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The New Bylaws

Discussion in 'AAW Information' started by Mark Mandell, Apr 1, 2011.

  1. Mark Mandell

    Mark Mandell

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    Have been approved and are effective immediately.

    http://www.woodturner.org/

    Thank you to all of those members who took the time to register their votes.

    The measure passed by a margin of 525 in favor with 138 against in the first all-electronic vote for the AAW.
     
    Last edited: Apr 1, 2011
  2. Ed Davidson

    Ed Davidson

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    Mark,

    Thanks to you all those who contributed your time and good will to this effort.

    BTW, that alleged server down issue from the other day had nothing to do with the server, its capacity, number of members in the members area, or anything like that. I’m pretty sure that when the online vote was set up, the close date was set as 3/31/11, which the software interpreted as 12:01am on 3/31/11. A simple re-set of the voting close-down clock to 4/1/11 (12:01am) fixed the problem.

    best regards,
    Ed Davidson
     
  3. Brian Effinger

    Brian Effinger

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    Thanks for the head's up, Mark.

    I do want to say that I'm a little disappointed in the fact that only 663 members out of several thousand voted. It is a shame, but I guess there is nothing that can really be done about it.

    And yes, I did vote. :)
     
  4. Mark Mandell

    Mark Mandell

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    Me too, Brian. When I heard about the glitch yesterday, I envisioned several thousand members trying to get in at the last moment.

    Admittedly, corporate bylaws aren't a very sexy issue for most people. I was truly hoping that the e-vote facility would get more members involved. Maybe we'll get better participation come board election time.

    And thank you for voting.
     
  5. Mark Mandell

    Mark Mandell

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    Y2K all over again? :D:D:D:D
     
  6. Stuart Johnson

    Stuart Johnson

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    Agree or disagree with the results a lot of hard work went into developing the new bylaws. There were way too many personal attacks made by both camps and some friendships ruined beyond recovery. All of that must be put aside now and in some way figure out how to involve more than 4.5% of the membership in guiding the AAW.
     
  7. wnnelson

    wnnelson

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    April Fool

    Good one Mark you almost had me, now what are the real numbers.:confused:
     
  8. davidwalser

    davidwalser

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    Thank you, Stuart. That's an excellent sentiment.
     
  9. Mark Mandell

    Mark Mandell

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    Sorry, Bill, but that's the whole package. I guess I was dreaming about getting something in the 20-30% range.

    Reasons? Don't know. Maybe we didn't do a good enough job of communicating the importance of bylaws to members' rights. Maybe a whole lot of people just join to get a magazine, and don't really care beyond that.

    The committee worked long and hard to build in provisions to empower members for greater input into how the AAW is run. Doesn't seem like most of them care one way or another. That's not resentment talking, but rather acknowledging what may be a reality check for those of us who are involved in some way.

    It's interesting that when we were getting started on this rewrite project, other counsel I spoke with made the comment that "Your life would be a whole lot simpler if you got rid of member voting rights." I have to wonder what the response would have been if we had made THAT proposal.

    Peace
     
  10. Dan Oliphant

    Dan Oliphant

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    After all the hate and discontent that has been posted over the bylaws for the last many months, this is truely amazing that so few members bothered to get involved by a simple electronic vote. I guess all I can say is wow.
     
  11. Jake Debski

    Jake Debski

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    Sadly, you are spot on.

    One more thing to consider, did all of our back and forth angst turn off such a large number of otherwise interested voters? All told subtract the number of voters on both sides of the issue from the total and maybe you have 500 voters out of near 14,000?
     
  12. Owen Lowe

    Owen Lowe

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    Mark,
    Please don't beat yourselves up! You all made outstanding contributions of your time and visions and intellects.

    Whether the 13,500 members who chose not to vote know it or not the AAW is a stronger and better organization for it. The new structure may not ever become important to these folks but if when shavings hit the fan again, the AAW will weather the trouble with greater unity, and open-ness, and balance, than existed before April 1, 2011.

    This bears repeating: The AAW is a stronger and better organization because of the re-write committee's dedication to making it such.
     
