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Grex > Coop6 > #53: Proposal to change the corporation's bylaws (no board election quorums) | |
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| 25 new of 200 responses total. |
chi1taxi
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response 125 of 200:
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Jan 2 22:05 UTC 1995 |
Don't give up too early, Steve. Another election will be held whether or
not the by-laws changes are approved. Maybe we'll get a 2/3 quorum for this
board election. I feel the period before Christmas and during UoM finals is
destined to have a low turnout. I think alot of people would like to retain
a 1/2 quorum for proposals and 2/3 quorum for by-laws amendments, and that
grouping abondonment of all quora in one motion only makes the measure harder
to pass.
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srw
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response 126 of 200:
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Jan 3 02:38 UTC 1995 |
Bill. Steve, and others who have reservations about this:
I know that grouping the changes makes it harder to pass, but I had to
take a calculated risk here. If I only proposed elimination of quorums
on board elections and it passed, I think it would be very hard to
get people to come to terms with the need to remove them for proposals.
In fact we could easily have already reached the point where it is not
possible to obtain a quorum for a vote on any proposal. I desparately hope
not, but it will only get worse, I suspect.
I hope you will vote, but I am very disturbed that the possibility exists
of voting against a proposal by not voting. While I am not accusing anyone
on Grex of using this devious-but-legal strategy, the possibility of employing
it is but one more reason that I would very much like to see the quorums
eliminated on proposals as well as board elections.
Vote as your conscience directs, but please do vote one way or the other.
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chelsea
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response 127 of 200:
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Jan 3 04:26 UTC 1995 |
"If I only proposed elimination of quorums on board elections and
it passed, I think it would be very hard to get people to come to
terms with the need to remove them for proposals."
Sounds something like blackmail to me. We need a Board elected and you
want all quorums ditched so badly that you're willing to bundle it all
into one vote, assuming members will do what has to be done to get through
the election.
If you don't like all or any part of this proposed bylaw change then
don't vote for it. Grex will survive until another Board is
seated and another policy is tendered. One you might feel more
comfortable supporting. Never vote for anything to stop your arm
from being twisted - it's a sure sign of bad politics a comin'.
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scg
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response 128 of 200:
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Jan 3 08:09 UTC 1995 |
It's worth noting that this can be undone after the election if we come up
with something better. While I still plan to vote for it, I plan to
introduce a new ammendment to change this if there appears to be a better
solution after the current crisis is over.
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srw
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response 129 of 200:
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Jan 3 14:55 UTC 1995 |
I agree with Mary's statement that you shouldn't vote for this proposal
if you don't support it. I am not trying to blackmail anyone.
I favored the idea of splitting the proposal into separate votes, remember?
This idea was on slippery legal ground, and was not unanimously accepted
(see remmers's post) so I elected not to get in a legal fight over it.
I am trying to get the important issues dealt with so we don't have to
be hassling the membership for a new vote on issues every two weeks.
If we did that, people would turn off. Some who are voting might stop,
and we would be in a quagmire that we couldn't get out of.
I sincerely hope we aren't there already. If we can't get a quorum for *this*
vote, we may be.
I have proposed a proposal to get Grex governance going again.
Governance is not limited to electing a board.
Also, thanks to the quorum rule for proposals, the most effective way to
fight this proposal is probably just not to vote, since you are then
throwing in with those who aren't involved. That's one of the things
that is wrong with having a quorum on proposals, but not the only thing.
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chelsea
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response 130 of 200:
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Jan 3 15:15 UTC 1995 |
Gotcha.
One other thought. Someone did look into state law on our having
no quorums at all, right? Last I heard, at the most recent Board
meeting, the expert at Accounting Aid recalled a rule whereby some
minimum quorum was required to be considered a valid membership
meeting and he thought our membership votes probably fell into such
a category. He thought it was something like 10%.
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selena
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response 131 of 200:
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Jan 3 19:14 UTC 1995 |
Well, as I cannot leave a "useless' ballot on this issue <it really
is discouraging to us yet-to-be-members to be excluded
from at least entering the booth, so to speak.>, I would vote for the
removal of the quorums.
