. MOTION PASSES
PROPOSAL 2: Proposed language changes to Article 4.2 Chapters: Adds language for
Councils to designate Chapter boundaries, sets minimum chapter membership requirements,
outlines revocation of Chapter charters, exempts Union Chapters from minimum standards.
Paul Corey moved to approve the changes as submitted, Terry Miller seconded. During
discussion, Doug Hampton moved to vote on each item individually, Joe Lombardo seconded,
the amendment motion failed. The Body approved the original motion with a two-third majority.
MOTION PASSES
PROPOSAL 3: Article V Title Change: Changes the title heading to “Special Interest Groups
(Forums)”. Judy Satterlee moves to approve the changes, Scott Lollar seconded, Body
approves changes with a two-third majority. MOTION PASSES.
PROPOSAL 4: Changes to Article V.1: Clarifies Forum BOD and PDCA BOD concurrence to
approve of forum policy. Scott Lollar moved to approve the changes, Mark Casale seconded,
the Body approved the motion with a two-third majority. MOTION PASSES.
PROPOSAL 5: Changes to Article V.3: Clarifies Forum BOD and PDCA BOD concurrence to
dissolve forums. Scott Lollar moved to approve the changes, Judy Satterlee seconded, the
Body did not meet the two-third majority to approve. MOTION FAILS.
PROPOSAL 6: Changes to Article V.4: Allows International Members membership in
Forums. Steve Nagelmann moved to approve, Scott Lollar seconded, the Body approved the
motion with a two-third majority. MOTION PASSES.
Page 2 of 3
5

Nominating Committee Report: Joe Lombardo, member of the nominating committee, gave a
report and announced results of the BOD vote for Officers. The 2012 Officers are Dave Ayala,
Chair; Dave Ryker, Vice Chair; Darylene Dennon, Treasurer. Doug Hampton swore in the new
Officers and new BOD members: Rob French, Michael Walker, Ken Palazzo, Bill Shoning.
Exchange of Gavel and Chair Address: Chair Dennon made a brief statement thanking the
current BOD for their support and wishing PDCA success in the future. She then gave the
PDCA Gavel to incoming Chair, Dave Ayala. Chair Ayala made a brief statement that included
thanks to the outgoing BOD members; Joe Lombardo, Carol Adkins, Steve Hester, Karen
McClain.
Good of the Order:
Brandt Domas provided a brief report on the RRP initiative, invited members to the
Commercial Forum Conference in Chicago on June 13, and mentioned the retirement of
long time Executive of the PDCA Chicago Council, Rich Volmer.
Carol Adkins announced the winner of the AERF 50/50 raffle.
Carol Adkins announced the winner of the PWP 50/50 raffle
Adjournment: Meeting was adjourned at approximately 12:45 pm.
Next Meeting: March 6, 2013 in St. Louis, MO
Page 3 of 3
6

