T.R | Title | User | Personal Name | Date | Lines |
---|
306.1 | Don't mean to rathole, but.... | ALPHA::gillett | And you may ask yourself, 'How do I work this?' | Tue Oct 08 1991 19:06 | 33 |
| >The Special Meeting
>
> He said that we would be receiving notice of the Special Meeting very
> shortly. When reminded that the meeting was to be held within 30 days
> of the submission of the petition, he said simply: "that isn't true."
From the DCU Charter Bylaws, Article V, Section 3:
"Special meetings of the members may be called by the executive
officer, or by the supervisory committee as provided in these
bylaws, and may be held at any location permitted for the annual
meeting. A special meeting shall be called by the executive
officer within 30 days of the receipt of a written request of 200
members. The notice of such special meeting shall be given as
provided in section 2 of this Article"
Section 2 describes that "7 days before the date of any special meeting of
the members, the secretary shall cause written notice thereof to be
handed to each member in person, or mailed to each member at his/her address
as the same appears on the records of this credit union."
Seems pretty clear that they must have this meeting by the 17th of October,
and that they must put the notification in the mail by the 10th. Note that
this is going to be a potential problem as people will not receive their
notification in the mail until the 15th or 16th. The 10th is this Thursday,
the following Monday (argh!) is Columbus Day and the post office is closed
since it's a federal holiday. And I suppose there's nothing to prevent
them from mailing the stuff to "GMA" from Anchorage Alaska so as to further
delay the notification from reaching us. Of course, now I'm getting entirely
paranoid and unreasonable.
It should be interesting to see what happens!
/Chris
|
306.2 | 30 day requirement ambiguous | ESBLAB::KINZELMAN | Paul Kinzelman | Tue Oct 08 1991 20:50 | 18 |
| Unfortunately, the bylaws say the special meeting *must be called*
within 30 days. Does that mean "held" or merely "scheduled"? According
to another note in this file, Chuck was of the opinion that it must be
"held". Then the famous BoDs meeting happened. Then Chuck changed his
tune to must be "scheduled".
However, the NCUA general counsel does not agree. PG talked to him (in
DC) and I spoke to an NCUA official in Albany and they both are of the
opinion that the meeting must be *HELD*. So, if the meeting is not
scheduled properly in 2 days (Oct 10), it's time to formally complain to
the NCUA. Again, if they schedule it for sometime next year, that's a
violation. But if they schedule it for the next several weeks, the NCUA
probably wouldn't act before the meeting happened.
I think the BoDs know they are dead meat if they hold that meeting with
enough notice and convenient enough that all the people who want to come
can come. How much you want to bet the meeting will be in the
Berkshires? 8*)
|
306.3 | Chuck may be part of the problem | ESBLAB::KINZELMAN | Paul Kinzelman | Tue Oct 08 1991 22:29 | 36 |
| Re: .0
>> Chuck said the new policy has been instituted because he is inundated
>> with requests for information from a "very small number of members," who
I'm sorry to have to be so strong, and I was hoping to see better from
the new prez, but there's no other way I can put this: I believe Chuck
is blatantly lying.
1) Granted, PG and I (and probably a few others) have asked for a number
of things, but it's hardly an "inundation".
2) PG has been waiting for some info from last August. How long does it
take to copy a page or 2 of an auditor's report (unrealisitically
assuming of course that they intend to give us the auditor's report as
requested) ?
3) DCU has been denying our request for certain documents (BoD minutes,
etc.) since requested. How long does it take to stamp "denied" across
every request we have? They're not evaluating every request fairly,
they're just dogmatically rejecting everything. I'm sorry, this just
doesn't take very long.
4) I have no data to back this one up, but I don't believe that Chuck
rules on each request for info. I bet somebody at a much lower level
can decide to deny information.
I was hoping that the new prez would be better than this, that maybe
he'd take this opportunity to distance himself from the BoD. I was
hoping that maybe he was just gritting his teeth and merely implementing
what he was forced to implement by the BoD but no more than he had to.
From the above statement, it really looks like he's backing the BoD more
than the bare minimum necessary to keep his job until we can bring down
the BoD.
He could have just said "that's the new policy and the BoD is my boss
and I have to do what they want". But he didn't. I'm disappointed.
|
306.4 | | MIZZOU::SHERMAN | ECADSR::Sherman DTN 223-3326 | Wed Oct 09 1991 02:42 | 31 |
| In the latest "Network" Chuck indicated he wanted to open up
communication. He even gave his DTN if you want to reach
him. Then, here I read that he doesn't want to be inundated with
requests for responses. This does appear to be, um, inconsistent.
