Governing Board Meeting - May 12, 2026

Call to Order

F. X. Flinn called the meeting to order at approximately 7:06 PM ET. A quorum was present, with 21 of 31 member towns represented.

Attendance and Introduction of Guests

Jeff Brand conducted the attendance roll call shown in the attendance table.

Changes to Agenda

F. X. Flinn opened the floor for agenda changes. No changes were requested.

Public Comments

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

Approval of Minutes

F. X. Flinn noted that all members had an opportunity to review the minutes from the last meeting. No changes, alterations, or corrections were requested. The minutes were adopted by unanimous consent.

Annual Election of Officers

Chair

Jeff Brand, serving as temporary chair for the election, called for nominations for the position of Chair.

Motion: Dan Leavitt nominated F. X. Flinn for Chair (~7:13 PM ET). Seconded: Alan Graham. Vote: unanimous, passed.

F. X. Flinn accepted the nomination and thanked the board for their confidence. He noted that the organization is approaching a time of normalization after what he described as the most difficult year in the district’s history.

Vice Chair

F. X. Flinn called for nominations for Vice Chair.

Motion: Irv Thomae nominated Chris Noble for Vice Chair (~7:16 PM ET). Vote: unanimous by acclamation, passed.

Chris Noble accepted the nomination and expressed appreciation for the organization’s mission, noting they are on the verge of great success and normalization.

3-Year Executive Committee Seat

F. X. Flinn called for nominations for the 3-year Executive Committee seat.

Motion: Ian Sears nominated Irv Thomae for the 3-year Executive Committee seat (~7:19 PM ET). Vote: unanimous by acclamation, passed.

F. X. Flinn praised Irv Thomae’s service to the district, calling him the organization’s “senior wise man” whose contributions have been essential to the district’s success.

2-Year Executive Committee Seat

F. X. Flinn called for nominations for the 2-year Executive Committee seat.

Motion: Ken Parrot nominated Clare Holland for re-election to the 2-year Executive Committee seat (~7:24 PM ET). Seconded: Ian Sears. Vote: unanimous by acclamation, passed.

F. X. Flinn commended Clare Holland for bringing a keen sense of what the organization should be doing to the Executive Committee.

Dan O’Brien thanked Randy Tanenhaus for stepping forward and expressing interest in serving on the Executive Committee, noting appreciation for his willingness to contribute.

Appointment of Secretary

F. X. Flinn explained that Jeff Brand is moving to Duluth and will no longer be able to serve as a delegate after July. He recommended appointing John Powell as Secretary and Jeff Brand as Assistant Secretary to facilitate the transition.

Motion: F. X. Flinn proposed appointing John Powell as Secretary and Jeff Brand as Assistant Secretary (~7:28 PM ET). Vote: unanimous by acclamation, passed.

John Powell thanked Jeff Brand for his mentorship and the foundation he has built for the secretary role. Jeff Brand noted the expanded responsibilities of the position due to virtual meetings and organizational growth.

Dan Leavitt suggested the board consider compensating all elected governing board members, noting that the secretary position is already compensated.

Operations Report

Al Iuppa introduced the operations report, noting that he and Dan Leavitt meet weekly with the VISPO team at Waterman Road to provide support and maintain communication. He highlighted the implementation of a bottom-up reporting process that includes transparency sessions with the entire team.

Network Operations (Corey Klinck)

Corey Klinck reported on phone service migration progress, noting a productive planning meeting with GWI on May 7th. GWI verbally agreed to project parameters, and a pilot batch of 71 lines is scheduled for submission. If successful, subsequent batches will port through June.

Battery upgrades are nearly complete in Royalton, though mounting hardware issues are being resolved. Work continues on a full failover plan between Royalton and Norwich central offices.

Corey addressed network performance issues, specifically microbursts causing brief drops in video and audio during real-time applications. Hardware upgrades are scheduled for May 19th to address bandwidth bottlenecks. The issue affects real-time applications but not general web browsing or streaming.

Marketing and Customer Service (Liane Allen)

The conduit grant is nearing signature from VCBB. Outbound calling will begin to reach customers who haven’t responded to email communications.

Door-hanger campaigns continue in various communities during slow installation periods. Community event season is beginning with swag distribution and event sponsorships, including the Randolph Kids Fishing Derby and Barnard Race Around the Lake.

April installations totaled 110 new connections against a target of 90, with 45 disconnects (most expected to reconnect within two weeks), resulting in 65 net additions.

The battery replacement program continues to show success, reducing truck rolls from 66 in April 2025 to 14 in April 2026, saving significant costs and time.

Customer service improvements are holding steady, with tickets per customer continuing to decline year-over-year despite increased customer volume. The team implemented proactive billing portal setup communications for new subscribers.

Construction updates: Topsham build is complete with audit in progress. Corinth splicing continues with some delays due to parts availability. Chelsea extensions and Washington builds are targeted for June splicing and July go-live.

Fee increases were announced for customer-caused service calls, reflecting increased costs for fuel, truck maintenance, and labor. The new rates are approximately $50 higher for install team calls and $100 higher for OSP team calls.

Financial Report (Cliff Rankin)

The 2025 basic financial audit is complete with an unmodified opinion and no findings. The grant money audit is in process with no additional questions from auditors.

Monthly billing is approximately $1.125 million, running slightly under budget but showing monthly upticks. First quarter operating income was $3.9 million, beating budget largely due to grant revenue timing.

Unrestricted cash at March 31st was $5.2 million, an increase of $600,000 over year-end. The district collected $3.4 million and paid $2.9 million to vendors in the first quarter.

Cliff reported on the Universal Service Fund (USF) refund issue, where overcollection of federal phone taxes over 13 months resulted in approximately $175,000 being refunded to 4,250 phone customers (averaging $41 per customer). The issue was discovered internally during the audit process and corrected proactively.

Executive Session

On a motion by Irv Thomae, seconded by Chris Noble, the Board voted unanimously that premature general public knowledge would clearly place the District at a substantial disadvantage pursuant to 1 V.S.A. § 313(1)(A).

On a motion by F. X. Flinn, seconded by Chris Noble, the Board voted unanimously to enter executive session at approximately 8:30 PM ET pursuant to 1 V.S.A. § 313(1)(A) to discuss contractual matters related to wholesale voice service. Attendees included members of VISPO, Treasurer Dan Childs, and Governing Board members.

The Board exited executive session at approximately 8:46 PM. No formal action was taken in executive session.

Chair’s Report

F. X. Flinn reported on several VCBB-related developments:

The Affordable Long Drop Program (conduit grant) is expected to be signed this week, with a positive news story scheduled in The Herald on Thursday. Qualified Vermont homeowners in homes worth less than $500,000 will automatically qualify for the program.

VCBB agreed to report ECFiber’s statistics separately from other CUDs, providing better visibility of the district’s achievements.

VCBB is developing policies regarding CUD oversight that will not interfere with ECFiber’s ability to issue bonds in the future.

F. X. Flinn discussed ARPA funding areas in Barre and Washington towns that may be transferred to other providers, noting that without these areas, ECFiber would essentially complete its buildout obligations by next year.

He shared a visual representation showing the remaining unlit areas, emphasizing how close the district is to completion of its network build.

F. X. Flinn reiterated the need for an Assistant Treasurer to support Dan Childs, noting that compensation is available for this position and that a candidate may be identified.

Adjournment

Chris Noble moved to adjourn, seconded by F. X. Flinn at 8:56 PM.