CEO Upd date for the 2013 PDCA Annual A Mem mbership Meeting
Reported d by 2009 St trategic Plan n Componen nts
MEMBERSHIP:
Memb bership grew by b 3.5% in 20 012 after a sligght
increase oof
.5% in 2011.
This uptickk
in
membership
comes at the end of at t least 11 yea ars of decline (2000‐2010). . Membership
recruitmennt
was
supported d by the Natio onal Champio ons continuing
to distributte
the Free Trrial
Membership
applicatioons.
The on‐lin ne application n was re‐desig gned and now w includes ann
option to loccate
and join the local PDCCA
unit. Me embership recruitment
eff forts in 2013 will be focuseed
on membeership
engageement
at the local
level. A Unified U Suppo ort Effort (USE E) is a pilot pr roject being trried
in 4 Counncils
in the Ceentral
Region.
It is
designed to provide stronger
recrui itment and ad dministrativee
support by PPDCA
Nationaal
and is fundeed
by
a simplifie ed dues structure
offsettin ng the cost of f a regional cooordinator.
COMMUN NICATIONS: PDCA P Nationa al continues to t improve annd
streamlinee
communications
for
members.
In 2012, Encore
was crea ated as a blac ck and white printed summmary
of important
membeership
messages s for those me embers witho out access to the internet. The Mondayy
edition of Inndustry
Briefss
concluded d a successful
first year res sulting in add ditional revenue
of approxximately
$23,0000.
A
membership
communi ication module
was added d to the website
to help local
units imprrove
their
communication
capabilities
to their r respective unit u memberss.
The Get Smmarter,
Get Beetter,
Get Bussiness
marketing g theme was adopted for the t 2013/201 14 fiscal yearss.
UNIT SUP PPORT: Mont thly leadershi ip conference e calls continuued
in 2012. Leadership toools
added too
the
website in ncluded office er job descrip ptions, “how to’s” t on creatting
successfuul
chapter meeetings,
a videeo
presentat tion from the South Jersey y Chapter of PDCA P profilingg
a successfull
chapter meeeting
along wwith
other info ormation desi igned to supp port successfu ul events at thhe
local level.
In addition, , a new Operaation
Information
Update (O OIU) form was s submitted by b a leadershiip
task force, approved byy
the BOD,
distribute ed to local uni its for comple etion and retu urns compiledd
for review bby
the BOD. The informattion
collected allows PDCA National to submit s accura ate informatioon
to the IRS for maintenaance
of the
umbrella non‐for‐profi it tax designation
and to evaluate
local units that neeed
additionaal
attention annd
support. PDCA will co ontinue leadership
training g and engagemment
efforts in 2013.
PARTNER RSHIPS: The three
Nationa al Champions continued thheir
support oof
PDCA in 20012.
Also in 2012,
3M Comp pany raised th heir commitm ment to PDCA and became a Partner levvel
member. The numberr
of
National Associate A members
grew by b 5%. These e key relationships
amountt
to nearly 300%
of overall PDCA
revenue. PDCA Memb bers are regularly
reminded
and encourraged
to use tthese
vendorrs
and supplieers
as
much as possible. p Rec cruitment foc cused on grow wing national associate meembers
continues
in 2013.
ADVOCAC CY: PDCA con ntinues to join n with the Re eal Estate Rouundtable
to mmonitor
changges
and additions
to the EPA A RRP ruling.
EDUCATIO ON: PDCA National
applie ed extensive manpower too
the buildingg
and complettion
of an
improved Contractor College C delive ery and class attendance a trracking
systemm.
Included iin
this was a much
improved accreditation n processing component that t allows suubmitting
members
to commplete
the whhole
accreditat tion application
on‐line; making m the acc creditation appplication
proocess
far morre
simple and
easy. Add ditionally, Clic ckSafety has been b added to
Contractor College for mmembers
to pprovide
safetyy
training to o their emplo oyees on‐line along with 40 0 new best prractices
businness
classes. PDCA continnues
to produc ce the monthly
webinar se eries that is no ow attractingg
more than 1100
registrantts
each monthh.
2012 Expo o in Las Vegas s was a very successful s eve ent; looking fforward
to annother
great eevent
in St. Loouis
in 2013. The T PDCA Industry
Standar rds continue to t evolve with
review twoo
Standards inn
2012 and
possible development
d
of two new Standards S in 2013. 2 Promottion
of membber
engagemeent
and
participat tion will be th he education focus f in 2013 3.
7

Paid Mem
Current M
TOTAL T YTD
MEMB BERSHIP
mbers (paid th hrough today and
forward) 1,81
Members (ou utstanding invoic ces; not dropped d)
TOTAL PAID
MEMBER RS
1
1
Free Trial
Member National N Cham mpion Progr
Free Trial
Member Council/Chap
pters/Nation
TOTAL FTM M
TOTAL HO
2
ram
nal 1
3
ON. MEMBER RS 3
161
144
305
46
MEMBER RSHIP PROSP PECTS
Review Members M (Dro opped; 12 mont ths rolling back) 3355
Past Mem mbers (Dropped;
24 months rolling
back 3 years) 1, ,327
On‐line Prospect P Members
(2011 1)
1, ,143
APC Pros spect Members
500
TOTAL L PROSPECT NEW MEMB BERS 33,325
4
TOTAL
POSSIBLE CONTACTS
New/Dro op Stats
Recruited
by National
Recruited
by Units
New 201 12 Members
Dropped Members
Reinstate es
On‐Line Prospect P Conversions
TOTAL YTD D MEMBERS SHIP
367
48
415
396
49
149
1
Active me emberships with
universal ac ccess to all PDC CA benefits
2
Trial mem mberships as per
bylaws
3
Honorary y Members
4
Included in database; partial p and uniq que communic cations
2,181 1 DDecembeer
31, 20112
13
1 7
20122
YTD 20111
TOTAL VARIANCE
1,830
1,7764
2,1181
5,5006
20122
BDGT VARIANCE
1,6654
+ +66
2011 TOTAAL
+176
8

