Governing Board Meeting - July 14, 2026

Call to Order

F. X. Flinn, Chair, called the July 2026 regular meeting of the East Central Vermont Telecommunications District (ECVTD) Governing Board to order at approximately 7:03 PM ET. The Chair welcomed everyone, noting the hot and smoky conditions in Vermont and expressing hope for a cool and clear meeting.

A quorum was present, with 21 of the District’s member towns represented.

Attendance and Introduction of Guests

John Powell called the roll of delegates and alternates by town. Delegates, alternates and guests are in the attendance sheet below.

Irv Thomae asked the Secretary, as a matter of future convenience, to include the link to the meeting in the announcement about the packet, noting he regularly spends two or three minutes locating the meeting link and suspects he is not alone.

Changes to Agenda

F. X. Flinn requested to move up an item from the Chair Report — to receive advice of counsel — to be taken up immediately after the approval of minutes. Hearing no other requests for changes to the order of the agenda, the Board proceeded as amended.

Public Comments

Public comment was invited; no members of the public commented.

Approval of Minutes

a. June 9, 2026

The Chair asked whether there were any requests for changes, corrections, or modifications to the June 9, 2026 minutes. Hearing none, the minutes were deemed adopted by unanimous consent.

Executive Session — Advice of Counsel Motion 1 (statutory finding): On a motion by Irv Thomae, seconded by Dan Leavitt, the Board voted unanimously that premature general public knowledge would clearly place the public body at a substantial disadvantage pursuant to 1 V.S.A. § 313(1)(F). (~7:11 PM ET)

Motion 2 (enter executive session): On a motion by F. X. Flinn, seconded by Clare Holland, the Board voted unanimously to enter executive session at approximately 7:12 PM ET pursuant to 1 V.S.A. § 313(1)(F) to receive advice from counsel. The following persons were present during executive session: the members of the Governing Board, Treasurer Dan Childs, the members of the VISPO board and VISPO leadership. Henry Swayze joined the executive session at approximately 7:20 PM ET.

Return to open session: The Board returned to open session at approximately 7:32 PM ET. No formal action was taken in executive session.

Operator Reports

Al Iuppa introduced the report and noted that Corey and Liane were both on well-deserved leave. John Powell advanced the slides while Cliff Rankin presented.

a. Operations

• Construction Grant: The construction grant totals approximately $13.9 million. Approximately $8 million has been received; $2.7 million is currently awaited, likely delayed due to the state’s fiscal-year changeover (June 30). Just over $3 million remains to be billed. The grant audit for 2025 expenditures remains in process, with glitches largely related to capitalized labor; Cliff hopes to meet with the auditors this week and have the audit cleaned up well ahead of September 30.
• Conduit Grant: The conduit grant totals $3 million. F. X. Flinn received the legal documents in the last couple of weeks. Milestone 1 has been billed, which will yield another $600,000, leaving $2.4 million. As of June 30, 153 locations had been completed and $380,000 of the $3 million spent.
• May Financial Highlights: Recurring revenue for May was just over $1.1 million, beating budget slightly, though year-to-date revenue was about $20,000 under budget. Year-to-date operating income was almost $4.6 million (beating budget), with May contributing $375,000; much of this is the timing of grant revenue against budget. Cost of goods sold has been affected by the phone transition and should settle around 11% when complete. Personnel was about $53,000 under budget and other operating expenses about $420,000 under budget for May.
• Balance Sheet: At the end of May, unrestricted cash was $4.1 million, down about half a million from April, attributed to paying down accounts payable, a reduction in collections due to a Universal Service Fund over-collection credit returned to customers, and $780,000 in interest and principal reserves paid to U.S. Bank — offset by positive cash flow of $570,000 from operations.
• Condensed Income (May): Gross margin of almost $1 million; other expenses including personnel of roughly $600,000, leaving net operating income of $375,000. Other income reflects interest on U.S. Bank and sweep accounts; other expenses are interest, depreciation, and amortization, leaving a net loss of about $100,000. May debt service was $416,000; covering the 1.25 ratio requires $520,000, and EBITDA of $400,000 for the month left a deficiency of $120,000. Contributing factors included cost of goods sold running about $100,000 high and conduit installations of almost $80,000 with no offsetting recognizable revenue absent signed grant paperwork.
• Average Revenue Per Unit: For the six months, gross revenue was missing budget by about $25,000 while customer counts were about 125 under budget; the higher-than-budgeted average revenue per customer is making up the difference. Efforts continue to fill the pipeline and add customers, with revenue ticking up each month.
• Network/Phone Outages: No outage information was available because Corey and Liane were both on PTO. The phone port is complete — all phone services are now with the new provider. Customer support call volume has been high because many customer settings did not carry over.

