Minutes

ITVS BOARD OF DIRECTORS 

MEETING MINUTES

March 8, 2025

Directors Present: Garry Denny (chair), Bathsheba Malsheen, Delida Costin, Peter Bratt, Sharon La Cruise (virtual), Lisa Cortés (virtual), Beth Curley (virtual), Linda Wei (virtual), Pat Aufderheide (virtual), Sharese Bullock-Bailey (virtual), Gita Saedi Kiely (virtual) 

Directors Absent: Malinda Maynor Lowery

Staff and Guests Present: Carrie Lozano, President & CEO; Van Soohoo, Controller; Jim Sommers, Senior Vice President of Content; Lisa Tawil, Vice President, Marketing & Communications, Janice Hui, Chief Operating Officer, Eric Martin, Senior Strategist, Justine Armen, Executive Coordinator.

CALL TO ORDER AND INTRODUCTIONS

Denny called the meeting to order at 9:01 a.m., introduced the members of staff and guests in attendance, and gave opening remarks.

QUORUM

Denny took roll call, noted that a quorum of the board was present, and declared the meeting open for the transaction of business.

APPROVAL OF MINUTES

La Cruise, Secretary, presented the minutes of the meeting of the Board of Directors held on November 9, 2024. Following discussion, on motion by Bullock-Bailey, seconded by Aufderheide, and carried unanimously:

It Was Resolved, the minutes of the meeting of the Board of Directors held on November 9, 2024 are approved.

FINANCE COMMITTEE REPORT

Cortés shared that the institution remains in excellent financial health. Soohoo concluded the finance committee report, sharing the spend out to filmmakers contracted in Q1 of FY25. 

AUDIT COMMITTEE REPORT

Soohoo reported that the FY24 audit report is delayed. An audit committee meeting will be scheduled upon delivery of the first draft of the report from the auditor. Denny noted the need for the board to vote on a resolution to pass the FY24 audit once it is complete.

PRESIDENT’S REPORT

Lozano reported on the successes achieved in Q1 FY25 including confirmed Indie Lens Pop-Up partners screening Independent Lens films in 47 states and ITVS / Independent Lens films at this year’s Sundance Film Festival and SXSW. She concluded by sharing about the Washington, DC Capitol Hill screening event for Independent Lens film Matter of Mind: My Alzheimer’s taking place March 11.

OPERATIONS REPORTS

Jim Sommers, Senior Vice President, Content, reported on the development program reset including the purpose and timing behind the reset, the decisions that have already been made, and next steps. Lisa Tawil, Vice President, Marketing & Communications reported on the ITVS website redesign and Independent Lens brand architecture. Tawil discussed the goals of the new ITVS website, and the progress of the Independent Lens rebrand.

ITVS FUTURE THINKING

The following persons gave presentations on ITVS Future Thinking: Carrie Lozano, President & CEO; Janice Hui, Chief Operating Officer; Jim Sommers, Senior Vice-President, Content; Lisa Tawil, Vice President, Marketing & Communications.

Lozano, Hui, Sommers, and Tawil presented ITVS’ risks and opportunities in a shifting marketplace and media landscape.

NEW BUSINESS

Denny opened up the meeting for discussion of any new business.

EXECUTIVE SESSION

All staff and guests left the meeting at this time, with the exception of Janice, Jim, Eric, and Lisa, who remained for the executive session. 

RATIFICATION OF PAST ACTIONS

Denny noted that the board has reviewed and considered all of the activities of the corporation and actions by its directors and officers since the last meeting of the board. Based on this review and consideration of the activities of the corporation and the actions of the officers and directors, upon motion made by Delida Costin, seconded by Bathsheba Malsheen, and carried unanimously:

It Was Resolved, that all of the known acts of the officers and directors of the corporation taken since the last meeting of the board on behalf of the corporation are adopted, ratified, and approved; and

Further Resolved, that the officers and directors of the corporation are authorized and directed to perform all such acts, deeds, and things and execute all such documents and other writings as may be required to give effect to the true intent of this resolution.

CONCLUSION OF EXECUTIVE SESSION 

At 12:35p.m., Denny announced the conclusion of the Executive Session, and invited the remaining staff and guests back into the meeting.

ADJOURNMENT

There being no further business, the meeting was adjourned by Denny at 12:35p.m.

___________________________

Sharon La Cruise, Secretary