MEMBERSHIP BY CATEGORY
Actual 2011 YTD 2012
International 56 59
Member at Large Level 1 264 451
Member at Large Level 2 36 38
Member at Large Level 3 4 4
Member Level 1 770 642
Member Level 1 A (special $220) 87 156
Member Level 2 309 287
Member Level 3 107 104
Subtotal Contractor Members 1,633 1,741
Affiliate Member 21 17
Honorary 47 46
National Champions 3 3
National Associate Partners 1 2
National Associate Friends 7 11
National Associate 29 34
National Associate Level 2 10 10
National Associate Level 3 12 5
Past Service Member ($85) 9 7
Trial Member Level 1 38 0
Trial Member Level 2 1 0
Free Trial Membership 218 305
Subtotal Non Contractors 396 440
GRAND TOTAL 2,029 2,181
FORUMS
Commercial 55 51
Craftsmanship 57 52
Residential 122 113
Professional Women in Painting 61 79
9

ASSETS
Current Assets
Cash 162,446
Accounts Receivable 5,566
Other Current Assets 74,020
Total Current Assets 242,032
Total Fixes Assets 57,236
Current Reserve Investment Balance 1,127,798
Balance
12/31/2011
1,060,955
TOTAL ASSETS 1,427,066
LIABILITIES & EQUITY
Painting and Decorating Contractors of America
Balance Sheet
As of December 31, 2012
Current Liabilities
Accounts Payable 99,326
Current Liabilities 483,711
Total Current Liabilities 583,038
Total Equity 844,028
TOTAL LIABILITIES & EQUITY 1,427,066
10

REVENUES
Actual Budget % of Budget
Membership 711,111 730,946 97.29%
Communications 28,646 7,000 409.23%
Unit Support 66,019 29,000 227.65%
Partnerships 100,000 102,000 98.04%
EXPO 191,443 261,070 73.33%
Education 162,077 245,000 66.15%
Total Revenues 1,259,296 1,375,016 91.58%
EXPENSES
Painting and Decorating Contractors of America
Budget vs. Actuals: Final 2012 - FY12 P&L Classes
January - December, 2012 (100% of Budget)
Membership 203,229 209,437 97.04%
Communications 103,130 118,820 86.80%
Unit Support 140,783 108,327 129.96%
Partnerships 31,402 37,938 82.77%
EXPO 317,304 402,542 78.83%
Education 270,368 302,713 89.31%
Governance 179,732 194,515 92.40%
Total Expenses 1,245,948 1,374,292 90.66%
Net Income (Expense) from Operations 13,348 724
11

POLICY ALIGNMENT COMMITTEE
PAINTING & DECORATING CONTRACTORS OF AMERICA
_______________________________________________________________________
February 14, 2013
To: PDCA Board of Directors
From: Steve Nagelmann, Chair
Policy Alignment Committee (PAC)
Re: PAC Report
Directors:
In compliance with Policy 2.7,7, the PAC submits the following report on committee job
products:
2.A.i. Maintain BOD compliance with all BOD policies, and address issues of
non-compliance by the BOD or individual directors, if necessary.
In past years, the PAC procedure has been to send out various surveys to the Governance
Committees prior to any face-to-face BOD meetings. These surveys have been used in
monitoring compliance with policy and bylaws. Surveys have been sent out, and the
PAC has not found any issues of noncompliance with policy and bylaws at this time.
2.A.ii. Monitor CEO compliance with all applicable BOD policies, and, if
necessary, report any non-compliance to the BOD.
The PAC performed the annual direct inspection as mandated by policy. As
previously reported, there were no issues of noncompliance. The inspection took
place the day before the face to face meeting in October.
The current system of monitoring CEO compliance has been in review by a
special ad hoc committee appointed by Chairman Ayala. This committee has
developed a plan, and has presented it to the BOD in this board packet. Our past
system was never fully reviewed and systemized. Once new procedures are
adopted, the work of the PAC in this regard will be greatly simplified.
The PAC wishes to express appreciation to the BOD members for taking the time to fill out the
surveys and make constructive comment.
12

