Governing Board Completed

Governing Board Meeting - April 14, 2026

7:00 PM Virtual (Zoom)
23/31 Towns
39 Present
23 Voting
12 To Pass
Yes Quorum

Documents

Table of Contents

Call to Order

F. X. Flinn called the meeting to order at approximately 7:05 PM.

Attendance and Introduction of Guests

Jeff Brand conducted the roll call. With 23 towns represented, a quorum was confirmed. Guests included Dan Childs (Treasurer), Cliff Rankin, Liane Allen, Corey Klinck, Joe Canavan, and Al Iuppa from VISPO, and Evan O’Brian from GWI.

Changes to Agenda

No changes to the agenda were requested.

Public Comments

None.

Approval of Minutes from March 10, 2026

Dan Leavitt noted a reference to the town of “Thompson” that should be corrected to “Topsham.” Jeff Brand confirmed this correction had been made everywhere except in the packet. Ken Parrot mentioned another correction regarding Irv’s motion, which Jeff Brand confirmed had also been fixed. The minutes were adopted by unanimous consent without objection.

Operator’s Report: Operations, Marketing, Construction

Al Iuppa, chair of the VISPO board, introduced the report and turned the presentation over to Liane Allen, Corey Klinck, and Cliff Rankin.

Marketing and Operations Report

Liane Allen presented a comprehensive marketing and operations update:

Marketing Initiatives:

  • AI data extraction from over 19,000 premises is complete, creating a searchable database for project planning
  • Drops grant work is progressing with coordination between VISPO, F. X. Flinn, and Jeff Brand for automation
  • First round of door hangers was successful; new ones arrived and will go out with crews
  • Plans to engage board members in door-to-door outreach in their towns
  • Community events identified: Randolph Kids Fishing Derby and Quechee Balloon Festival
  • Valentine’s Day social media posts by board members resulted in increased subscriptions
  • New advertising featuring real Vermonters instead of stock photos
  • Yard sign program with QR codes offering $50 bonuses for successful referrals
  • Truck wrapping planned due to maintenance issues with magnets
  • Successfully added ECFiber to ChatGPT search results

Website Improvements:

  • Added banner for monthly specials and outage announcements
  • Added financial assistance information to reduce churn from payment issues
  • Improved contact information visibility
  • Enhanced QuickPay portal access for disconnected customers

Installation Statistics:

  • March: 90 new and remote installs (target was 70), 36 disconnects, 54 net additions
  • April numbers on track to exceed March
  • Most disconnected customers return within weeks

Repairs and Maintenance:

  • New battery mailing program dramatically reduced truck rolls, saving $8,600 with 86 battery replacements
  • April: 26 batteries mailed, saving $2,600 in truck rolls

Jerry Ward asked about the yard sign program mechanics. Liane Allen explained that installers offer signs to new customers, and the QR codes and custom URLs help track referrals for the $50 bonus program.

Clare Holland inquired about technical support resources for customers with older equipment affecting their speeds. Liane Allen acknowledged this need and mentioned plans for FAQs, videos, and proactive outreach, with Ian Sears volunteering to help create instructional videos.

Construction Updates

  • Topsham build complete, final FAPs almost done
  • LuckGrove auditing scheduled for Windsor (starting Thursday), then Corinth
  • Corinth construction complete, splicing started, expected to go live mid-May due to recent outages and delays
  • Chelsea extensions into Washington expected to go live around June 1st

F. X. Flinn provided context on LuckGrove as a Syracuse-based company hired by the Vermont Community Broadband Board to audit construction work before final reimbursements. He also explained Washington’s unique geography, with ECFiber serving the east side of a ridge while NEK Broadband and DV Fiber serve the west side.

Ken Parrot suggested providing acronym definitions for new delegates. F. X. Flinn noted that resources including a glossary are available in the Google Drive.

John White asked about staffing levels and future router requirements related to national security legislation. Liane Allen confirmed full staffing for outside plant and install teams and expressed “cautious optimism” about potential changes to router requirements. Kevin Perron and John Powell were appointed to a committee to report on this issue by the October meeting.

