January 2023 ABA Board Meeting Minutes

Wednesday, January 11, 2023, 4:00 pm – 6:00 pm ET

In Attendance (Remote)
• Allison Hill (ABA CEO)
• Joy Dallanegra-Sanger (ABA COO)
• PK Sindwani (ABA CFO)
• Melanie Knight
• Jake Cumsky-Whitlock
• Jenny Cohen
• Kelly Estep
• Tegan Tigani
• Angela María Spring
• Christine Onorati
• Cynthia Compton
• Danny Caine
• Ray Daniels (ABA CCO)
• Diane Capriola
• Raquel Roque

Prior to Start Time:

ABA CEO Allison Hill posted a reminder that ABA's Ends Policies prioritize a “commitment to antiracism, equity, access, and representation,” and that we want to prioritize that commitment as a Board and in this meeting in the chat.

Directors added 1–2 words to the chat to check in with each other about how they were feeling before we began the meeting.

Directors added disclosures of dualities of interests and/or potential conflicts of interest related to the agenda to the chat. (Disclosures are also posted on BookWeb.)

4:02 – 4:05 pm ET: Welcome

ABA Board President Christine Onorati welcomed everyone and gave an opening statement about the meeting. Director Melanie Knight announced that she has resigned from Books, Inc. and is leaving the book industry so she will be stepping down from the Board before the next election.

4:05 – 4:50 pm ET: ABA Board Election 

The Board discussed the following:

• Nominating Committee's recommendations to the Board for nominees for open Director seats
• The new need to fill Melanie’s seat
• The pending appointment for Michael Herrmann’s Director seat
• The Board’s request for Jake Cumsky-Whitlock to be the Nominating Committee Chair again this year — Jake accepted.
• Board's slating of new Board officers — Tegan Tigani, President; Cynthia Compton, Co-Vice President/Secretary; Jenny Cohen, Co-Vice President
• The Board Pipeline

4:50 – 5:20 pm ET: E-book Investment Review/Discussion

The Board discussed the request from Allison for a capital investment of $200K to invest in an e-book solution for indies in partnership with Bookshop. Tegan made a motion to approve the investment, Diane seconded, all were in favor except Kelly who abstained because she serves on the Bookshop Board of Directors as an ABA bookstore representative. (Bookshop is required to have ABA bookstore representation on its Board of Directors.)

5:20 – 5:45 pm ET: IndieBound/Bookshop Update & Discussion

CEO Allison Hill reviewed the next steps in the long-awaited IndieBound Buy Button switch to Bookshop Buy Buttons.

(One of the key pieces of the ABA’s partnership with Bookshop.org — shifting the industry from IndieBound links to Bookshop.org links — was planned for 2020 but postponed during the uncertainty and anxiety of the pandemic. The shift to Bookshop.org buttons was planned to help eliminate any consumer confusion, improve data for the indie channel, convert more consumers, generate more revenue for booksellers due to a simpler purchase flow and higher conversion rate, and optimize the impact of Bookshop for independent bookstores.)

5:45 – 5:50 pm ET: Vendor Review Committee Update 

Cynthia Compton gave an update on the Vendor Review Committee's general counsel review. They have conducted interviews and narrowed the search down but are waiting on a final candidate before making a recommendation. This review is part of the Vendor Review Calendar created by the Board in 2022 as a check and balance for ABA; the ABA Board is responsible for the general counsel hire, per the ABA Bylaws.

5:50 – 6:00 pm ET: Housekeeping

CEO Allison Hill reviewed a few housekeeping items: 

• upcoming Board Office Hours hosts;
• the combining of Board Office Hours and ABA Open House as a result of members attending the Board sessions with questions for the staff;
• Board director Wi2023 flights and hotel;
• deadlines for the Q1 BTW Board Edition;
• a review of the follow-up actions from this meeting;
• underway DEIC nominations; and
• information about international exchange programs with ABA members via the European and International Booksellers Federation, of which ABA is a member.

6:13 pm ET: Christine adjourned the meeting.