In regards to the direct inspection at headquarters, it is recommended that the BOD consider
allowing this procedure to take place via conference call, or other means instead of in the form of
a physical inspection. Minimizing the loss of time, the expense, and the disruption of normal
activity at the PDCA office may be beneficial.
Once again, I wish to express my personal appreciation to PAC members, and to BOD Chair
Ayala for their knowledge and insight that has helped make this important PDCA committee
function. It has been a pleasure to work with each of these fine people.
Yours in PDCA,
Steve Nagelmann, PAC Chair
13

Darylene Dennon
Solid Energy, Inc.
Chair, Ed Foundation
Date February 14th, 2013
PDCA EDUCATION FOUNDATION REPORT
The PDCA Education Foundation, a 501(c)(3), trustee’s have worked hard since Sept.
2012 to finalize and update the 2nd Amended Agreement regarding our obligations as
trustees and to modernize/update the original 1986 language without changing the focus or
purpose. Jim Anderson with our directive drafted a 3rd Amended version which I am happy
to say was approved and is currently ready to be signed by the trustees.
The new language changed the make up of he trustees from 3 elected Officers a
minimum of 5 and a maximum of 9 trustees with term limits. One trustee must be a PDCA
Board Director and the majority must be Active Contractor members with the remaining
open to all other PDCA categories. The Treasurer remains as the BOD’s liaison as defined
by PDCA Policy. The Trustees will then elect a Chair each year and appoint new Trustees
accordingly.
The 3 year term limit in place is the same as the Friedman Foundation (AERF) so that
there remains a consistency in seasoned Trustees remaining on the foundation while
other’s terms end and new trustees’ terms beginning. We have approved & appointed two
new Trustees at this time. One is an active contractor Mike Dudukovich, Howell & Howell
Painting Contractors Inc. and the other is an active associate member Keith Cornelius,
Wooster.
The Trustee’s agreed to transition the term limit process for the next three years,
meaning current officers will term off 2014, 2015 & 2016 and newly appointed Trustees will
come on, one doing a 2 year term and one doing a 3 year term. It will be their choice. We
request a change be made in the PDCA Policy Appendix E and/or delete Appendix E
altogether since it isn’t necessary as it states both the AERF and Ed Foundation are their
own entities without PDCA BOD input.
Out next task is to consider utilizing a Grant Writing Service and/or hiring a part time
grant writer to seek potential grants that might be available to forward our Educational
Efforts both internally and to help us reach out to the community. We will begin our
fundraising efforts through other support besides our Associate Sponsor dollars. Though
they are greatly appreciated.
We have completed the following: 1) Education Foundation Summary 2) Grant
Application request Form 3) Grant review criteria 4) Grant Review Committee 4) 3rd
Amended Document
I want to thank the other Trustees, Dave Ayala and Dave Ryker for their active role for
the Education Foundation. I also want to thank Richard Greene and Beth McDaniel for
14

their support and Jim Anderson, for his legal input. The PDCA Education Foundation is
now viable again.
Thank you!
15

A.E.Robert Freidman Scholarship Committee Report for 2012
Committee consist of Carol Adkins, Steve Scaturro, Steve Baggenstos, Mike Walker, Jim Stelzer.
Our committee was faced with the most applications for assistance with college than we have seen in
many years. We judged 20 applicants of which all were deserving of a scholarship. The way this is done
is that each committee person is mailed the applications and is provided a judge sheet. Each person
does he or she’s judging and then it is sent into National. The National office then registers each score
sheet and sends the final scores back to be discussed within committee. Our job was to narrow it done
to five potential recipients, which was no easy task. Our committee felt that we could give seven
scholarships away this year based on how well our investments had done and also the raffle ticket
proceeds from last year. We are proud to say that this was accomplished.
The scholarships that we provide to these well deserving individuals goes a long way, helping them
complete their education. Our committee would like to thank each contractor that submitted a letter
of recommendation for a student to apply for the scholarship. We incourage all of our members to get
more involved in this process and to continue to fund the program with donations, gifts and purchasing
raffle tickets at the expo or through your regional board member. The more tickets that are sold the
more scholarships we can give away each year and years to come.
I would like to thank each of the committee members for their time and commitment to this program.
Respectfully Submitted
Carol Adkins, Chair
A.E. Robert Freidman Scholarship Committee
16