  13. Ron Sardo

    Ron Sardo

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  14. Ddale Lowe

    Ddale Lowe

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    Mark,
    Altho I am not related to Owen I totally agree with his comments. The AAW house is in better order because of the work done by your committee on the Bylaws. Thank you.
    The low voter turnout is more likely related to the high number of members who agree with the way that the BOD is running the AAW and are happy with the services and the benefits. I believe that it also shows that a very few can create an incredible turmoil.
    Very much looking forward to the 2011 symposium - see you there.
    Dale.
     
  15. Mark Mandell

    Mark Mandell

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    Owen and Dale,

    Thank you and you're most welcome. I knew, of course, when I took the position with the Committee that it would not be one that garnered a lot of member appreciation; as I said, corporate bylaws are hardly a sexy subject among members and stockholders of large organizations. While the bylaws and the need to update them were a topic of discussion long before last Summer, the storm that followed gave the project an additional impetus. It's never a good idea to take on such a task in the middle of a controversy because the tendency is to draft essentially "knee-jerk" provisions that often make matters worse.

    I suppose I, like others, sort of fell into the trap of ascribing far more importance to the chatroom/forum storm than it actually carried among the AAW membership. People who spend much time on the Internet tend to do that, I think. That's not to say what was expressed wasn't important, just that the issues and positions one way or the other were not as widely held as many assumed or would have hoped.

    The low voter turnout in this instance I take to mean that members don't see the mechanics of how the AAW is run as being an important issue in their lives. Perhaps that is as it should be or, at least, is the nature of the beast. I suspect local chapter rules, being "close to home," would be viewed with a lot more interest.

    I believe we made some real progress. How meaningful it is will be measured by how much member involvement we get going forward. That, then, is the real challenge; getting more members actively involved so that they feel they have a real stake in the well-being of the AAW. It is then, and only then, that the changes we have made will truly come into their own.

    The last of the snow has melted. My garage is approaching a habitable temperature. I've got a pile of burl, maple, and box elder waiting, and Stubby will soon be drawn out of its niche. I've met my quota of flatwork for the Winter so I'm looking forward to spinning some wood here shortly. :)

    See you in St. Paul! ;)
     
    Last edited: Apr 2, 2011
  16. hockenbery

    hockenbery AAW Advisor Staff Member

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    I'm surprised at the low voter turn out.

    The AAW is run by about 200 members who serve on committees and in a variety of volunteer capacities and maybe a another 1800 AAW members who govern the 320 AAW chapters.

    I expected these 2000 folks to vote.

    I suppose it goes back to discussion on numbers needed to call a vote.

    It is really easy to get a message to a large portion of the membership.
    getting them to take an action is another issue.

    I conclude the vast majority of non voters had no preference for new vs old bylaws and were willing to accept the decision of those who had a preference.
    Maybe it is just a what do bylaws have to do with making chips.

    My thanks to the Bylaws committee.

    On to St Paul...
    Al
     
    Last edited: Apr 4, 2011
  17. wnnelson

    wnnelson

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    Sad Very sad:( Could the low turn out have anything to do with it being all online voting? In MHO it "could" be a big factor. Not having a paper ballot right in front of them could have caused them to forget all about it. I think the only "advertisement" for voting on this was in the Journal (am I correct). So you read the Journal, say I should look into this, then totally forget, I know I do this all the time. All electronic is the future for voting, but I'm thinking not all members on are in this future yet. Will the next BOD election be all electronic? If not why not? If the reason is that there will be more potential voters using some other voting system then perhaps the By-laws voting should have been considered that important also.
     
  18. wnnelson

    wnnelson

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    One other thing. Will anybody (possibly the BOD) be looking into the reason there was such a small turn out, or does anybody really care?
     
  19. Mark Mandell

    Mark Mandell

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    Bill,
    During February and March I posted several reminders on the turning forums of which I'm a "member" of sorts. Got a couple of positive pm responses. Part of the problem was that most every one of the fora(ums) had previously banned further AAW discussions after the flame war of last Summer so the means to advertise, remind, and urge members to vote was really very limited.

