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Conference 7.286::dcu

Title:DCU
Notice:1996 BoD Election results in 1004
Moderator:CPEEDY::BRADLEY
Created:Sat Feb 07 1987
Last Modified:Fri Jun 06 1997
Last Successful Update:Fri Jun 06 1997
Number of topics:1041
Total number of notes:18759

367.0. "If another special meeting: I don't want to pay for it!" by JAC::COFFLER (Cancer cures Smoking ...) Wed Nov 13 1991 13:47

    Is there any way to recoup the cost of another special meeting, if it
    becomes necessary?
    
    My fear is this: Even though the INTENT of question 3 was absolutely
    clear, I strongly fear that the BoD will choose to ignore it.  This,
    in turn, will probably result in ANOTHER Special Meeting, and thus
    resulting in ANOTHER $35,000.00 being spent (at least - the prior room
    simply wasn't large enough).
    
    Ultimately, it's clear that the INTENT of question three is that the
    88,000 members of the DCU have a chance to vote.  If the BOD does not
    allow this, we have little recourse.
    
    My question is: The costs of the meeting is, ultimately, OUR money.  If
    the BOD forces us to call another special meeting, because they don't
    accept the will of the members, must WE be forced to pay up the $35K+
    to fund it.
    
    Legally, could we recover any of the money for another special meeting
    from the BoD, personally?
    
    This meeting (and it's cost) was "reasonable" so that the BoD could get
    the will of the members.  Now that's clear.  Any further meeting costs
    would NOT be reasonable, in my mind.  How about the BoD pay for it,
    PERSONALLY?
    
    Clearly, this would take lawyers.  And it would probably take a class
    action suit (from all of us) to fund a laywer to handle it.  But,
    ultimately, if they lost (and had to reimburse for another meeting),
    they'd need to pay the legal costs too.
T.RTitleUserPersonal
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367.1ISLNDS::TOMAOEvenWhenImRightNextToYouWed Nov 13 1991 14:319
    
    There was NO NEED to spend money on food!!!!!!
    
    I'm sure we would have saved money if just the water was available and
    not all those fancy hors d'oeuvres.
    
    just my two cents
    
    Joyce
367.2Not a productive course of action, IMNHO...BOXORN::HAYSWed Nov 13 1991 14:5629
RE:.0 by JAC::COFFLER "Cancer cures Smoking ..."

> Legally, could we recover any of the money for another special meeting
> from the BoD, personally?

If you really need to know,  you would need to file suit and battle it out
in the courts.


> But,  ultimately, if they lost (and had to reimburse for another meeting),
> they'd need to pay the legal costs too.

Warning:  I am NOT a legal expert.  I have been involved with a similar case
years ago.  Laws might have changed,  exact case would be different in details,
etc...

As I understand it,  they would not be personally liable for any costs while
acting as members of the DCU BOD.  DCU would pay for their legal costs will
defending any lawsuit as to their actions as members of the Board of Directors.

The $35K for a special meeting is petty change.  Think of it this way:  It
would reduct the amount that DCU could pay as interest on deposits by about
.00875%

How much do you have on deposit?  Multiply by 0.0000875 to see what the meeting
really cost you.


Phil
367.316BITS::DELBALSOI (spade) my (dog face)Wed Nov 13 1991 15:5211
I agree that there's most likely no way you could go after BoD members
personally for costs. The cost of the meeting is part of the cost of
conducting credit union business, and as such it's an expense that the
credit union (we) needs to be responsible for. If it comes to that, we
need to bite the bullet and pay for another meeting. We can trade the
hors d'oevres for more square footage.

I'd caution against discussion, suggestions, or even hints of class action
suits in a DIGITAL notes file.

-Jack
367.4SQM::MACDONALDWed Nov 13 1991 16:577
    
    If they don't comply, I say we pay $35K per for as many meetings
    as it takes for them to "get it."  The money is a small issue
    at this point.
    
    Steve
    
367.5Another meeting is cheap!SSDEVO::RMCLEANWed Nov 13 1991 19:171
  It's only about $.40 per member...  Money is only the way you look at it...
367.6Looking forward to next time ...?DECWET::PAINTERWed Nov 13 1991 20:1115
    In the event another meeting is needed, can some
    provision for non-New England members be made?
    Video conference style, absentee ballots, etc...
    
    Also, the cost of the rental of a room at the Tara could probably be
    avoided by selecting a less ostentatious meeting room.
    