Report of the Standards Committee
Bob Cusumano, Chairman
The committee has performed its five year reviews on standards P15 and P16 and updates
have been made. P14 is still undergoing substantial changes which are still being
discussed. The five year review of P17 will now be initiated.
Two new standards are currently under development. One standard addresses items that
are assumed not to be part of the scope of work unless specifically listed in the
specifications. This would include items such as acoustical tile and grid, fencing and
gates, mechanical ducts, pipes, conduit and equipment, metal flashing that is only visible
on the roof.
The other standard deals with customer expectations when partial refinishing and
painting is performed such as when doing insurance work. It will deal with issues such as
varying number of coats on the same surface will yield a different appearance and that
certain finishes when aged have a different appearance than new finishes.
17

GDC does not recommend this By‐Law change
19

GDC does not recommend this By‐Law change
20

Appendix H
Submission for Policy, Bylaw, or Agenda Item
Submitted by Category Review Task Force, Darylene Dennon, Judi Ricci, Jeff McGinley,
Ken Sisco, Rob French and Carl Postupak
Date Submitted November 16 th , 2012
On behalf of PDCA Category Review Task Force
Proposed policy/bylaw language, with relevant existing policy/bylaw, or agenda item for
action:
Article III – Membership Existing Language:
3.3 Affiliate members shall be companies, governmental bodies, or institutions other than
contractors, employing persons in connection with or incidental to the coating application
industry. Affiliate members may belong at the council, chapter, or national level or any
combination thereof. Affiliate members will not be eligible to vote or hold office.
Changed and new language: Add language in Red
3.3 Affiliate members shall be representatives of companies, governmental bodies, or institutions
other than contractors, employing persons in connection with or incidental to the coating
application industry. Affiliate members may belong at the council, chapter, or national level or
any combination thereof. Affiliate members will not be eligible to vote or hold office. shall not
be eligible to hold office other than that of Secretary or Treasurer of a council, chapter, or forum.
Local Affiliate members shall pay dues to respective councils, chapters, or forums.
3.3 Affiliate member
This language duplicates that of Associates
Solves
1. Affiliate involvement at local levels will increase
2. Provides more opportunities for the Affiliate member to be actively involved
Pro
1. It supports the Affiliates member at the local level
2. More opportunities for the Affiliate to be involved including leadership options
3. Affiliate members have the same opportunities as an Associate Member
4. It broadens our industry to increasing other partnering options.
Con
1. Associates my not see the value
2. Contractors may not see affiliates as being a part of leadership at the Council level.
Advantages
1. Affiliate Members will have more options at the local level they don’t have now.
2. Affiliate Members will be able to join leadership at local levels
3. Increases participation by our affiliate members that we don’t have now.
Disadvantages
1. The Task Force could see no disadvantage
21

GDC recommends this By-Law change
22

Appendix H
Submission for Policy, Bylaw, or Agenda Item
Submitted by Category Review Task Force, Darylene Dennon, Judi Ricci, Jeff McGinley,
Ken Sisco, Rob French and Carl Postupak
Date Submitted November 16 th , 2012
On behalf of PDCA Category Review Task Force
Proposed policy/bylaw language, with relevant existing policy/bylaw, or agenda item for
action:
Article III Membership 3.4 Associates Existing Language:
(c) Local Associate members shall be representatives of neighborhood, state, or
regional raw material suppliers, manufacturers, wholesalers, distributors, and dealers
in equipment, services, and materials of all kinds used in connection with or
incidental to the conduct of the coating application industry. Local Associate
members shall not be eligible to hold office other than that of Secretary or Treasurer
of a council, chapter, or forum. Local Associate members shall pay dues to
respective councils, chapters, or forums. Local Associate members may be
representatives of National Associate members as defined in 3.4, (b)
Changed and/or new language: Add language in Red
(c) Local Associate members shall be representatives of neighborhood, state, or
regional raw material suppliers, manufacturers, wholesalers, distributors, and dealers
in equipment, services, and materials of all kinds used in connection with or
incidental to the conduct of the coating application industry. Local Associate
members shall not be eligible to hold office other than that of Secretary or Treasurer
of a council, chapter, or forum. Local Associate members shall pay dues to
respective councils, chapters, or forums. Local Associate members may be
representatives of National Associate members as defined in 3.4, (b). Local Associate members
may have voting representation on their Council Boards.
3.4 Associate Member
The additional language adds updated language to coincide
Solves
1. What is happening anyway at the local level.
2. Coincides with existing language at the National level.
Pro
1. It supports the Associate member on local boards when they are directors and/or officers.
2. Associates more willing to step on boards to step up as officers.
3. Builds leadership for moving up to Council’s and/or National levels.
4. It broadens our industry and value.
Con
1. Councils may not see the value of Associates voting at the Council level.
23