b. Marketing

• Conduit-grant marketing efforts are underway; the digging vendor is working daily (briefly diverted to the Strafford hub). Contractors are assigned in the workflow to pull locations and dig, staying within areas to minimize windshield time; Eustis is ready to install drops once conduit is in place.
• Staff are calling non-responders and old leads/losses (starting with the newest); postcards are on order for stale-lead addresses. Liane discovered a workflow path that does not automatically add people to the grant and is addressing it.
• Community presence included an ECFiber truck (with Corey in the balloon basket) at the Quechee Balloon Festival and the Randolph Fourth of July parade; participation in Royalton Old Home Days; Listen Center camp scholarships (~$1,500, $50 per represented town); Green Up Day volunteering; a Humane Society visit; and sponsorship of plays at BarnArts. Door hangers and yard signs continue.
• The online shopping cart has been rolled out, though glitches remain for Corey to address; Jeff Brand has been working on corrections. The double-referral bonus was extended into July and has driven new subscriptions. Two newspaper ad campaigns are running. Yard signs are available at the office and can be dropped off by installers, with a QR sticker linking to the customer’s account for referral credit. Truck wraps (including bucket and pickup trucks) are being ordered with custom URLs for tracking.
• Al Iuppa added that marketing is now much more hands-on, with a greater presence in communities, and that print advertising photographs now feature Vermonters rather than royalty-based stock imagery, with an uptick in interest. He encouraged Governing Board members to play a role (e.g., yard signs, Front Porch Forum posts) in delivering the message that ECFiber is a community-based, locally owned and operated organization.
• Support Snapshot: June saw 14,700 calls, over 5,100 tickets created, and 8,800 tickets touched. As of close of business, 501 open tickets remained (about 5% of the customer base). The industry standard is 0.2–0.4 calls per customer per month (about 2,100–4,200 expected); at 14,700, ECFiber was at roughly 1.47 times the high end of the standard, largely driven by outages. Year-to-date, nearly 19,000 tickets were opened and closed. A phone/voice subcategory climbed in June, driven by settings issues (e.g., voicemail ring-time causing calls to roll to voicemail), portal login, and voicemail setup. Al Iuppa noted the team has been extremely busy dealing with weather-related outages nearly every week since a January 2 ice storm while simultaneously transferring the phone system. He also reported that staff have begun collecting information to flag elderly/vulnerable customers with medically necessary equipment so those outages can be prioritized.
• F. X. Flinn commended the customer service and outside plant teams, noting the combination of the phone transition and severe weather created a “perfect storm,” and that the number of issues was an order of magnitude less than might have been predicted.
• Battery Backups: In June, 78 battery replacements were mailed rather than delivered by truck roll, saving an estimated $7,800 (about $100 per truck roll) and roughly 80 hours of staff time. In response to a question from Betsy Rhodes about customer reception, Cliff Rankin reported that mailed batteries come with instructions and pictures, with call-in support available, and no significant issues have been reported.
• Installs/Disconnects: June had 128 new or remote installs and 56 disconnects (about 75% due to moves, plus non-payment disconnects that typically reconnect within a couple of weeks), for 72 net additions. More installs are anticipated with better weather.

c. Construction

• The build is rapidly closing in on completion, with tough remaining work in Corinth and Chelsea. F. X. Flinn reported that at the end of June only 8 fiber service areas (FSAs) remained to complete — each FSA designed to serve about 28 existing customers with room for growth — all Chelsea FSAs out of the Chelsea hub. Three of the eight were completed shortly after month-end, leaving five in progress, expected done the following week. F. X. anticipated sending an email declaring the build “done, done” between now and the August meeting, marking approximately 15 years of construction.
• Jerry Ward suggested a ribbon-cutting or “golden key plug” celebration. F. X. Flinn said a celebration would be organized once the ancillary work settles, and encouraged everyone to enjoy their summer. Irv Thomae suggested attaching a fireworks-display video link (included directly) to the completion email.
• In response to David Webb’s question about the Strafford hub, F. X. Flinn reported it had been worked on and he believed it was fixed. Cliff Rankin clarified that the concrete pad has been poured, the cabinet is being placed to begin moving things over, propane tanks are on site under a signed agreement, and the excavator’s bill was received this week and is being paid.