But, I'm going to write here in Chuck's defense. Since writing the
article for "Network" the BoD has apparently been gagging Chuck. I
think that he really does want to communicate. But, the BoD does not
want communication.
They have reasons for this. After all, letting one DCU member hand-copy
auditor's notes from the last annual report proved devastating.
And, as others have pointed out, there's a lot more information (like
BoD minutes and other auditor's notes) that has not been generally
released. One could speculate that these could provide further
devastation to the "stability" of things.
We can easily get around the arguements Chuck gave. For example, we
could have lots of different folks contact MM directly, pay her money for
her time and each request different pieces of material. Then what
would happen? Do you really think that the BoD would increase the
approval rate for releasing documentation? Well, I don't think so.
I think Chuck offered the best reasons he could think of for
restraining the release of information. He has to. He's been placed
under a gag order but he still believes in trying to open up
communication.
I hope a new BoD will let Chuck act without apparent hypocrisy.
Steve
|
306.5 | on special meeting | SLOAN::HOM | | Wed Oct 09 1991 10:04 | 23 |
| > Unfortunately, the bylaws say the special meeting *must be called*
> within 30 days. Does that mean "held" or merely "scheduled"? According
> to another note in this file, Chuck was of the opinion that it must be
> "held". Then the famous BoDs meeting happened. Then Chuck changed his
> tune to must be "scheduled".
As I've said before, there are many ways that the BOD can avoid
the special meeting:
1. the bylaws are changed - somehow,
2. there is another intepretation of the bylaws such that the
meeting does NOT have to take place within 30 days. In any
contract, there can be more than one intepretation,
3. the bylaws are NOT followed and special dispensation is approved by
NCUA or some other relevant bodies.
There are probably more ways that I haven't thought of yet. I hope I'm
wrong on the above.
Gim
|
306.6 | They can't change the rules on the fly | PLOUGH::KINZELMAN | Paul Kinzelman | Wed Oct 09 1991 10:57 | 34 |
| Re: Chuck...
My point was that he could have told the truth - the BoD has gagged him
- rather than what he said which implies he think's it's our fault the
policy was implemented. I maintain that if he said the latter, he's
lying.
Re: .5, 30 day interpretation
The bylaws can be changed by a vote of the BoDs but must be approved in
writing by the NCUA before the change can become effective (Article
XXI). I doubt they could get the change done fast enough and the
special meeting process is in progress. Besides, we could swamp the
NCUA with complaints over this legal maneuver.
Also, the DCU has to answer to the NCUA and we've got it from two
different places in the NCUA that the meeting must be *held* within 30
days.
Again, the bottom line for me is that I'm pissed enough to do whatever
it takes to bring down the BoD no matter what obstacles they put up.
And if I decide to run for BoD (it'll depend on how I feel about who
else is running mostly) and win, they will have an audit of a depth they
have not seen before. The harder they fight, the more apparent it is to
me that they have something to hide. I may not be able to do anything
about the rest of the banking industry, but I can help fix *our* credit
union.
If the BoD had come clean last spring, I bet none of us would be
involved to this extent and the BoDs would still have their seats for
whatever reason they still want them after all this hassle. If I were a
BoD member and was being hassled this much, I'd gladly resign. I have
more important things to do than get all the aggravation we're causing
for volunteered hours.
|
306.7 | | MIZZOU::SHERMAN | ECADSR::Sherman DTN 223-3326 | Wed Oct 09 1991 11:29 | 9 |
| I basically agree with Paul. I would like to point out that it is a
standard political maneuver to "make up new commandments" when you're
taking the heat on something that you can't defend. That's just
politics and that's the game that CC has to play to defend the BoDs
decision to limit the release of information. Once we get around the
current smoke, I expect more "new commandments". Don't blame CC for
this, IMHO.
Steve
|
306.8 | | SSBN1::YANKES | | Wed Oct 09 1991 11:54 | 12 |
|
Re: .6
If changes to the by-laws has to go through the NCUA, they are
guaranteed to have a copy of the latest and greatest legal by-laws for DCU.
Getting a copy of the by-laws from the NCUA would then establish the official
by-laws that DCU is (or should be :-) operating under. Using copies obtained
from DCU in anything but the most immediate timeframe might not include any
recent changes. (Hmmm, comparing the official by-laws from the NCUA and the
latest-and-greatest set from DCU might prove interesting.)