Advantages
1. Associate Members have more options at the local level they don’t have now.
2. Associate Members will want to join leadership at local levels if they can vote.
3. Increases participation by our associate members that we don’t have now.
4. Shows we support their ideas and input.
Disadvantages
1. The Task Force could see no disadvantage.
GDC recommends this By-Law change
24

Appendix H
Submission for Policy, Bylaw, or Agenda Item
Submitted by Category Review Task Force, Darylene Dennon, Judi Ricci, Jeff McGinley,
Ken Sisco, Rob French and Carl Postupak
Date Submitted November 16 th , 2012
On behalf of PDCA Category Review Task Force
Proposed policy/bylaw language, with relevant existing policy/bylaw, or agenda item for
action:
Article III Membership Existing Language:
3.7 Industry Allies are those associations, agencies, and organizations, either domestic or
international, which serve various aspects of the construction industry. Each member will
designate one individual as its official representative. Industry Ally membership will be
held at the national level only. Industry Allies will not be eligible to vote or hold office Existing
Language:
Changed and new language: Delete
3.7 Industry Allies are those associations, agencies, and organizations, either domestic or
international, which serve various aspects of the construction industry. Each member will
designate one individual as its official representative. Industry Ally membership will be
held at the national level only. Industry Allies will not be eligible to vote or hold office Existing
Language:
Solves
1. Has no $$ amount to join at this level
2. Has no members and hasn’t had members for a decade or more
Pro
1. Eliminating a category we never use or can see using.
2. We form Partnerships and/or Alliances. This is outdated for the times.
Con
1. The Category Review Task Force could see none.
Advantages
1. Gets rid of a category never used.
Disadvantages
1. The Task Force could see no disadvantage
GDC does not recommend this By-Law change
25

Appendix H
Submission for Policy, Bylaw, or Agenda Item
Submitted by Category Review Task Force, Darylene Dennon, Judi Ricci, Jeff McGinley,
Ken Sisco, Rob French and Carl Postupak
Date Submitted November 16 th , 2012
On behalf of PDCA Category Review Task Force
Proposed policy/bylaw language, with relevant existing policy/bylaw, or agenda item for
action:
Article III Membership Existing Language
3.8 Honorary members shall be individuals voted as such by the membership at the
Annual Members’ Meeting who are either former Active members who were active on
the national level of the association and who have retired from the coating application
industry as a member in good standing at the time of retirement, or persons who have
performed conspicuous and meritorious service to the coating application industry
nationally or achieved distinction in the coating application industry. The names of
candidates being considered for honorary membership must be submitted to the
Resolutions Committee for review. Former Active members so conferred shall be entitled
to all the privileges as an Active member, except that they will not be eligible to vote or
hold office. Honorary members shall not be required to pay dues
Changed and new language: Add language in Red
3.8 Honorary members shall be individuals voted as such by the membership at the
Annual Members’ Meeting who are either former Active members who were active on
the national level of the association and who have retired from the coating application
industry as a member in good standing at the time of retirement or persons who have
performed conspicuous and meritorious service to the coating application industry
nationally or achieved distinction in the coating application industry. The names of
candidates being considered for honorary membership must be submitted to the
Resolutions Committee for review. Former Active members so conferred shall be entitledto all
the privileges as an Active member, except that they will not be eligible to vote orhold office.
Honorary members shall not be required to pay dues. Honorary members shall not pay dues and
will be entitled to all privileges as an Active member, except they will not be eligible to vote or
hold office.
3.8 Honorary Member
Solves
1. Cleans up the language for clarity.
Pro
1. Easily understood than deleted version.
Con
1. The Category Task Force found none.
Advantage was to clean up the language as it was written and saw no disadvantages
26