Network Operations Report

Corey Klinck presented detailed outage statistics for the first 100 days of VISPO operation, providing significantly more detail than previous operator reports.

Key Statistics:

  • Overall uptime: 99.9%
  • Mean time to repair: weighted by customer count under 2 hours
  • Median time to repair: 7 hours

Major Outages:

  • March 30th: 10-15 minute outage affecting all customers due to battery capacity issues in Royalton (generated 3,000 calls)
  • Earlier outage affecting Thetford and northern towns due to repair work taking out both feeds

Analysis and Improvements:

  • Most outages were self-inflicted and lessons have been learned
  • Battery capacity issues resolved
  • Working on improved redundancy to prevent single points of failure
  • Tracking various outage categories for trend analysis

F. X. Flinn praised the uptime statistics, noting that three nines is excellent for a rural residential fiber network. He emphasized that major outages were learning experiences that won’t be repeated.

Board members commended the professional approach and level of detail in the reporting. Chris Noble cautioned against over-engineering the reports and suggested feedback be channeled through appropriate channels (district officers to VISPO board). Al Iuppa emphasized focusing on trends rather than granular details.

Ken Parrot asked about returning to regular monthly operator reports. Liane Allen confirmed they’re working on automation to provide reports a week ahead of meetings, hoping to implement this for the next meeting.

Financial Report

Cliff Rankin presented the financial report for the first two months of 2026.

Audit Update:

  • 2025 audit nearly complete, due to bondholders in about 2 weeks
  • One remaining item regarding Waterman Road lease capitalization
  • On track for timely delivery of audited statements

Financial Performance (February 28, 2026):

  • Monthly recurring revenue: $1.125 million (on target with budget)
  • Operating income: $811,000 (just shy of debt service requirements)
  • Cost of goods sold running high at 30% of service revenue (should be 11%) due to transition costs
  • Personnel and operating expenses slightly above budget, expected to improve

Cash Position:

  • Unrestricted cash: $6 million (increase of $1.4 million from December)
  • $300,000 from operations, $1.1 million from grant reimbursements
  • Total cash position: $10.5 million ($4.5 million restricted for bond service)

Balance Sheet Highlights:

  • Total assets: nearly $78 million
  • Bonds payable: $63 million
  • Accumulated surplus: $11.5 million

F. X. Flinn asked Cliff to explain non-cash expenses, particularly depreciation. Cliff explained that approximately $425,000 in depreciation and amortization represents write-offs of network investments over 5-40 years, not actual cash expenditures.

Dan Leavitt praised Cliff’s work, noting this was the first comprehensive financial report in over two years. Jerry Ward asked about transition costs, which Cliff confirmed are ongoing and will continue to appear in future reports.

Dan Childs reported that the transition from Sage to QuickBooks was completed January 29th, providing a full accounting system after 10 weeks of work to close 2025 and catch up on 2026.

F. X. Flinn explained the district’s financial structure, praising Dan Childs’ work managing the complex flow of funds between customer accounts, bond trustees, and various operational accounts. Both Dan Childs and Cliff Rankin described their improved systems and controls for money movement.

Chair Report

F. X. Flinn reported on the Affordable Long Drop Program, expecting to receive a contract this week or early next week. The $3 million grant will connect 750 customers who can’t afford connection costs, targeting homeowners with home site values under $500,000 who file HS-122 tax forms. The district has identified 681 previous customers and nearly 7,000 potential addresses for the program.

F. X. Flinn praised the team’s communication and execution capabilities, noting significant improvements in coordination with contractors.

Irv Thomae moved that an executive session was necessary to discuss contractual matters, seconded by David Webb. F. X. Flinn moved to enter executive session, seconded by Chris Noble. The motion was adopted by unanimous consent. All delegates, alternates, treasurer Dan Childs, and VISPO board and staff members (Liane Allen, Corey Klinck, and Cliff Rankin) were invited to participate.

The Board returned to open session with no actions taken and nothing to report from the executive session.