    A notice should be included in the proposed agenda allow for a set time
    to start the meeting and specifically allow any member to vote
    regardless of the time of arrival (ie if present for the vote, they can
    vote.)  The refusal to admit the people outside was IMHO an
    infringement on their rights as DCU members.
    
    /Tjp
    
367.7LEDS::PRIBORSKYI'd rather be raftingWed Nov 13 1991 20:499
    Re: .6:  Not until changes to the bylaws are made.  It is clear to me
    that such changes ought to be considered.  It seems to me that it would
    be within the constraints of the bylaws to hold a meeting anywhere it
    is desired.  The next one could just as well be in Colorado Springs (or
    anywhere else for that matter).  I would have much rather seen the
    $35000 spent on a mailing and full accounting than what happened last
    night.  No new information was exchanged, 3 hours were spent on
    parliamentary procedure, and the outcome was predictable.  At least
    the counting performed on computer punch cards  is auditable.
367.8BUNYIP::QUODLINGMup - mup - mup - mup - mup - mup - mupWed Nov 13 1991 21:3118
    I think you will find that a large percentage of the $35,000 cost of
    the meeting was postage and other sundry costs. As was mentioned
    earlier, mailing notices, renting space is all part of the cost of
    doing business. If we start taking a nickel and dime attitude over the
    DCU, then they will quickly get into the same state that digital itself
    is, where people will report each other to the authorities for using
    too many Post it notes.
    
    So, they put on some snack's for the attendees of the meeting. As was
    suggested before, with large hotels, this tends to be the norm. i.e. it
    doesn't get any cheaper without the food. And if they hadn't put the
    food on, someone would be in here saying "Cheap so and so's, could have
    at least catered..."
    
    sigh
    
    q
    
367.9EVMS::NORDLINGERDTN 381-0473 Alpha-VMSWed Nov 13 1991 21:4915
>    <<< Note 367.6 by DECWET::PAINTER >>>
>   In the event another meeting is needed, can some
>   provision for non-New England members be made?
>    Video conference style, absentee ballots, etc...

	I echo this sentiment if a change to the bylaws is 
	required then it is way past due. 

 	If our membership beyond the 495 area was represented
	then I imagine the outcome would have been more acceptable. 

	regards, 

	John
    
367.10SHRIMP::EGGERSAnybody can fly with an engine.Thu Nov 14 1991 01:2110
    I live in Colorado Springs.  I seriously doubt I will get to MA for a
    special meeting if there is another one.  I would like to go, but it
    seems very unlikely.
    
    One of the lessons learned from last night's meeting is don't try to be
    clever with procedure and don't do anything that isn't absolutely
    necessary: it will only cause wrangling, delays, and upset. The KISS
    principle applies. Therefore I do not believe it would be a good idea
    to try to change the bylaws at the same time.  I say this even though
    it guarantees I can't participate in any such meeting.
367.11To fix the Bylaws, fix the BoardMLTVAX::SCONCEBill SconceThu Nov 14 1991 10:0928
I wrote this as DIGITAL 1639.173.  I've trimmed it a little for re-posting
here.
                           -< This Item was for you >-
--------------------------------------------------------------------------------
As one of those who made the (relatively short -- only 100 miles) round trip
to Framingham last night, let me say that I too am delighted that a vote was
taken which mandates a process enfranchising ALL members.  That's why I went.
And I think this is true for almost everyone else who voted for Item 3.

It's too bad that the Bylaws are worded in such a way that only members who
can travel to Massachusetts can launch such a process.  Perhaps a new, more
responsive Board will correct this lopsidedness, and write into the Bylaws
less "Massocentric" mechanisms for member control.

Please help spread the word -- ESPECIALLY all of you who live far from
Framingham.  YOU are the majority!  Please spread the word.  The ballot
information mailed by DCU will probably not do so, any more than the official
announcement of the Special Meeting did.  The nominating committee is
appointed by the Board -- and "In all cases, final approval of official DCU
campaign literature must be given by the nominating committee chairman."
(Official words, from Section II C of "DCU Election Guidelines".)

Whether you vote for or against the Board, YOU have control of the Board's
legal basis.  I hope you exercise it.  DCU will have been cleansed even if
your vote returns the sitting Board to office.  (This is meant sincerely,
although personally I'd feel a little strange voting for people who last
night manifested a singleminded intent to deny you any opportunity for that
vote.)
367.1216BITS::DELBALSOI (spade) my (dog face)Fri Nov 15 1991 01:179
re:                       <<< Note 367.5 by SSDEVO::RMCLEAN >>>
>                         -< Another meeting is cheap! >-
>  It's only about $.40 per member...  Money is only the way you look at it...