GDC does not recommend this By-Law change
Signatures on File at National:
Darylene Dennon
Jeff McGinley
Carl Postepak
Judi Ricci
Ken Sisco
27

Appendix H
Submission for Policy, Bylaw, or Agenda Item
Submitted by Governing Document Committee, Michael Walker, Mark Adams,
Bruce Baggenstos, Paul Corey and Carl Postupak
Date Submitted January 10, 2013
On behalf of PDCA Governing Document Committee
Proposed policy/bylaw language, with relevant existing policy/bylaw, or agenda item
for action:
Proposed Amendment to Article XII Dues.
12.4 Proposed changes on matters of dues must be communicated
to all members no later than one hundred twenty (120) days prior
to the next Annual Members’ Meeting or Special Meeting of the
membership at which the proposed changes are to be voted upon.
12.4 Membership dues for all categories of membership shall be
established by the BOD.
(a) Dues increases shall only be considered every two (2) years.
12.5Votes to adjust the dues shall be by a two-thirds (2/3) (4/5)
affirmative vote of the ActiveBOD members casting a vote,
provided that a quorum is present.
12.6 Dues shall be payable in the currency of the United States of
America.
12.7 Non-payment of dues shall be cause for termination of
membership.
12.8 Headquarters shall pass through all dues monies to councils,
chapters, and forums quarterly. If monies owed are more than one
hundred dollars ($100.00), then checks will be issued monthly.
GDC recommends this By‐Law change
28

Appendix H
Submission for Policy, Bylaw, or Agenda Item
Submitted by Governing Document Committee, Michael Walker, Mark Adams,
Bruce Baggenstos, Paul Corey and Carl Postupak
Date Submitted January 10, 2013
On behalf of PDCA Governing Document Committee
Proposed policy/bylaw language, with relevant existing policy/bylaw, or agenda item
for action:
II PROPOSED AMENDMENTS TO ARTICLE XIII GENERAL
MATTERS CONCERNING BYLAWS
13.3 Amendments.
(a) These Bylaws may be amended by a 2/3 vote of the BOD at a
vote taken at any regular or special meeting, held in person or
telephonically, where a quorum is present, or by mail or email
ballot by a 2/3 vote of the BOD members.
(b) Amendments to the Bylaws may be proposed by:
1. A BOD Member provided that two other BOD members
signed the proposed amendment.
2. The Governing Documents Committee.
3. Any council, chapter, forum, or Active member, provided that
five (5) Active members sign the proposed amendment.
(c) Amendments submitted to the Governing Documents
Committee, by any council, chapter, forum or Active member must
be in writing sent to the Secretary/ CEO of PDCA. BOD members
may propose amendments in person at a BOD meeting or by mail
sent to the Secretary/CEO of PDCA. Mail proposals submitted by
BOD members must contain the signatures of the two additional
29

BOD members seconding the Amendment. The Secretary/CEO of
PDCA will transmit GDC reviewed proposed amendments to the
BOD immediately upon receipt.
1. Proposed amendments shall be submitted on PDCA
Policy form Appendix H.
(d) The BOD vote on proposed amendments may be taken no
sooner than 20 days from the date that the proposed amendment is
transmitted to the BOD members by the Secretary/CEO of PDCA.
These Bylaws may be amended as follows:
(a) Amendments may be proposed by the BOD or the Governing
Documents Committee.
(b) Amendments may be proposed by any council, chapter, forum
or Active member provided that the signatures of five (5) Active
members are included.
(c)A vote on proposed amendments may be taken at an Annual
Members’ Meeting at which a quorum is present.
(d) Proposed amendments shall be submitted on PDCA Policy
form Appendix H and must be received by headquarters no less
than ninety (90) days prior to the Annual Members’ Meeting.
(e) The Governing Documents Committee shall submit with a
recommendation all 12 Approved February 22, 2012
properly received proposed Bylaws amendments to the
membership no less than forty-five (45) days prior to the date of
the Annual Members’ Meeting where the amendments will be
considered.
30

(f) Bylaw amendments may be approved at an Annual Members’
Meeting by a two thirds (2/3) affirmative vote of the Active
members casting a vote, provided that a quorum is present.
GDC recommends this By-Law change
31