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| Author |
Message |
| 25 new of 299 responses total. |
rcurl
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response 263 of 299:
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Aug 31 03:16 UTC 2002 |
Re #259: "had he wanted to stay on, accommodations would have been made"
sounded like the same thing as my "a fair board would have to accomodate
the mew board member's needs for meetings", but if you meant something
very different, I apologize for the citation.
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jp2
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response 264 of 299:
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Aug 31 03:37 UTC 2002 |
This response has been erased.
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polytarp
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response 265 of 299:
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Aug 31 04:19 UTC 2002 |
fag.
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carson
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response 266 of 299:
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Aug 31 12:54 UTC 2002 |
resp:263 ("would have" and "would have to" are two different phrases.
the former suggests a willingness to accommodate, whereas the
latter suggests an obligation to do so. I hope that's clearer.)
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rcurl
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response 267 of 299:
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Aug 31 18:23 UTC 2002 |
The mean the same thing, in context. (See quibbler quibble when caught....)
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mynxcat
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response 268 of 299:
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Aug 31 18:29 UTC 2002 |
This response has been erased.
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cmcgee
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response 269 of 299:
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Sep 1 00:58 UTC 2002 |
Let me mention to those who are trying to influence the opinions of members
of this community: Every group has "opinion leaders" whose views are
influential. It is not about "founders" or "members", it is respect
for their ideas, and their demonstrated ability to look at what is good
for the whole community.
What strikes me about this whole issue is the absence of support of
those whose perspective I trust. There have been one or two of them
make observations, and in a couple instances, state their position.
But I don't see a consensus developing, and I don't see a lot of people
saying "Oh, wow, this really is a problem! And the solution is so
obvious! Let's do it!"
I do see a very few people who feel strongly that the minimum change
they will accept is a bylaw change. They seem to be looking for a big,
dramatic change in the system.
I see a couple people who are saying, well it's not a big problem, and
here is an incremental change we could make to see whether it makes it
a better system, without causing a great imbalance.
I also so a whole lot of familiar names not making any comment at all.
As Sherlock Holmes pointed out, the dog _not_ barking was a very big
clue.
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jp2
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response 270 of 299:
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Sep 1 01:17 UTC 2002 |
This response has been erased.
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gull
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response 271 of 299:
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Sep 1 01:22 UTC 2002 |
If I see one more post that amounts to "if you don't do this now, you're all
a bunch of evil xenophobes", I'm forgetting this item.
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jep
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response 272 of 299:
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Sep 1 01:51 UTC 2002 |
I would like to see a membership vote about whether remote members are
going to be allowed to serve on the Board. This is a controversial
issue and I don't think it should be resolved either way without a
membership vote. I'll be happy to sponsor a vote, once the arguments
settle down into something that can be voted on, if someone else
doesn't do so.
I'll have to admit my eyes have glazed over upon reading some of the 80
or so new responses that have appeared in this item over the last 2
days. I haven't got much interest in whether there's an old guard or
not. It doesn't affect the issue in my mind. (Hey, if the founders
are all part of the "old guard", maybe some folks like Brian Dunkle and
Denise Anderson could come back and be on the Board.)
The basic issue is whether to accept remote Board members who don't
physically attend meetings. There are plenty of associated issues,
such as how many to accept, how far away you have to be to call into
meetings remotely if there are a limited number, who pays the costs for
conference calls, how meetings will be run, and so on.
I don't know if this has to be considered a "big change". I do think
it's a change. It's not the way things are working now. I don't think
it makes any sense to say that remote Board members aren't different
than the Board members we have now.
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carson
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response 273 of 299:
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Sep 1 03:30 UTC 2002 |
(I won't write one, but I'm willing to sponsor any resolution that
jmsaul OKs.)
(why Joe? because he's reasonable and has had first-hand experience
with the issue at hand.)
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jp2
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response 274 of 299:
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Sep 1 03:57 UTC 2002 |
This response has been erased.
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rcurl
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response 275 of 299:
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Sep 1 04:30 UTC 2002 |
Yes, why do we? No matter what motion is made and no matter how everyone
votes (ala #272), any "remote" member anywhere can run for election
REGARDLESS of the outcomes and opinions. As soon as one does, we will
learn how he/she plans to address the board meeting problem. Why not leave
this whole question up to members that wish to run for election, rather
than going through motions and polls, which in reality will have no effect
whatsoever?