That's a very good point. Just think, if need be, we could have ten of the damn
meetings for what we've saved (out of pocket) in two months of the rescinded
checking account fees!

-Jack
367.13GUFFAW::GRANSEWICZSomeday, DCU will be a credit union.Fri Nov 15 1991 13:058
    
    RE: .12
    
    No, I think after what everybody witnessed the first time, only *1*
    more special meeting would be necessary.  I think the BoD realizes that
    too and thus their willingness to stand for reelection.  They know that
    they would not get away with it a second time.  Especially in front of
    an assembly of perhaps double Tuesday's meeting.
367.14Prxys next time ???DECWET::PAINTERFri Nov 15 1991 19:596
    What about the posibility of amending the By-laws (if needed) to allow
    for mail-in or absentee votes or proxy votes (That'd shake their
    gourd)?
    
    /Tjp
    
367.15LEDS::PRIBORSKYD&amp;SG: We are opportunity drivenSat Nov 16 1991 12:275
    Re: .-1:  Audited Mail-in votes with careful accounting I support.  If you
    think the election the other night wasn't fair, wait until you try to
    deal with proxies.  Quite frankly, I'm amazed that the bylaws are
    worded this way and consider it an oversight that ought to be
    corrected.
367.16No proxies and mail-in votes for special meetingsSCAACT::AINSLEYLess than 150 kts. is TOO slowSat Nov 16 1991 14:3410
    I'm against proxies and mail-in voting for special meetings.  By
    definition, special meetings are emergencies and I don't see any way to
    educate the entire membership on issues that are supposedly
    emergencies.  Combined with the stranglehold the BoD has on
    communications with members (this conference and MAIL being
    exceptions), allowing either would ensure that the BoD position on any
    issue would win.
    
    Bob - who was disenfranchised for the special meeting vote, but isn't
    complaining
367.17SSDEVO::EGGERSAnybody can fly with an engine.Sat Nov 16 1991 16:1211
    I was also disenfranchised for the same reason, and I'm not complaining
    either.

    The real issue now is to look forward to the special election and
    figure out how to elect people who will be more responsive.  Hanging
    onto what are now old issues is simply not useful.  It may be fun, and
    it might satisfy the soul, but it will not do the job.

    There are several changes to the bylaws that are necessary, but I don't
    see any way to make the changes without first getting a more responsive
    board of directors.  Let's concentrate on doing that first.
367.18$35K is .07% of $50 MillionSMURF::COOLIDGEBayard, DSE/PSPE-OSF ZKO 381-0503Tue Nov 19 1991 11:2544
    
    I sympathize with Tom Eggers and the others about their virtual
    disenfranchisement, and at the same time salute your tolerance.
    (In my personal case, I live an hour NORTH of ZKO, so I didn't
    get home until 0100. And I will gladly do it again if needed!)
    
    I suspect that it would be a very difficult and largely useless
    exercise to try to change the geography of the Credit Union. I
    recognize it as simply one of the trade-off's that I made when
    I joined, which was at the start of DCU, and when our only
    choice was Workers' down in Fitchburg.
    
    I've seen a lot of wrangling about the $35K cost, and I, too, was
    a bit irritated by it until about a week before the meeting when
    Chuck Cockburn visited Spit Brook. One of the things that he told us
    that he was thinking of doing was moving some $50 MILLION from the
    investment account (where it had - until HE arrived - been earning
    money at the lowest possible rate, the overnight Fed Funds rate)
    to the Loan account, where it would be loaned back out to the member-
    ship for cars, house mortgages, and VISA cards. I believe that the
    arithmetic will speak for itself when you consider that even with
    loan loss provisions factored in (0.3% for DCU members vs. 0.5-0.6%
    for the average Credit Union customer nationally vs 1.0% for
    commercial banks), the $35K will be more than covered by the
    difference in income between 5-6% for overnight FedFunds and 16%
    or so from a VISA card.
    
    And that, IMHO, is the real message that Steinkrauss and Weiss have
    consistently missed. I was absolutely appalled by Weiss' arrogance when
    he stated that "We're looking into <various changes>". Baloney. Chuck
    Cockburn is the one doing the work. The incumbent board has been
    looking to squeeze a measly $2 Million in income out of us from
    checking account fees, but they can't be bothered to PROPERLY invest
    our assets in ways that could easily bring in 5 times that much with
    very little additional risk. Chuck Cockburn didn't propose the fees;
    it was a done deal BEFORE he got here. Mangone's been gone since
    April, and the fees were proposed after he left.
    