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rcurl
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response 132 of 200:
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Jan 3 23:10 UTC 1995 |
I favor removing all quorums. I agree with Steve that things are going to
"get worse", in the sense that it will be ever more difficult for anyone
to accomplish anything that requires a member vote, as the membership
expands with people that *support* Grex, but are not motivated to
participate in it governance. That's not a bad thing, in itself: in
effect, without quorums, we would have a self-selecting Assembly, who
would govern Grex through elections and the motion process. No member
would be excluded, and every member would be free but not forced to
participate.
I think an important point was made above that, if all quorums are removed
now, if we don't like the consequences, it will be very straightforward to
reverse any of the options.
It should also be kept in mind that there would still be the democratic
defense against bad motions or amendments - the requirements of majorities
of those voting. Bad motions or amendments would be very unlikely to
garner a 50% majority, much less a 75% majority required for amendments.
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cicero
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response 133 of 200:
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Jan 4 01:26 UTC 1995 |
srw put it so well that I feel the need to quote him again:
> Also, thanks to the quorum rule for proposals, the most effective way to
> fight this proposal is probably just not to vote, since you are then
> throwing in with those who aren't involved.
This is a totally undemocratic situation. Talk about the potential for
abuse of power by a minority! The above problem is precisely why I
believe that it is IMPERITIVE that we eliminate all quorums right now.
Look at it this way: With quorums gone, it would be a simple matter for
grex members to reintroduce them--if a majority supported them they would
pass. However, with them in place, the chances of their removal--even
with the support of a majority of members who care--is going to be
practically impossible.
Given this, shouldn't we repeal them now while we have at least a shot at
succeeding?
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scg
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response 134 of 200:
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Jan 4 05:39 UTC 1995 |
I have to disagree with those who say that people who don't think
the proposal is perfect, even if they like parts of it, shouldn't vote for
it. I am voting for it because I don't think that we will get anything
better by voting this down. It may not be perfect, but if I
uncompromisingly expected everything to be perfect before I would support
it, the only way I could get even minor elements of things I wanted
through would be if I was the only one who wouldn't compromise. Since
there is probably no proposal that a majority would find to be absolutely
perfect we would probably be here forever debating, and if we ever did
manage to get a successful board election out of it it would be either
after Grex had fallen apart for lack of a board or after a long time of
having a board that would be even less representative of the current Grex
userbase than a board elected without the current quarums would be, I am
supporting this proposal as the best thing we've got at the moment.
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srw
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response 135 of 200:
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Jan 4 05:41 UTC 1995 |
Re #130, The 10% rule is not a quorum requirement. Rane explained this.
I know he can explain it better than I can. Many organizations do not
have any quorum on elections.
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rcurl
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response 136 of 200:
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Jan 4 06:36 UTC 1995 |
Re #130 (and #135). There are no quorum requirements in State law, except
for amending the Articles of Incorporation. The only "10 %" rule in State
non-profit law concerns the minimum number of members required to petition
the circuit court to order a members meeting. The applicable State law to
the present case reads as follows:
from MCL 450.2441 Voting generally.
"(2) When an action, other than the election of directors, is to be
taken by vote of the ... members, it shall be authorized by a majority of
the votes cast by the ... members entitled to vote thereon, unless a
greater plurality is required by the articles of incorporation [or bylaws]
or another section of this act. Except as otherwise provided by the
articles [or bylaws], directors shall be elected by a plurality of the
votes cast at an election."
Note 1: The three dots (...) indicate deleted references to *shareholders*.
Note 2: Most of the MCL always say "articles...or bylaws". This Section
does not explicitly, but the Act does permit all matters concerning the
rights of members, election, and most other things, to be included in
either the articles or the bylaws if an organization. On that
understanding, I included [or bylaws] where appropriate.
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bartlett
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response 137 of 200:
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Jan 4 19:05 UTC 1995 |
What is the magic number of votes needed this time in order for there to
be a valid election? As of my login, 34 people had voted.
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selena
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response 138 of 200:
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Jan 4 20:28 UTC 1995 |
Well, seeing as us non-paying members cannot vote, even a "not to be
officially counted" ballot, I'll voice it here. I'm for this proposal.