-c
|
306.9 | ? | BEING::MELVIN | Ten Zero, Eleven Zero Zero by Zero 2 | Wed Oct 09 1991 12:16 | 12 |
| >
> Also, the DCU has to answer to the NCUA and we've got it from two
> different places in the NCUA that the meeting must be *held* within 30
> days.
Ah... A question I do not recall anyone asking... Exactly what do you expect
the NCUA to be able to do? Impose a fine? Guess where the money would come
from. Slap on the wrist? Specifically WHAT penalties are there if the
special meeting is not held when it should be? Exactly what control DOES
the NCUA have over DCU?
-Joe
|
306.10 | NCUA power | PLOUGH::KINZELMAN | Paul Kinzelman | Wed Oct 09 1991 12:27 | 11 |
| I don't know if the NCUA opinion is posted in this notes file. I know I
called Albany NY myself, and I know PG told me that he called Wash DC
asking about the 30 day interpretation. Their interpretation, again,
was *held* not *scheduled*.
My understanding is that NCUA has complete regulatory power over credit
unions. I believe they can disolve the board and the entire credit
union but I can't remember specifically where I heard this info. But
I'm just as sure they don't like to get involved. They need to be
called in to do something by complaints. They've got mine already about
the lack of information.
|
306.11 | wrong questions asked | SLOAN::HOM | | Wed Oct 09 1991 12:39 | 22 |
| I called the office NCUA and spoke with a Sal Chriscion. Here's what I
found out:
1. the NCUA's intepretation is that the meeting must be held within
thirty days.
2. I asked about penalties. There isn't any. The NCUA will, however
investigate.
3. Is the BOD likely to be removed as a result of this investigation?
The answer was unlikely.
4. What would happen if the meeting were held after the 30 days period?
The special meeting could be invalidated.
5. How could the 30 days requirements be enforced? Request in writing
an intepretation from the General counsel in Washington, DC.
Gim
|
306.12 | | STAR::BANKS | Lady Hacker, P.I. | Wed Oct 09 1991 13:00 | 9 |
| Does point #4 in .11 concern anyone else?
The BoD explicitly violates the NCUA's interpretation by holding the meeting
after 30 days. They wait to see what happens at the special meeting. If they
get voted out, they invoke whatever .11's point #4 is based on and invalidate
the special meeting, and therefore its outcome.
It would be an admission of fault on their part (for holding the meeting after
the 30 day period), but it'd also keep them in office a bit longer.
|
306.13 | | ALPHA::gillett | And you may ask yourself, 'How do I work this?' | Wed Oct 09 1991 13:07 | 23 |
| >Does point #4 in .11 concern anyone else?
>
>The BoD explicitly violates the NCUA's interpretation by holding the meeting
>after 30 days. They wait to see what happens at the special meeting. If they
>get voted out, they invoke whatever .11's point #4 is based on and invalidate
>the special meeting, and therefore its outcome.
>
>It would be an admission of fault on their part (for holding the meeting after
>the 30 day period), but it'd also keep them in office a bit longer.
Well, they could get "cute" and do some wrangling of that sort to try to keep
a lid on. But I believe that if they did this, it would only strengthen the
case for those of us who want to get rid of the board.
Their best defense would have been to call the meeting as soon as it was
possible to do so. In so-doing, they could have pointed out that they were
having the meeting immediately to clear the air and get back to business.
IMO, the longer they delay the worse they make themselves look. A long wait
gives people plenty of cause to fret and worry (and post a lot of notes :-))
about everything.
/chris
|
306.14 | | TOMK::KRUPINSKI | Repeal the 16th Amendment! | Wed Oct 09 1991 13:53 | 7 |
| > How much you want to bet the meeting will be in the
> Berkshires? 8*)
My money says Nantucket.
Tom_K
|
306.15 | | MIZZOU::SHERMAN | ECADSR::Sherman DTN 223-3326 | Wed Oct 09 1991 14:27 | 16 |
| Well, if I don't get notification of the meeting in the mail by Friday,
I'm sending a complaint to the NCUA. I should get notice of a meeting
on October 17 by tomorrow, but by waiting until Friday I allow the
typical one-day delay of mail between Maynard and Marlboro. If I don't
hear by Friday, they have either violated the 7-day notice rule or the
30-day rule. Either way, they are in violation, IMHO, and I'll let the
NCUA know.
I would not be surprised if an effort is made to invalidate the special
meeting by citing that it took place after the 30 days. But, it seems
to me that a complaint filed before the meeting concerning the delay
probably would carry some weight, especially if the BoD is documented
through complaint as having been in violation as soon as the violation
occurs.