    I, for one, will be looking forward to the ballot when (not if) it
    arrives!
    
    
    
    
367.19GUFFAW::GRANSEWICZSomeday, DCU will be a credit union.Tue Nov 19 1991 12:3626
    
    RE: .18
    
    All I can say is AMEN!
    
    Many DCU members are unaware that DCU has **$120 MILLION** sitting in low
    yield government securities.  It doesn't take a genius to see that
    loaning that money to members and getting 3-4% (minimum) higher return
    would bring in large profits.  When I asked Cockburn at MKO how much
    more he could expect to make if DCU's money was loaned out to members
    and he adjusted the loan rates, he really dodged the question.  I hear
    at ZKO he said that DCU is operating at 70% efficiency (my phrase) in
    this respect.  My recommendation to Cockburn concerning fees was to
    straighten out the loan rates (fix everything he's fixing), loan out
    this huge stash of money to members, and then wait a few years and see
    what the net income picture looked like.  But Cockburn seems to be in a
    real rush to get as much money as possible and the easiest and fastest 
    way to do that is fees.  It will take a Board of Directors in touch
    with the membership to keep him on track.
    
    And then you must wonder, isn't this all just common sense for a credit
    union?  Where has this common sense been for X years?  Where has our
    Board been for X years?  How much money have we LOST by not investing 
    this money in the membership?  We all know how much we lost by 
    "investing" like a bank.
    
367.20BIGSOW::WILLIAMSTue Nov 19 1991 14:3521
RE: .18

Bayard, you hit the nail on the head. Good job!

RE; .19

Phil, you also hit the nail on the head. How many of us have tried to get a
loan from DCU and been denied only to get one approved from another institution?
How many of us have applied for a loan from DCU only to end up with another
institution because of the delays and "unreasonable" requests for information?
If DCU had reasonable loan policies and rates/terms, they wouldn't be in this
situation to begin with!! It's a situation of their own making!

Shop around, indeed! (but I do understand it's getting better, but too late for
my 100K+ mortgage, 6K equity line, and 2 car loans - ALL somewhere else!)

I do hope that CC doesn't get too polluted by the old "because that's
the way things are" way of thinking (let alone the "We're DCU and you're not"
line of thinking).

Bryan
367.21SQM::MACDONALDTue Nov 19 1991 15:5911
    
    Re: .20
    
    Here at ZKO, Chuck made a point of saying that he believed that
    DCU had probably had far too restrictive loan qualification standards.
    He said that the DCU default rate was so low that there were probably
    a number of loans that had been refused that should have been granted.
    I think we'll begin to see big differences in this area.
    
    STeve
    
367.22CNTROL::MACNEALruck `n' rollWed Nov 20 1991 14:265
367.23MLTVAX::N1BFKBill SconceWed Nov 20 1991 16:2216
.22>      I don't have the numbers, but I would tend to doubt the above
.22>      statement [that the majority of DCU members live far from
.22>      Framingham].


Really?

Perhaps you're right.  I hadn't given it much critical thought, but it just
seemed "Massocentric" to me to assume that more than 44,000 of DCU's members
lived within the GMA.

Does anyone know real numbers?  It might make a difference in the coming
campaign -- and it's important that all DCU members get a chance to cast
knowledgeable votes just this once.

(I imagine DCU HQ knows.  But how many $$ would they charge under the IPP? :)
367.24a breakdown of the numbers ?FENNEL::MAURERTyranny: Taxation w/o RepresentationWed Nov 20 1991 16:5116
One of the things that really surprised me is the total number of members, put
at around 88,000.

I'd love to know how this breaks down into the following categories:

Current Digital Employees
Separate accounts (for voting purposes) for members of current Digital
employees' families

Same as above for Digital retirees

Same as above for DCU employees

Other categories (what others are there ?)

\Jon
367.25ex-employees can keep their membershipsPOBOX::KAPLOWFree the DCU 88,000 11/12/91!Wed Nov 20 1991 19:154
        Don't forget the possibility of accounts in the names of former
        DEC employees (about 200,000 people in that group, including me as
        of Saturday), their family members, as well as former DCU
        employees and their families.
367.26Re: .25STAR::PARKETrue Engineers Combat ObfuscationWed Nov 20 1991 20:472
    Voluntary I hope.