response 25 of 46:

Jan 14 15:01 UTC 1998

Well, in the past valerie has been PLAY (President for Life in
Alternate Years).  If she's elected for 1998 we'll need a new
acronym.   8-)

response 27 of 46:

Jan 14 19:44 UTC 1998

Valerie has also done a wonderful job as President.  I've been
at meetings where she was able to keep people as focused as
necessary in a low-key way, without creating any tension or
a sense of formality.  Not an easy thing to do.  

response 29 of 46:

Jan 15 03:36 UTC 1998

I'd want to check on (Michigan) corporate law before even considering such
an amendment.  I'm fairly sure that the officers must be on the board, by law;
in any case, I've never heard of a corporation in which this wasn't the case.
Admittedly my experience is fairly limited; but I'd be interested if you would
name (say) half a dozen of those "many" you casually cite, richard.

response 31 of 46:

Jan 15 18:04 UTC 1998

rcurl, you misunderstood me...my suggestion would have the president
as a board member just not as an elected one, but rather appointed...
the president would be the eighth board member and would *onlly* vote
to break a tie or make quorum.  There would still be seven elected
board members, subject to the term limits and .etc, but the eighth
board member (the president) would always be board appointed and therefore
not subject to term limits.

response 33 of 46:

Jan 15 19:05 UTC 1998

That's what the current bylaws say, but it would be possible to amend them
to have the board select officers and constitute the board to include the
officers. I am on the board of (and was president of)  a non-profit with
this arrangement. Members elect the "trustees", the "trustees" select the
officers, and the officers and trustees together constitute the "board" (I
am also currently the chair of the "trustees", for the purpose of electing
the officers). The articles of Grex would allow this (or something like
it), but the bylaws would have to be amended. This system has the
advantage of providing officer continuity apart from the electoral system. 

response 35 of 46:

Jan 16 00:07 UTC 1998

#33...I like that idea...Grex could set it up to where the board
appoints a Chairman, Vice-Chariman and Executive Secretary, who wuold
comprise Grex's board of trustees.  The trustees would be conisdered
executive board officers and would not have voting privledges under
special circumstances.  

The trustees and the elected members of the board would together elect the
board officers for President, Secretary and Treasurer.

The Executive Secretary would be Grex's permanent record holder, and would
keep copies of all board minutes and financial paperwork.  Thus if the
secretary or treasurer lose paperwork, there is someone to back them up.

The Vice-Chairman would be the designee to become acting officer if either
the treasurer or secretary position becomes vacant between board meetings,
and would be empowered to be an acting board member for a meeting if the
regular board members cant make quorum.

The Chairman of the board of trustees would be grex's figurehead leader
and 


and would act as President if the President is not around.  

A 2/3 vote of the board of trustees would delay any board action and
require a new board vote.  

This idea allows for some good people to remain in official
grex capacities even when they cant run for the board anymore, and
allows people to be in place when vacancies and emergencies occur.

response 37 of 46:

Jan 16 00:20 UTC 1998

But it *is* broke...there were lots of problems when Misti lost the
minutes...if there was a backup "executive secretary" that wouldnt
have been a big deal.  It is good security to have two or three
people in place as permanent officers in case anything happens.  Grex
*should* have a board of trustees (or it will end up like mnet
and go broke one day because not enough board members come to a meeting
to make quorum)

I dont like that "if it aint broke, dont fix it" analogy anyway...that
limplies that there is never a time when it is prudent to *improve*
something, even if it doesnt need fixing.  This is must a good idea.

response 39 of 46:

Jan 16 01:59 UTC 1998

I will not be rude. I will not be rude. I will not be rude. I will not be
rude.

response 41 of 46:

Jan 16 06:46 UTC 1998

even if you have a problem with "if it ain't broke don't fix it" the primary
rule should be "keep it simple."  grex is really not a large organization,
despite the several thousands of users, and the management of the organization
is not a complicated endeavour, even if the management of the equipment is.
the absolute last thing we should be advocating is the development of a
bureaucratic morass of a management structure to manage a very basic
organization.  that is what is known as "having one's head up one's ass."

so what if an occasional board meeting's minutes are misplaced, or not posted.
anything of impact is posted anyway, and usually the minutes can be
reconstructed.  i'm not saying we shouldn't be conscientious about our
proceedings, i'm just saying that we haven't got *so* much at stake that we
can't tolerate an occasional mistake (depending on the nature of the mistake.)

we simply do not *need* any more complex a structure than we have.  we just
have to make sure that the people we elect to give responsibility to are both
competent and caring enough to follow through.

response 43 of 46:

Jan 16 18:40 UTC 1998

I certainly did not recognize the structure I described in #33 when
it got imported into #35! Part of this is that there are moderately well
established meanings for different office designations. For example,
an Executive Director is almost always an employee hired by the board
to manage an organization (there is a national association of Executive
Directors, and the job description is pretty well defined). "Trustees"
is usually another name for "directors". Officers together usually
constitute an "executive board", etc. But regardless of all this...I'm
inclined to agree that Grex is small enough to stumble along as it
has in the past. When more money and more responsibilities are involved
it is advisable to separate the oversight and policy (board) roles and
the operations and management (officer) roles - but not just to get the
minutes done.

response 45 of 46:

Jan 20 16:38 UTC 1998

The current secretary had no problem taking or holding on to minutes, in
general.  Finding the time to post them was the problem.

Just for the record.