response 125 of 190:

Oct 22 18:26 UTC 1995

# 123 Yup.  #124 Yup.

response 127 of 190:

Oct 22 19:20 UTC 1995

<gregc attempts to repress urge to tell Steve "I told you so">

response 129 of 190:

Oct 22 20:49 UTC 1995

Just like you, Mary, not being trained in all aspects of corporate law and
management, I can only report upon what I know and learn. I have never
claimed it to be all inclusive, but solely offered my background for what
relevance it has. I hope no one besides you has an objection to that. 

A lot of director based 501(c)3 non-profits have members. The Nature
Conservancy is an example, as is Cranbrook Institute, etc. Please confirm
that Kerrytown Concert House is *in law* a member-based non-profit
corporation? Do you as members vote for directors, changing bylaws and
articles, and have annual business meetings? I'm only asking to help
define the terms of incorporation for my own information. If it is really
a member-based non-profit, deciding to honor iteself with a free dinner, I
don't see how the value of that dinner would not be taxable (or not
deductible in your annual contribution). Except, of course, by not
bringing it to the attention of the IRS. If I were a member, I would
object to the practice as being inherently unfair, as not all members are
able to benefit equally from the free dinner if they cannot attend. Or,
are those not being able to attend sent a check? 

I stand corrected on the basis of incorporation of hvcn. I would suggest
that the Articles of Incorporation be included in
http://www.hvcn.org/bylaws.html, as that is where the basis of
incorporation (and other provisions) is stated.  Otherwise, the provision
that memberships may be granted for donation of 10 hours or more of effort
strikes me as subject to abuse, and I recommend that the bylaws be amended
to remove it. 

response 131 of 190:

Oct 22 23:27 UTC 1995

Arrrr, man the rudder!  Sails up!  The anchor, she must've broken free!
Quick, before we lose sight of shore completely!  :-)

response 133 of 190:

Oct 23 05:28 UTC 1995

Re 129 (Rane's last paragraph). You are right that the Articles of
Incorporation should be on line as well. They are currently 
<rumble, shuffle, aha!> right here on this floppy disk that Arnold gave me.
Now all I have to do is convert them to HTML and upload them.
While we are waiting for me to do that, I can quote article III to  you
verbatim, as follows:

ARTICLE III     [NONSTOCK, MEMBERSHIP BASIS; ASSETS AND VALUATION DATE;
FINANCING PLAN]

The corporation is organized on a nonstock basis.

If organized on a nonstock basis, the description and value of its real
property assets are: (if none, insert "none")  none.

and the description and value of its personal property assets are: (if none,
insert "none") $529.00 cash.

(The valuation of the above assets was as of August 31, 1994)

The corporation is to be financed under the following general plan: Private
and government grants, contributions from individuals, businesses,
governmental units, and other organizations; and solicitations of charitable
gifts from the public, and other permissible means, all as allowed and
qualifying under Section 501(c)(3) of the Internal Revenue Code.

The corporation is organized on a membership basis.

-------end of verbatim quote of Article III from HVCN --------


Now back to our regular discussion of whether non-members should be given
the right to vote or otherwise exert control of Grex's governance.

response 135 of 190:

Oct 23 11:09 UTC 1995

The difference between deny various groups the right to vote in American govt.
elections and denying Grex users the right to vote in Grex elections is
obvious:  Grex is not a place where people live, just where they play.  People
aren't on Grex because they were born there, they are on Grex because they
moved to Grex.  If you moved to Kuwait, you would *not* be allowed to vote.

Since Grex has little or no "laws" about user life, behavior, etc, the only
thing to really vote for isn't that crucial, anyway.  Most people don't seem
to have problem with Grex leadership.  They do seem to have problems with
either complexity or slowness.

response 137 of 190:

Oct 24 00:34 UTC 1995

   Arnold, most of the Grex founder types dealt with just such a
system here in town, long ago.  The system works as long as the
dictator is happy with things.  But when it gets too overloading,
the dictator starts to sag, but can't really give over the power
that s/he needs to, and then feels the weight of the system
even more heavily upon them.
   Naw, I'll take this approach any day.  It may be noisy, slow,
full of thermally advantaged air and indecisive, but it's much
better this way.  Trust me.

response 139 of 190:

Oct 24 01:26 UTC 1995

  Even someone as nice as Valerie would crack eventually.  Thats
the horrid part of trying to run something as big as this single
handedly.  It can't be done and remain sane.

response 141 of 190:

Oct 24 02:11 UTC 1995

Y'know, if there really were an Inner Circle of Grex, I might
think that electing a dictator would be a good thing.
But there isn't, and it's not.  I've been involved with enough
organizations of all kinds to know that when everything
depends upon one person, the system will collapse sooner
or later.

response 143 of 190:

Oct 25 14:52 UTC 1995

Having been on the system with the dictator that STeve talks about, I very
much agree that having a system run by its members is a much better choice.
If I were dictator of Grex, there are a number of things I would change
to suit myself.  I don't think you'd like all of them.