    Dan and Jake in this thread may have got it right. The members were so turned off by all the rhetoric and negativity that they just decided, consciously or unconsciously, to sit this one out. I've since spoken to a few members and that seemed to be part of the sentiment.

    Peace
     
  20. davidwalser

    davidwalser

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    How to improve turnout?

    With 20/20 hindsight, I think we could have done two things to improve turnout:
    1. Shorten the voting period. Two months in which to vote gave everyone plenty of time to consider the issues, but it also gave the procrastinators among us plenty of time to put off voting until the fact a vote had been called was forgotten. Perhaps, a shorter period -- say the last 2 weeks of February -- would have given everyone time to consider while also conveying that voting was something that couldn't be put off indefinitely.
    2. Send everyone a reminder. Before the vote, the AAW did a fair job of advertising that a vote was about to be held. Once voting began, the silence from St. Paul was deafening. In March, virtually all of us received an email from the AAW with the monthly message from the board. Perhaps, that same tool could be used to remind us to vote. A link to the ballot website and log on instructions would be extra-nice. If all a member had to do was click on the email reminder's link, I think more of us would have voted.
    Having said that, I was not too surprised by the low turnout. (I was disappointed, but not surprised.) To become an educated voter, a member would have needed to read the bylaws. In addition, because most of us don't spend a lot of time reading such documents, many members may have felt they needed to refer to additional resources to understand the bylaws before deciding how to vote. Unfortunately, the sub-forum that was set up to help provide this additional resource was too often used to score points rather than to ask honest questions and to provide honest feedback. The result was the average member would have had to read through pages of chaff to gather a few kernels of knowledge about the bylaws. That's a lot of work -- more than many of our fellow citizens are willing to expend on determining for whom they'll vote for President of the US. Is it, really, all that surprising that so few were willing to go to that effort?
     
  21. JRutten

    JRutten

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    Low voter turnout

    I also think something Ed Davidson has said in past memos throws some light on this issue. Of the 14,000 or so members we have a very small percent of them are actually computer and website users. I think there were plenty of reminders sent out, it is just that they reached so few people. The reminder on Wood Central was the one that spurred me to vote. I also would like to thank all of the people who were on this committee for their hard work and dedication to the AAW.
     
  22. Mark Warden

    Mark Warden

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    I don't know David

    Unfortunately, the sub-forum that was set up to help provide this additional resource was too often used to score points rather than to ask honest questions and to provide honest feedback. The result was the average member would have had to read through pages of chaff to gather a few kernels of knowledge about the bylaws. That's a lot of work

    I asked Honest Questions and was told they were already answered go look it up. Maybe the vote was low because many members felt they could not ask important questions without the threat of being thrown off the forum. And that it didn't matter the important issues were not addressed.:mad:
     
  23. Mark Mandell

    Mark Mandell

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    Mark,

    There was a fair amount of time that was put into rather detailed explanations that were posted on the AAW website. We did that so that people could get a basic understanding of the provisions and the reasoning behind them. The alternative on the sub-forum was to be answering the same questions with the same answers all over again.

    Moreover, several people persisted in basing questions on the issues that were closed for discussion in connection with the settlement agreement between Mr. and Mrs. Lacer and the AAW. The sub-forum was established for discussion of the Bylaws proposals, not as a substitute bully pulpit for members and others who refused to leave the Lacer issues alone, and persisted in creating diversionary issues that had nothing really to do with the Bylaws proposals. It was clearly set forth on the introductory information explaining what and why the "rules" of the sub-forum were. There was a real reason why AAW topics were banned outright on most every other turning forum I know of, and I had to get special clearance from each forum owner before even putting up the voting reminders that I posted.

    Strange, I don't see the WTF boys pounding their desks about the actual total restrictions on their allegedly sacrosanct "Free Speech" rights on WoodCentral, or Wow, or Sawmill Creek, or others. Strange, as well, that some of the loudest objectors were totally silent while the committee was soliciting member's suggestions and drafting our proposals. NOT A PEEP OUT OF THEM FOR MONTHS.

