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Grex > Coop > #338: proposal to eliminate restriction for Board members | |
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| Author |
Message |
| 25 new of 91 responses total. |
rcurl
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response 49 of 91:
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Feb 19 21:27 UTC 2013 |
Re #47: I suggest you consult IRS regulations on a non-propfit
relinguishing exempt status. There can be sanctions, penalities and
fines if an oragnization violates the rules on dissolving and
distribution of assets.
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richard
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response 50 of 91:
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Feb 20 01:26 UTC 2013 |
re #49 again, if Grex liquidated, how oculd the government collect
*any* sanctions, penalties or fines? They could not. It is an empty
threat. It wouldn't be even worth the IRS's time and money to come
after Grex, there's nothing here, or wouldn't be by the time they
realized what had happened.
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rcurl
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response 51 of 91:
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Feb 20 21:08 UTC 2013 |
The feds can fine the board members. It's in the law. You might be right
though - - or lucky - that the IRS woudn't bother with such small
potatos.
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slynne
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response 52 of 91:
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Feb 21 22:39 UTC 2013 |
I always have wondered what would happen if all of the board members
resigned and no one stepped up to take their places? I thought about
this from time to time while I was on the receiving end of much abuse as
a board member.
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rcurl
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response 53 of 91:
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Feb 22 04:38 UTC 2013 |
I don't (yet) know what the organization would be forced to do, but
since it is a 501(c) Michigan corporation, it will be at the mercy of
both the State of Michigan and the IRS. While the details may be messy,
ulotimately the Articles of Incoration will rule, and all assets would
have to go to another 501(c)3 corporation.
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nharmon
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response 54 of 91:
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Feb 22 13:31 UTC 2013 |
Maybe the State of Michigan would appoint an Emergency Finance Manager. >:)
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richard
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response 55 of 91:
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Feb 22 22:39 UTC 2013 |
re #51 the Articles indemnify the board members:
The Corporation assumes all liability to any person other
than the Corporation or its members for all acts or omissions
of a volunteer director incurred in good faith performance of
their duty as an officer occurring on or after the date of
incorporation.
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jep
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response 56 of 91:
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Feb 23 19:16 UTC 2013 |
re resp:48: The proposal for this item was about a small, unexciting
change. The other discussion is filling some sort of perceived void.
Tomorrow is two weeks since I made the proposal. What is needed to
cause this to come to a vote?
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gelinas
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response 57 of 91:
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Feb 23 23:44 UTC 2013 |
jep, one more week of discussion and final wording of your proposal, then two
current members approving bringing the proposal to a vote.
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rcurl
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response 58 of 91:
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Feb 24 04:55 UTC 2013 |
Re #55: Read it again. It means that members can't sue the corporation.
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jep
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response 59 of 91:
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Feb 24 16:40 UTC 2013 |
re resp:57: I thought 10% of the membership was required. How many
members are there? If there are less than 10, one member is 10%.
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gelinas
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response 60 of 91:
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Feb 26 22:51 UTC 2013 |
At last count, when I counted the votes for the election, there were sixteen
members.
Also, only two, not three, weeks of discussion are required. So post the
final wording, at your convenience. :)
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jep
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response 61 of 91:
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Feb 27 03:51 UTC 2013 |
Reviewing the by-laws, my motion is as follows:
=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-
Shall the following changes be made to the by-laws?
By-Law change part A): Remove this section:
4.b. Upon serving two consecutive terms on the BOD, a person must
vacate the BOD for one year before being eligible to serve
again.
By-Law change part B) Change the following:
The current bylaw 4.c. states:
4.c. If an office is vacated before expiration of its term, an
election to fill the vacancy shall take place within three
months. A partial term so created of six months or less will
not count toward the two-consecutive-term limitation.
The new bylaw 4.c. should state:
4.c. If an office is vacated before expiration of its term, an
election to fill the vacancy shall take place within three
months.
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mary
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response 62 of 91:
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Feb 27 13:26 UTC 2013 |
I will support this change.