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jep
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response 276 of 299:
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Sep 1 13:59 UTC 2002 |
The by-laws have this to say about meetings, according to item #2 in
coop:
Article 2: Membership
d. The BOD shall hold face-to-face meetings on a regular,
bimonthly basis, and in addition may hold special meetings if
necessary. A quorum consists of five BOD members.
e. The time, place, and agenda of each BOD meeting shall be
publicized one week in advance of the meeting, or as soon
thereafter as feasible. Meetings shall normally be open to
all users of Grex, except that portions of meetings dealing
with sensitive system security or personnel issues may be
held in closed executive session.
ARTICLE 4: ELECTIONS AND TERMS OF OFFICE
e. A BOD member shall be removed from office if they resign,
not be available for meetings or respond to BOD
communications for a period of four months, or be voted out
of office by a vote of the membership, with 3/4 of the
ballots cast in favor of removal.
There are some directly pertinent phrases in the by-laws which demand
the physical attendance of Board members at Board meetings.
"The BOD shall hold face-to-face meetings on a regular, bimonthly
basis."
"... shall be removed from office if they (are not) available for
meetings"
That's why we need a membership vote. It's not even *slightly*
ambiguous.
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jmsaul
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response 277 of 299:
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Sep 1 15:15 UTC 2002 |
Re #273: I appreciate the endorsement and the compliments, but this isn't
really my issue.
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jp2
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response 278 of 299:
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Sep 1 17:38 UTC 2002 |
This response has been erased.
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rcurl
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response 279 of 299:
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Sep 1 17:45 UTC 2002 |
The Michigan State laws say that presence by voice is legally the same
as physical presence. There is a point of ambiguity in the state law,
in that 450.2521 also says:
"(3) Unless otherwise restricted by the articles of incorporation or
bylaws, a member of the board or of a committee designated by the board
may participate in a meeting by means of conference telephone or similar
communications equipment by means of which all persons participating in
the meeting can hear each other. Participation in a meeting pursuant to
this subsection constitutes presence in person at the meeting. "
I've been puzzling over this a bit because, if the last sentence is true,
then all meetings conducted that way are legally "face-to-face" and the
first sentence "restriction" becomes moot. Also, the Grex bylaws do not
specifically require "presence in person", but only an ambiguous (not
defined in law) "face-to-face". Is video conferencing "face-to-face"?
I'll agree that it would be clearer if this were specifically permitted
in the bylaws.
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jp2
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response 280 of 299:
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Sep 1 17:59 UTC 2002 |
This response has been erased.
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mary
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response 281 of 299:
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Sep 1 18:11 UTC 2002 |
It's nice to know Michigan law wouldn't have a problem with our officers
living out of state. Grex bylaws are pretty specific in that they expect
face-to-face meetings. But this shouldn't be a problem. You simply ask
for a change in the bylaws and the membership gives it the okay, if they
agree. You really wouldn't want to try to implement this unless the
majority of members supported the idea anyhow.
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jp2
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response 282 of 299:
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Sep 1 18:13 UTC 2002 |
This response has been erased.
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rcurl
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response 283 of 299:
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Sep 1 18:17 UTC 2002 |
The bylaws don't have to. Any legally permissiible acts not addressed
by bylaws may be undertaken by any corporation. Most corporations adopt
further rules (call them Acts) to regulate their business. If you think
of the US Constitution as the national bylaws, all the acts adopted by
Congress are the further rules governing other matters.
In this case, being a Michigan corporation, State law supercedes ANY bylaws
or acts of Grex, but otherwise Grex is free to adopt any consistent bylaws
or acts.
I would say that, for absolute clarity, a bylaw amendment is preferred,
so that questions are resolved in advance.
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rcurl
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response 284 of 299:
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Sep 1 18:18 UTC 2002 |
#s 281 and 282 slipped in.
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jp2
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response 285 of 299:
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Sep 1 18:26 UTC 2002 |
This response has been erased.
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rcurl
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response 286 of 299:
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Sep 1 18:47 UTC 2002 |
The bylaws do not put any restrictions on members running for office, so
any member can regardless of residency. However the bylaws appear to
*intend* that board meetings require the physical presence of the board
members. This really should be amended to make it more clear that board
members may attend via electronic communications, if that is thought to be
acceptable.
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carson
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response 287 of 299:
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Sep 1 20:15 UTC 2002 |
resp:277 (that's the beauty of it. you don't care enough to make it
a big issue, and I don't care at all, so anything that looks
OK to either of us will likely be OK to most. plus, I
suspect jep will sponsor the eventual proposal anyway.)
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