Steve
|
306.16 | Call in Feds | HELIX::SONTAKKE | Vikas Sontakke | Wed Oct 09 1991 14:58 | 6 |
| Does NCUA have any real power over DCU? When Barnstable was closed
down, did NCUA came in with the armed guards? My impression was that
NCUA was funded by credit union industry and it does not have any
legal authority.
- Vikas
|
306.17 | | ALPHA::gillett | And you may ask yourself, 'How do I work this?' | Wed Oct 09 1991 15:29 | 12 |
| Re: .15
Steve...the bylaws are clear that "the secretary shall cuase written notice
thereof to be handed to each member in person, or mailed to each person at
his/her address..."
Now, I'm not a lawyer (but I play one on TV...), but my interpretation is
that the notices don't have to be mailed until the 10th. That being the
case, they're gonna be arriving 1-2 days before the meeting, or on the
meeting date itself. But, it's within the bylaws to do that.
/chris
|
306.18 | | COMET::PERCIVAL | I'm the NRA, USPSA/IPSC, NROI-RO | Wed Oct 09 1991 17:38 | 11 |
| <<< Note 306.16 by HELIX::SONTAKKE "Vikas Sontakke" >>>
> -< Call in Feds >-
> Does NCUA have any real power over DCU?
According to the little card in the CXO branch, NCUA is an
"Agency of the U.S. Goverment".
They ARE the Feds.
Jim
|
306.20 | meeting held on DCU property? | POBOX::KAPLOW | Have package, will travel | Wed Oct 09 1991 20:08 | 10 |
| re: .13 and .14
You are both wrong. The meeting will be held on DCU property, out
on the cape, on some of our wonderful swamp land :-)
I just saw this is an internet .sig file a couple days ago. It
seemed appropriate to repeat here:
"The more corrupt the state, the more numerous the laws."
Cornelius Tactus
|
306.21 | | MIZZOU::SHERMAN | ECADSR::Sherman DTN 223-3326 | Wed Oct 09 1991 22:52 | 5 |
| Okay, At VERY MOST it should take 3 working days to send a letter from
Maynard to Marlboro. So, shall I wait until mail is delivered on October
14 before sending my letter to the NCUA?
Steve
|
306.22 | | WLDBIL::KILGORE | Digital had it Then! | Thu Oct 10 1991 09:49 | 5 |
|
Mine is going out tomorrow. Anyone with half a conscience would have
made sure that the meeting was scheduled by the 17th, and that
notification was in the hands of the members by today.
|
306.23 | | GUFFAW::GRANSEWICZ | Someday, DCU will be a credit union. | Thu Oct 10 1991 19:25 | 211 |
306.24 | | KAHALA::FULTZ | ED FULTZ | Wed Oct 16 1991 14:24 | 7 |
| One thing I want to mention here is that members may not have shown up to some
of these meetings because THEY DON'T HEAR ABOUT THEM. I have only begun to be
tuned into what is going on. I didn't read this notes file much. I didn't hear
anything of the meetings. So, just because there was little attendance, don't
believe that people don't care.
Ed..
|
306.25 | Get information out in as many ways as you can | CSC32::B_SHAW | | Wed Oct 16 1991 21:35 | 26 |
| Would it be a good idea to have a poster put up at each site giving
the details of the special meeting (or many posters) and have
information available outlining the our grievences with the current
BOD.
This could be posted outside the lunch area and other employee bulletin
boards though out the sites most likely to produce members at the
meeting. A local contact should be available to answer questions for
concerned members. I would suggest posting this outside the DCU
offices but permission for this may be a bit more difficult to obtain.
Unfortunately, Im in COLORADO but if you think it will help, I would
volunteer to post information and serve as a source for answers to
questions. At the CSC, a wide distribution via mail is possible using
the @SOCIAL.DIS distribution list.
Good Luck,
Bob
P.S. I took MM advice and found a bank that offers the services I
require at a competitive rate (free checking, etc|) and have already
switched my Direct Deposit. I continue to maintain my accounts tho
have cancelled by wife's checking in favor of the bank.
|
306.26 | | GUFFAW::GRANSEWICZ | Someday, DCU will be a credit union. | Thu Oct 17 1991 01:12 | 5 |
|
We've had our notice ready for a while. All it needed was a date, time
and place. Over the weeks preceding the special meeting, look for much
activity concerning DCU issues.
|