    You're angry, I acknowledge that. You can now acknowledge my anger at having what I had to say in honest attempts to respond to questions, even rhetorical ones, twisted and misrepresented, and my name, motives and hard work trash-talked and insulted.
     
    Last edited: Apr 5, 2011
  24. George Guadiane

    George Guadiane

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    Low Voter Turnout?

    No disrespect meant, I know that a few of you did a lot of work to create what you felt were important improvements.
    There were numerous comments about the lack of voter participation. I can't really speak for anyone else, but, personally, I still feel disenfranchised... Maybe that's ALL on me.
    I felt like the deck was stacked, and one of you came out and said that they had had a member removed from the group (one who I thought would address some of the things that didn't get touched and might have fought for different changes than we got).
    In the end, I felt like some of the changes went too far, some not far enough. And some important issues were not addressed at all, or at least not to my satisfaction at all (IMO).
    I didn't vote for or against the "dirt sandwich," not even with the lettuce and tomato.
     
  25. davidwalser

    davidwalser

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    George,

    That would be a fair summary of my feelings about the new bylaws, too. Isn't that the way things typically work in a group setting when there's honest give and take? Unless one voice controls the group, you end up with a compromise and nobody is left perfectly happy. That's the case with the new bylaws. No member of the committee got everything he or she wanted. Every member of the committee was voted down at least once (including the representative from the Board, Dale). Every member contributed and idea or three that made it into the final draft. In short, it worked pretty much like the committees most of us have worked on in the past.

    You mentioned the departure of a committee member. Perhaps it's time to set the record straight. No one was kicked off the committee. Three members departed of their own accord for one reason or another. If my memory serves correctly, one departed without any explanation. (Our work was delayed for a few days while we tried in vain to contact him to obtain his views on some point he'd expressed a particular interest in. I hope he's doing well, but I honestly don't know if he's alive.)

    Another quit because he didn't feel the rest of the committee was giving his views enough weight. I reached out to him to ask him to reconsider as did others. I thought he had some great ideas and wish that he'd stuck around. As I told my wife at the time, it was like we were all discussing the dry rot in the foundation and he wanted to discuss whether to have carpet or hardwood floors -- an important issue to be sure; it just wasn't what the rest of us were working on at the time.

    The last member quit over what I believe was a misunderstanding. She posted something on another forum that was read (misread, in my opinion) as an intent to violate the commitment of confidentiality we'd made to each other. An accusation was made, words were exchanged, and offense was taken. In the end, she decided she'd better things to do with her time.

    Each of the departing committee members made valuable contributions to the bylaws during their time on the committee. Their comments influenced my own thinking. They helped me to see things from another perspective and I'm sure the same is true for the other committee members. So, while I regret that they chose to leave the committee and regret that I was unable to persuade them to remain on the committee, I think it is important that everyone recognize they were NOT kicked off the committee because they were advocating for the wrong things. There is simply no truth to the rumor they were kicked off. None.

    Finally, George, when you claim you mean no disrespect and then call the results of our efforts a "dirt sandwich", I'm not sure you understand meaning of the term "no disrespect". If someone were to say, "No disrespect, but your mom's a whore", the "no disrespect" wouldn't make the "your mom's a whore" alright, would it?


    Update: Below, Al says I should retract what I wrote above. I'm not going to do that for a couple of reasons. 1st, I'm stubborn. 2nd, and more importantly, I don't think a retraction is necessary. I mentioned three members of the committee who left of their own accord. None of them were Al. My understanding is that Al was invited to join the committee and then, at the last minute, that invitation was withdrawn. That circumstance in no way contradicts the point I was making above: no member of the committee was asked to leave because of what he or she may have said as part of o
     
    Last edited: Apr 6, 2011
  26. charlie knighton

    charlie knighton

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    i am glad it is over

    i have a great deal of respect for both sides of the issue, a lot of deep feelings

    lot of work done before the vote

    i voted

    ready for symposium
     
  27. Al Stramiello

    Al Stramiello

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    I tried my best to serve as a mediator in the matter of the BOD Supporters vs the WTF. Unfortunately, my efforts were of no avail. Even more unfortunate is the fact that my involuntary removal from the ByLaws Committee just won't rest.