What I'm against is making us potential-patrons feel left out.
Now, note, I said "feel", not that we actually were. The fact is, I
understand why we cannot vote, but to be shut out of the booth, so to
speak, stings a bit. Before I become a dues-payer, I'd like to see what it
is I will be asked to participate in. I do realize that the full wording
of the proposal is right here, as well as the pros and cons involving it,
but it does NOTHING to make the exclusion of even *looking* sting any less!
In any case, What if you had missed someone when you compiled your
list? If it was me, I'd be VERY angry to have no voice, because anyone not
on a simple list was disqualified out of hand. By leaving it open, you
gain two advantages:
A> You avoid the sticky situation I just briefly outlined, and,
B> You would have an instant poll of everyone who cared to speak.
Yes, while the dues-payers would still be the only votes to actually
count, the information that you could gain about how these other people
feel could prove valuable.. unless, of course, you don't CARE what it is a
non-payer has to say.. Remember, while many of us will probably never pay
a due, the ones of us who will would like to imagine that the sysops and
boardmembers of grex care about our opinion, even if it will not influence
the real vote.
Just things to consider, my friends.. if you want more donors,
perhaps you should give serious thought to making your potential new-donors
feel welcome. Or at least, not making them feel un-welcome. No matter
what rationale you have for keeping us out of the booth, that is what it
feels like.
Thank you.. I'm done bitching now. Sorry for any bruised egos.
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rcurl
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response 139 of 200:
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Jan 4 20:56 UTC 1995 |
I think you have good arguments for an "open booth" policy for all. You
seem to feel more strongly about this than I think most non-members would,
but thats irrelevant. Here we have a medium where anyone could make their
opinion on a matter heard with little problem for the system - unlike
voting in real life, where "non voters" (under age, in particular) would
add real costs if they "practice" voted. So, yes, I would favor the "open
booth", and reporting the resulting opinion poll as well as the vote
outcome. Are there good reasons for a "closed booth" policy?
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remmers
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response 140 of 200:
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Jan 4 21:45 UTC 1995 |
Sheesh, I can't win. Open the vote program to all and I get criticism
from one side, close it to non-members and I get criticism from
another. At the time I decided to open up voting to everybody, in
Grex's first Board election, it was viewed as a somewhat radical move.
Now it seems it's become an expectation. Maybe that's progress. :)
The reason I closed it this time is a technical one. My "turnout"
program would have to rewritten, and would be more complex, if
non-member votes are allowed, since it would have to sift out the
non-member ballots to deliver an accurate count. So it's a yet another
instance of the "shortage of staff time" problem. I thought it was
important to have a working "turnout" this time, and I took the
shortest and simplest route to doing that. It would certainly be
possible to rewrite it, but I don't know that I'll have time in the
next few days. If anybody else wants to write a new "turnout" in the
next day or two that does the necessary sifting, I'd be happy to open
up "vote" to all. (/usr/local/bin/turnout is a shell script, so anyone
can look at it and see what it does. A knowledgeable Unix programmer
could make the necessary modifications.)
Personally, I think selena is overreacting a bit here. The coop
conference, where Grex issues and policies are discussed, is wide open
to members and non-members alike, and has been from day one. Anybody
can throw in their two cents on anything, and I don't think that most
people pay much attention to whether an opinion comes from a member or
not. To say that non-member views are discounted is simply not true.
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remmers
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response 141 of 200:
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Jan 5 20:35 UTC 1995 |
Getting back to the subject of this item...
I'm sorry Steve bundled all this into one proposal, and I won't be
voting for it. Although I indicated a reservation about splitting this
up into multiple proposals, I wouldn't have fought it.
I've indicated my opposition earlier, but I think it's time to repeat
that position and raise a question or two.
Adoption of this proposal would eliminate all quorums from (relevant bylaw
sections indicated in parentheses):
o board elections (4d)
o recall of board members (4e)
o proposals by members (5b)
o bylaw amendments (7)
The current quotas on some of those are probably too high. The bylaws
should be easier to amend. But I have problems with lowering quotas to
zero, for recall and bylaw amendments in particular, and *especially*
for proposals (5b).