Financial Report

Treasurer Dan Childs deferred to Cliff Rankin’s presentation, noting that Cliff does a better job reporting the numbers.

Jerry Ward offered a “shout out” to customer support, recounting a call from a stranger whose family, with a second home in Tunbridge, was frantically trying to reactivate service during what they thought was a family emergency, with no internet or cell service. Jerry Ward connected them to customer support, who — despite frazzled conditions — understood the situation and called back, resolving the matter to the customers’ satisfaction.

ValleyNet Debt Release: F. X. Flinn explained the long-lingering “due to/due from” matter dating from when ValleyNet was the operator, prior to GWI assuming the ValleyNet operating agreement responsibilities. Revenue previously flowed into ValleyNet and was diverted by their freelance bookkeeper; Cliff Rankin discovered the embezzlement as ValleyNet’s new CFO in 2023. The District has awaited the sale of a Florida property to apply toward the balance, with ValleyNet making up the difference. ValleyNet wishes to obtain a release. In response to a question about additional funds, F. X. Flinn stated the total is $428,980.99, of which approximately $173,000 is already in hand from the Florida property sale, with the balance to arrive via a check from ValleyNet (approximately $254,000) in conjunction with execution of the release.

Motion: To recognize the forthcoming satisfaction of the debt owed the District by ValleyNet and to authorize execution of a debt release agreement substantially as presented. Moved by Irv Thomae. Seconded: by Alan Graham (~8:18 PM ET). Vote: unanimous, passed (~8:19 PM ET).

F. X. Flinn, under his statutory authority as Chair, designated Treasurer Dan Childs as the officer to execute the release on behalf of the District, noting the need to complete execution that week.

Chair Report

F. X. Flinn reported that the Vermont Community Broadband Board meets monthly with a CUD in executive session to discuss business-plan progress. ECVTD had been selected for July and provided a deck for the packet, but the July meeting was canceled a couple of hours later and rescheduled to August. The presentation was substantially the same as the one given to the Board in February/March, updated with current information.

He reflected that July 2026 is a turning point for the District: the last formal action involving ValleyNet was likely taken tonight; the phone system is transferred; and involvement with GWI is now only ancillary (LymeFiber being contractually obligated to perform certain functions under a contract entered when the District received RDOF funding, with GWI performing services for them). With construction finishing “done, done” this month, future work will involve upgrades, improvements, and decisions about building into new areas. He described a transition in which the business will generate surplus not needing to be reinvested in the build, and the Board will increasingly consider a list of investment options (e.g., rebuilding areas in Barnard/Royalton where insufficient fiber exists to connect willing customers, moving to a multi-gigabit offering, and network resilience investments) — likely able to afford only one or two at a time. He noted potential state opportunities, including a possible extension of the conduit grant into next year, and a forthcoming business plan for 2027–2029. He expressed hope the Board would move from absorbing difficult news toward a more proactive, decision-making role, and thanked everyone “for being part of the miracle.”

Adjournment

F. X. Flinn: …we are going to be getting into a time when being on this board is less about absorbing one piece of difficult news after another and evaluating whether or not the leadership is getting it right, and being in a more proactive area where you’re getting, you’re actually getting, a say in what the community in the form of this government is going to decide to do with the business that it owns. And I hope you all keep in mind that we are here for the particular problem that our region had, which was that no for-profit broadband operator wanted to build out to 60 or 70% of the locations in our district. Our solution was to create a government entity that would solve that problem, and you know, sometimes government is the solution. And so I’ll just say thank you all for being part of the miracle…

There being no further questions or comments, the Chair declared the meeting adjourned at approximately 8:30 PM.