    David's statement needs to be retracted. I have communicated with him personally regarding his post.

    Friendships have been broken, the AAW has been hurt, and yet inflammatory posts continue. When will enough . . . . be enough?

    At the end of the current year . . . I will not be renewing my membership in AAW. And this, finally, should be the end of this sordid matter.
     
  28. Ron Sardo

    Ron Sardo

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    Me too Charlie, me too.
     
  29. Mark Mandell

    Mark Mandell

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    Strange, Al. I was on the committee from when it was first actually formed. I don't remember you being present at all. I even checked the committee site and, aside from your e-mail submission, there's not a single post by you. I do remember hearing about a selection process. Are you sure you weren't just nominated and then not selected? That would be a bit different from being "kicked off". I too am not aware of anyone actually being kicked off the committee.
     
  30. hockenbery

    hockenbery AAW Advisor Staff Member

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    Our perceptions become our reality

    a fact of human nature

    In the big organization the majority rules and often the minority perceives they are ignored when in fact the minority opinion has been evaluated and not adopted by the majority.

    In the AAW we rely on 9 board members to run our organization. we rely on committees to re-write our By-laws. about 80 percent of the members who care validated the work of the re-write committee.

    Were the 20 percent ignored. No! they were heard.
    The 20 percent can accept the majority vote or not.
    Some may choose to leave an organization they can't control.
    Others will stay and help the organization grow.
    Over time the 20 percent may influence the 80 percent or the 80 percent may influence the 20 percent.

    Be assured everyone who spoke and contributed was heard. (my perception)


    -Al
     
    Last edited: Apr 6, 2011
  31. George Guadiane

    George Guadiane

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    Some will try and get alignment between their values and the stated and/or perceived values of the controlling members, therefore the organization.
    Some may leave an organization when they feel that their values and intentions are not the same as those of the people who ARE in control of it.
    Some will sit quietly on the sidelines and accept whatever goes on, skimming what they can off the top which benefits them, no matter what their core values might suggest.

    Currently, I'm waiting to see if any of my interests and concerns about past acts and circumstances will ever be addressed.

    Being heard and being listened to and/or valued are often not the same thing (my perception).
     
  32. Jake Debski

    Jake Debski

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    I have always maintained "you have the best possible solution, under the circumstances, when neither side is totally satisfied."

    The volunteer committee did the best they could under less than pleasant circumstances.

    A paltry 600 or so members cared enough to vote.

    The next few years can either be the Best in AAW history or a mediocre future.

    Its in OUR hands, no one to congratulate, or blame..........but us.

    I'll never type another word on this subject. SHMG!
     
  33. wnnelson

    wnnelson

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    Moving forward

    Now that the updated by-laws have been approved what is in store for the future? IMHO the BOD failed the AAW membership by not updating the by-laws sooner even though they knew it had to be done. They procrastinated until it was too late and were forced to do something or else. It was talked about in the by-laws discussions that there would be further work done in the near future, is this still true? Were there items on the committees agenda which did not get done? Does the current committee still want to continue working? I would hope that there might be a slower process where AAW members can discuss what is proposed in detail before it is cast in stone and put up for a vote. I believe there was discontent because there was no discussion period where possible changes could be made before the final document was produced. So are you guys up for the possible hate and abuse which will be sure to follow?
     
  34. Mark Mandell

    Mark Mandell

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    Hi Bill,

    I'll respond, but I wish to make very clear that I speak for myself only at this point.

    From what I know, the answer to your First question is "Yes. There will be further efforts at revisions." Further suggestions have been solicited and received and will be saved along with all of the previous suggestions sent to the sub-committee last year.