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gelinas
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response 63 of 91:
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Feb 27 20:11 UTC 2013 |
A couple of friendly amendments?
"Remove section 4b, quoted below, and reletter the remaining sections
appropriately."
"Change the wording of the current bylaw 4.c, redesignated 4.b, as follows:"
"The new bylaw 4.b should state:"
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cross
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response 64 of 91:
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Feb 27 20:16 UTC 2013 |
+1 to Joe's suggestions.
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jep
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response 65 of 91:
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Feb 28 04:06 UTC 2013 |
Thanks, Joe! Like this?
=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-
Shall the following changes be made to the by-laws?
By-Law change part A): Remove section 4b, quoted below, and re-letter
the remaining sections appropriately.
4.b. Upon serving two consecutive terms on the BOD, a person must
vacate the BOD for one year before being eligible to serve
again.
By-Law change part B) Change the wording of the current bylaw 4.c,
redesignated 4.b, as follows:
The current bylaw 4.c. states:
4.c. If an office is vacated before expiration of its term, an
election to fill the vacancy shall take place within three
months. A partial term so created of six months or less will
not count toward the two-consecutive-term limitation.
The new bylaw 4.b. should state:
4.c. If an office is vacated before expiration of its term, an
election to fill the vacancy shall take place within three
months.
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cross
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response 66 of 91:
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Feb 28 06:01 UTC 2013 |
(typo in the last stanza: 4.c to 4.b)
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gelinas
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response 67 of 91:
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Mar 1 02:54 UTC 2013 |
OK, we now have the final wording, more or less, and one member's approval
for bringing it to a vote. We also have a members's "if-so then-so." The
bylaws allow forty-eight hours for approval. It seems to me that 24 have
elapsed. Are there any additional approvals? Do any who have already
approved wish to revoke that approval?
In the absence of an explicit revocation, I'm inclined to accept the "if-so
then-so" as an approval.
I think the midnight between March 1 and March 2, a reasonable time to close
the floor for approvals to vote on the motion.
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denise
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response 68 of 91:
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Mar 1 18:13 UTC 2013 |
I would approve this.
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jep
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response 69 of 91:
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Mar 2 02:30 UTC 2013 |
I corrected the typo.
=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-=-
Shall the following changes be made to the by-laws?
By-Law change part A): Remove section 4b, quoted below, and re-letter
the remaining sections appropriately.
4.b. Upon serving two consecutive terms on the BOD, a person must
vacate the BOD for one year before being eligible to serve
again.
By-Law change part B) Change the wording of the current bylaw 4.c,
redesignated 4.b, as follows:
The current bylaw 4.c. states:
4.c. If an office is vacated before expiration of its term, an
election to fill the vacancy shall take place within three
months. A partial term so created of six months or less will
not count toward the two-consecutive-term limitation.
The new bylaw 4.b. should state:
4.b. If an office is vacated before expiration of its term, an
election to fill the vacancy shall take place within three
months.
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gelinas
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response 70 of 91:
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Mar 2 21:18 UTC 2013 |
I'm not feeling well today. Also, I've run into a problem with backtalk that
may affect voting: I've not been able to log in from the web. As soon as
those two problems are resolved, I'll set up the voting booth. The election
will run ten days. To pass, this amendment to the bylaws will need approval
from three-fourths of the members voting.
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kentn
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response 71 of 91:
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Mar 2 22:48 UTC 2013 |
The web bbs has been this way for a long long time. The issue is that the
login uses http:// and we need https:// now. This coming from the various
color schemes which set up the "Login now" link. A work-around is to
attempt to log in and when you get the error, edit the URL to add https
to it.
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jgelinas
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response 72 of 91:
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Mar 3 01:46 UTC 2013 |
That's really . . . disappointing. It starts from https, then switches
to http? Ugh.
I'm feeling better, but not better enough to set up the voting today.
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kentn
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response 73 of 91:
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Mar 3 02:24 UTC 2013 |
It's http in the backtalk scripts. It doesn't change as far as I know.
We've got https on the front web page, so that gets you in that far,
but when you click on "Login now" it is http:// which doesn't work.
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