When the twelve founders founded Grex, we expected lots of hot-and-heavy
discussion in co-op, and we knew it would be difficult at times.  But again
and again, we co-op participants generally end up with a compromise that
everyone can live with.  That's a beautiful thing, and to me it's worth all
the often difficult discussion that it takes.


About the question of having non-paying frequent users of the system vote:
I think it's a terrible idea.  Some reasons why:

 * Membership is cheap.  If you really can't afford it, you can still
   participate in co-op to your heart's content, and sway people's votes
   with your eloquent arguments.  In a way, casting a single vote pales
   in its ability to influence the outcome of an election compared to this
   access to the ears of all the voters, which you can use to influence
   many votes.  You can do this whether or not you are a member.

 * Membership money is vital to Grex's survival.  Paying the phone and
   electricity bills is *not* optional.

 * How do you prevent people from voting twice?

 * The tricky question of Grex's reason for being comes up again.  I looked
   at the membership rolls (type "!members | fmt" to see the list), and
   found I recognize most names there as names of regular conferencers.  If
   Grex is primarily a conferencing system, I don't think it makes sense to
   invite all the non-conferencers to vote.  What will they turn the system
   into?  I don't think this is like the question of "should Black Americans
   be allowed to vote in US elections?"  I think it is more like: "Should
   Mexican citizens, living in Mexico, be allowed to vote in US elections?"
   But defining what Grex is, is a very tricky question, and everybody has
   their own answer to it.  If Grex isn't primarily a conferencing system,
   then you may have different answers to the question of who should vote.

 * The original idea here was that you become a member if you care about Grex
   and want to see it survive.  By sending in that money, you help pay the
   bills, and you also have a say in how the system is run.

response 145 of 190:

Oct 25 22:51 UTC 1995

  re: #143...I see what you are saying.   I was under the (maybe mistaken)
grex was set up to be the communal public property  of all who use it.
I thought that the whole point of being open access was that this was
public domain and set up for the benefit of all who used it.  I read the
bylaws.  Nowhere in the bylaws does it say taht grex, or cyberspace inc.,
is the specific property of the "members"   And it seemed illogical to me
that if the "members" were not claiming ownership, that they should claim
exclusive voting rights.  Even the articles of incorporation, as I
understand, say only that cyberspace inc. is organized by membership, but
there is no claim of ownership. 
  I think that if the members want to retain exclusive rights of 
proprietorship, then there is a profit motive in their dues and grex
should drop its non-profit status.  Members are getting special treatment
from Grex in exchange for paying dues, therefore the dues are not a donation
but a subscription.  Not that there is anything wrong with this, but
it should be clarified.  
  So again, the question is whether the members own grex.  Evidently
this is the case, but it is not stated or stipulated or inferred in the
by laws or articles of incorporation, and until that is the case, there will
be misunderstandings.  I thought that by being open access, the founders
had charitably put Grex in the public domain to be the province of any who
wished to share in its development.
   I think this is a great place, so dont think Im being resentful, but
you have to realize  this is any easy misunderstanding.

response 147 of 190:

Oct 26 15:24 UTC 1995

Kerouac, this reminds me of a month or two ago when you were unhappy that
"those people in co-op think they run the system, and it's not fair to us
people in agora".  Just like there was nothing stopping you from joining
the co-op conference, there's nothing to stop you from becoming a member.
Anybody can become a member.  *You* can become a member.  You're looking
for a big "we" and "they" fight, as if membership is some exclusive circle
that you're not allowed into.  It's not.  You seem to be desperately
casting around for some in-group of power-mad incompetents who are running
Grex, so you can rebel against them.  When you don't find them, you hurl
wild accusations in all directions.  It's getting old.  You're scaring off
good, dedicated, people, and it worries me.

You're welcome to say your piece.  Encouraged, in fact.  What I'm asking
is that you think things through carefully before posting them, *check
your facts*, and try to say things in a calm, carefully reasoned, tone of
voice, rather than sounding like you think the world is about to end.

response 149 of 190:

Oct 26 19:27 UTC 1995

        I'm afraid that kerouac isn't the only one who sees such divisivness
present here, and if I'm not mistaken, "two people you higly respect
the opinions of" agreed in many ways to the have/havenot hypothesis that
kerouac is far from first to bring up.
        If you don't like the things someone says, then make valid answers
to their points, that reinforce what you do like. Kerouac, if no one
else tells you so, please, state what's on your mind _freely_.
        I, for one, would like to hear exactly what is bothering him,
so that I may better understand how others feel about here. One
cannot hope to comprehend what one tries to censor. And, yes, asking
him to review his words carefully is a form of censorship, if this
is not how he would prefer to do things.