    In answer to your last question, "No. I have no use or tolerance for the hate speech that still mushrooms in some places." People who must communicate that way will have the direct opposite effect they seek as they will find themselves closed out of any meaningful discussions. Conversely, those who can evidence long-view thinking, express constructive suggestions in an atmosphere of cooperation, even though through opposing views, will, I'm sure be welcome. Someone who comes in the door with epithets and accusations will, if I have any say in it, be shown the door, regardless of their ideas. In the same vane, those who will have a problem if and when their pet issue or suggestion is not addressed or accepted, should probably think twice about becoming involved as they are headed for a dose of rejection which nobody enjoys. Everybody loves their own ideas and is entitled to fight for them, but must also be prepared, in good faith, to subrogate them to other more important subjects.

    On your Second, "Yes. Not everything on committee members' individual lists or those submitted by outside members got incorporated." Will they be in the future? Speaking as one with a number of items on his list, I hope so.

    Third, I've pretty much had enough, at least for a while. The collateral matters and distractions and the virulent rhetoric and personal insults were very draining, and I put far more personal time into the effort than I anticipated.

    Discussions? People seem to forget that there was a long period where we were begging for member suggestions and input. However, a drafting committee can't be run by referendum and the AAW can't afford to run an election on every section, sub paragraph, or list, Consider that having individual votes on just the subsections in Article Four, with publication through the Journal, would take years to complete. From the standpoint of creating actual language, nothing gets done while 50 or a thousand people argue over the damn commas. The two month "discussion period" on this forum yielded a bunch of no's and objections, but very little in the way of concrete suggestions and workable alternatives. As I said, those alternative suggestions will, nonetheless be looked at later this year. Given the track record of some posters here, I honestly rather doubt that a chatroom/forum debate on provisions would be too awfully helpful. Alternatively, a public comment period by individual written suggestions and submissions might, however, yield some meaningful results.

    As was mentioned early on, the AAW is changing; a 14,000 strong international association cannot be run like a local woodturning club. How the AAW is governed and run will need to become far more sophisticated than in the past. The Bylaws that determine how basic "corporate matters" are carried out is only one part of a well-run organization. For instance, a full set of Ethics rules needs to be formulated and codified along with a set of detailed procedures to be followed to implement and enforce those rules. There are also membership issues that have arisen that should be addressed.

    Peace

    Going to St. Paul?
     
    Last edited: Apr 6, 2011
  35. wnnelson

    wnnelson

    Joined:
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    Messages:
    194
    Location (City & State):
    Torrance, CA

    It appears there will be no further work on the by-laws (at least not by the original group) if the lack of responses is any indication. It will be a shame if the BOD puts this on the back burner again. I would hope that when the committee presented the final by-laws proposal they also included items which needed to be worked on in the future. Is this the case? If not, is it too late to send a list of what needs to be done now? If there were proposals presented for future work would one of the committee post this list so the AAW members can know what else may need fixing? I ask this not to cause hate and discontent but to try and find out what other problems we may be facing in the outdated portions of the by-laws.

    I agree the Ethics rules are severely lacking. I was really amazed that the Ethics committee has absolutely no power what-so ever. I'm sure that when drafting such rules the BOD would be really looking after their back side. Perhaps that can be changed in the future.

    What membership issues are you referring?

    I have no plans to go to St. Paul at the moment but you never know.
     
  36. Malcolm Zander

    Malcolm Zander

    Joined:
    Jul 18, 2010
    Messages:
    51
    Location (City & State):
    Ottawa Canada
    For Mr. Nelson

    "I'm sure that when drafting such rules the BOD would be really looking after their back side."

    This is the type of nasty snide remark to which Mark Mandell was referring in the 4th line of his posting.

    Does Mr. Nelson understand that any deficiencies in the Ethics policies were inherited by the current BoD from their predecessors? From which unrelated fact Mr. Nelson chooses to cast aspersions on the motivations of the current BoD.

    Remarks like Mr. Nelson's we do not need.
     
  37. wnnelson

    wnnelson

    Joined:
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    Messages:
    194
    Location (City & State):
    Torrance, CA
    Mr Zander

    I believe you are jumping to conclusions and reading way more into this than intended. I am not attacking the current BOD and I did not state that the current BOD drafted the Ethics rules. I know they were written by pass BODs and when they were being written I'm sure those BODs did have their back sides in mind. The current ethics rules have absolutely no teeth and IMHO they were purposely written that way. I'm sorry you think this was a nasty snide remark, but I do think you are over reacting. Do you Mr. Zander feel the ethics rules are adequate, I do not.