Regarding proposals, section (5a) of the bylaws says:
Any member of Grex may make a motion by entering it as the text
of a discussion item in a computer conference on Grex
designated for this purpose. The item is then used for
discussion of the motion. All Grex users may participate in
the discussion. No action on the motion is taken for two
weeks. At the end of two weeks, the author may then submit a
final version for a vote by the membership. The vote is
conducted on-line over a period of ten days.
That's not a standard kind of bylaw provision in organizations, that
I'm aware of. It makes sense to me to have a provision like that -- and
in fact it can be a valuable check and balance -- if passage of the motion
means that a substantial portion of the total membership favors it, i.e.
if a fairly large percentage of the entire membership must vote
affirmatively for it to pass. Without such a provision, we have an
indefinite number of policy-making bodies, one of which -- the board
-- is well-defined, accountable to the membership as a whole, and must
stand for election, and another that consists of any group of members who
vote for something, provided that fewer people vote against it, and who are
not accountable to anyone for results that could impact the entire system.
This doesn't make sense to me from a governance point of view.
Except for elections, bylaw amendments, and recalls, there isn't any
issue that *requires* a vote by the membership. Normally policy-making
can be done by the board which, as I say, is accountable to the member-
ship for its actions.
I guess I'd ask the people who favor removal of quorums on member
proposals what kinds of proposals they envision being made if the rules
for passage are relaxed.
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rcurl
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response 142 of 200:
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Jan 5 23:32 UTC 1995 |
remmers is correct that the member-sponsored motions provision is
unusual, although not unknown, in the form of referendums. There
probably should be additional checks on this, but I am concerned that
the quorum check is not the most desirable one. The problem is the one
already alluded to: after all those interested in the governance of
Grex have voted, you have to dip into those not interested, to make
the quorum. That certainly is a barrier to member-sponsored motions,
but not a truly rational barrier. A better control on poor motions
slipping through would be a modification of the bylaw to make
member-sponsored motions, like board motions, subject to normal
legislative procedures, like amending, referring, postponing, and
even tabling. That they aren't, actually deprives the members of
many logical procedures for improving members-sponsored motions.
I think the thing to do is remove all the quorums, and then go back
and improve the member-sponsored motion bylaw so that it is not
so rigid and, if necesesary, increase the majority (of voting members)
required for adoption of motions.
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scg
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response 143 of 200:
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Jan 5 23:42 UTC 1995 |
One thing to look at might be to make it so that it would take a larger
percentage of the voters to pass something if fewer people voted.
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popcorn
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response 144 of 200:
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Jan 6 02:29 UTC 1995 |
Selena - Actually, as a non-member, you stand a better chance of
being heard by discussing your thoughts here, in the coop conference,
than you do by casting a ballot that is ignored. That is, as a
non-member, if you cast a ballot, nobody will look at it or do anything
with it other than throw it away. If you discuss your views here,
your words may sway voting members into casting votes based on what
you said.
(Of course, the best way to cast a vote that counts in Grex elections
is to become a member yourself.)
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srw
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response 145 of 200:
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Jan 6 06:43 UTC 1995 |
Selen was also upset that it deprived her of reading the exact proposal
we were voting on. In order for anyone to see that, they can also type
only 114
at the respond or pass prompt of this item.
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cicero
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response 146 of 200:
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Jan 6 07:48 UTC 1995 |
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selena
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response 147 of 200:
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Jan 6 07:49 UTC 1995 |
Nononononono!
I was merely put off by the *feel* it gave me! I *do* intend to
become a member, soon, but not being allowed in the booth, *feels* bad,
Not that it *is* bad, but that it *feels* bad. okay? thank you. now...
Another thing I objected to popcorn, was the data from these
potential ballots was being thrown away, instead of used to gauge how you
"general public" feels about what your "paying public" is voting on.
This would also be useful, if you wanted to do a general survey,
because you could simply use the vote program to do it.
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popcorn
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response 148 of 200:
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Jan 6 14:10 UTC 1995 |
Hm. That makes sense....
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danr
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response 149 of 200:
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Jan 7 00:57 UTC 1995 |
Can we set up a straw-poll vote program for non-members?
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