Adjournment

F. X. Flinn declared the meeting adjourned.

Attendance Record

Barnard Represented
NameRolePresentVoting
Dan LeavittPrimary
Patrick KellAlternate
Richard LancasterAlternate
Bethel Represented
NameRolePresentVoting
Matthew WashburnPrimary
Ian StewartAlternate
Bradford Represented
NameRolePresentVoting
Randy TanenhausPrimary
Ryan LockwoodAlternate
Steven WilliamsAlternate
Braintree Not Represented
NameRolePresentVoting
Joshua FerrisPrimary
Brookfield Represented
NameRolePresentVoting
Dan O'BrienPrimary
Bryce BatchmanAlternate
Chelsea Not Represented
NameRolePresentVoting
Jonathan MaierPrimary
Arthur EdersheimAlternate
Robert BrannanAlternate
Corinth Represented
NameRolePresentVoting
Ed ChildsPrimary
Dick KelleyAlternate
Fairlee Represented
NameRolePresentVoting
Denis LambertPrimary
Peter BergerAlternate
Granville Represented
NameRolePresentVoting
Richard PoolePrimary
Bruce HydeAlternate
Hancock Not Represented
NameRolePresentVoting
Scott GillettePrimary
Dan PereraAlternate
Hartford Represented
NameRolePresentVoting
F. X. FlinnPrimary
Bob MerrillAlternate
Jeff BrandAlternate
Newbury Represented
NameRolePresentVoting
Chip ConquestPrimary
Norwich Represented
NameRolePresentVoting
Irv ThomaePrimary
Robert GereAlternate
Pittsfield Not Represented
NameRolePresentVoting
Dianne DeutschPrimary
Pomfret Represented
NameRolePresentVoting
Alan GrahamPrimary
Betsy RhodesAlternate
Eric JahnAlternate
Randolph Represented
NameRolePresentVoting
Jerry WardPrimary
CJ StumpfAlternate
Ian SearsAlternate
Reading Represented
NameRolePresentVoting
Gerry MarlettaPrimary
Kevin McFarlandAlternate
Tim WhitehouseAlternate
Rochester Represented
NameRolePresentVoting
John WhitePrimary
Royalton Represented
NameRolePresentVoting
Chris NoblePrimary
Ken AltonAlternate
Sharon Represented
NameRolePresentVoting
Dave KaronPrimary
Clare HollandAlternate
Stockbridge Not Represented
NameRolePresentVoting
Joshua TrudeauPrimary
Strafford Represented
NameRolePresentVoting
Stephen WillbanksPrimary
Andy BehrensAlternate
David WebbAlternate
Thetford Represented
NameRolePresentVoting
Jim MaslandPrimary
Kevin PerronAlternate
Tom MonegoAlternate
Topsham Represented
NameRolePresentVoting
Rob RinaldiPrimary
Peter KeeneAlternate
Prentis PrattAlternate
Tunbridge Not Represented
NameRolePresentVoting
Henry SwayzePrimary
Vershire Not Represented
NameRolePresentVoting
James Nate ThamesPrimary
Washington Represented
NameRolePresentVoting
Erika ButlerPrimary
Sandy EdmondsAlternate
West Fairlee Not Represented
NameRolePresentVoting
Stephen AtwoodPrimary
Alan MoatsAlternate
West Windsor Represented
NameRolePresentVoting
Ken ParrotPrimary
Chris NesbittAlternate
Windsor Represented
NameRolePresentVoting
Michael RicePrimary
Christopher GouletAlternate
Colin MoonAlternate
Woodstock Represented
NameRolePresentVoting
John PowellPrimary
Chris MillerAlternate
Delegates Present: 39
Delegates Voting: 23
Towns Represented: 23
Member Towns: 31
Votes to Pass: 12
Quorum: Yes

Ex-Officio Members

Non-voting members attending by virtue of their office.

NameTownRole
Dan ChildsBrookfieldTreasurer ex-officio · non-voting

Guests

  • Al Iuppa (VISPO)
  • Cliff Rankin (VISPO)
  • Corey Klinck (VISPO)
  • Evan O'Brian (GWI)
  • Joe Canavan (VISPO)
  • Liane Allen (VISPO)