    Returning now to a kinder gentler forum.
     
  38. Mark Mandell

    Mark Mandell

    Joined:
    Apr 25, 2004
    Messages:
    2,542
    Location (City & State):
    Annandale, New Jersey
    Just a quick one, Bill. True ethics rules have far wider application that merely the members of a Board of Directors; they must apply to all members of the organization. Consequently, it is not possible to write them to cover (butts or other body parts) only 9 people in a 14,000 member organization.

    I have noticed in the past that there appear to be real misunderstandings between what can be ethical transgressions and what may only be improper actions under bylaws. These are two very different situations. One kind of "violation" can be handled internally when procedures are developed, the other, if serious enough, may have to be raised in a court with lawyers, etc., in order to reverse an improper action or vacate something like an election or vote not properly carried out under the rules.

    As far as my "list" is concerned [or views and suggestions], I'll be holding them until the appropriate time. As I said, I need a break ;)

    Peace
     
  39. Mel Turcanik

    Mel Turcanik

    Joined:
    Jun 24, 2010
    Messages:
    34
    Location (City & State):
    Dodge Center, MN
    My reason for not voting

    Having participated in more bylaws revisions for organizations than is healthy, I can appreciate the difficulty and effort it takes to accomplish this task. So, I sincerely thank those who were willing to make the effort.

    The old bylaws were a joke and past boards have to take responsibility for the state of affairs we were in. The new bylaws are an improvement, at least they meet the Minnesota statutes. As far as that goes, I would have been willing to vote to accept the new bylaws, but for the high threshold of petitioners required for a special meeting/vote and the lack of independent ethics oversight. The board still has no real accountability to the membership and has control over it's successors.

    I understand the arguments made in favor of the threshold, but as history has demonstrated both in our organization and many other corporations, it is rare that spurious items can ever gain enough signatures even at much lower levels to ever be brought to the level of a special meeting or vote. It's hard enough to get member participation for serious business, as this vote tally demonstrates.

    So while the new bylaws are progress, I still feel disenfranchised and therefore chose to abstain. I doubt that the other 13k votes that weren't cast were for a similar reason. I believe that this is not something that members, in general, care about.
     
  40. Mark Mandell

    Mark Mandell

    Joined:
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    Messages:
    2,542
    Location (City & State):
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    Hi Mel,

    As I understand them, the Minnesota statutes were drawn up with the purpose of providing structure to small NFP organizations like real estate development homeowners' associations, co-ops and condominiums, and small community charities. The "50 members for a meeting" rule is a prime example of this. The problem then was to adapt the statutes to the reality of the AAW which has grown far beyond the scope of the Minnesota design.

    In redrafting the meetings provisions, the problem was one of balancing the AAW's need for stability against individual members' ability to voice preferences and oppose a given course of action or to remedy a perceived problem if "management" failed to do so. Not an easy balancing act, and I can understand how some would be dissatisfied with where the "bars" were set. Of course, regardless of where they were set, high or low, there were equal arguments to move them in the opposite direction.

    Bylaws in most organizations are rarely consulted by members, almost never until there's a problem. The AAW is different, however, and I expect that its Bylaws will be looked at, reviewed, and used more than many. These things aren't chiseled into stone tablets, after all, so let's see how things work (or don't work).

    BTW, your comment regarding "ethics" is well put, except I think your focus is too narrow. A code of ethics cannot just apply to a Board, it must apply with equal force to all AAW members if it is to be effective. Naturally, there are special provisions that would apply to fiduciaries (persons who are in positions of control of the AAW), and there will also have to be a set of rules and procedures to uniformly implement and enforce such a code's provisions. That, however, will be another large drafting task, potentially far more difficult than revision of the Bylaws, because bylaws are, as I think you know, black/white rules of procedure, whereas ethics "rules" deal, almost exclusively, in shades of gray.

    Peace
     

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