Conference 7.286::dcu

    
    Done last meeting.
    

    YAY!! :)
    
    Steve

    
    I should clarify.  The Special Meeting Bylaw was addressed.  The Bylaws
    will be undergoing more changes as we propose them.
    
    But please remember this one VERY important detail, it takes a 2/3 vote
    of the Board to change the Bylaws.  That means it takes *5* directors
    to make change happen in this area.  Therefore there is absolutely no
    certainty that all proposed changes will pass with a sufficient number
    of votes to make it happen.
    

    
    Just for clarification -- can we say that at a recent BoD meeting, the
    5000/2000 signature count rule was rescinded, and we once again need to
    collect only 200 signatures to call for another Special Meeting?
    

>    Just for clarification -- can we say that at a recent BoD meeting, the
>    5000/2000 signature count rule was rescinded, and we once again need to
>    collect only 200 signatures to call for another Special Meeting?
 
	"Addressed" is not the same as resolved. It is a first step though.
	Most organizations I've been apart of avoid making a by-law change 
	at the first meeting it's suggested. The reason for this is to allow
	for full study and concideration before adoption. And as someone, Phil?,
	pointed out it takes 5 votes to pass at DEFCU. While the 4 Real Choices
	people have, one assumes, given some of these by-law changes a lot
	of thought it may be that that is not the case for all of the Board.

	Also by-law changes may be awaiting final approvial from the NCUA or
	and official acceptance of the last meetings minutes. I'm not sure
	what the technical details are for DEFCU.

	I suspect that if and when by-law changes are made and are final that
	Phil and others will be more than happy to say so in exactly those
	sorts of words.

			Alfred
	

    RE: .4
    
    No.
    
    RE: .5
    
    Dead on!
    
    
    
    P.S.  I really do hate being so non-direct with these answers!  I just
    isn't my style and I know I would not like being on the receiving end
    of them.  Please bear with me for a while.

re: .6, re: .5, re: .1, re: .0, re: ?

Wait a minute - now I'm confused. The basenote quotes the platform statement.

.1 says specifically - 
	"Done last meeting."

The platform plank talks specifically about "rescinding" the Midnight
ammendment.
    
So, which is it? Exactly what was "done" at the "last meeting" regarding
the plank from the platform? "Addressing", or "rescinding"?

-Jack

    I'm glad to see it the signature requirement is being addressed and not
    simply rescinded.  5,000 may be too many, but I think that 200 is too
    few.
    
    Donning my flak jacket,
    
    Keith

What I can say is that the bylaw was changed at the last meeting. I'm happy
with the result, tho we must get word back from the NCUA before it's
formally in the bylaws because our numbers are non-standard. The standard
bylaws only allow the two extremes - what it says now (5000/2000) or
what it said a year ago (200). Anything else is non-standard (like something
in between) and requires NCUA approval.
So it stands now at 5000/2000 until we receive word back from NCUA.

Please be patient to find out the details until the
board can decide formally how to publish information. As I noted in 
560.0, deciding how we put forth information is one of my top priorities,
but it is also the board's responsibility to decide that.

    Phil, why the two extremes?  Are they based on credit union membership,
    i.e., a credit union of X members needs 200 signatures, while a credit
    union of >X needs 5000/2000 signatures?

The two extremes are dictated by the NCUA. They have boilerplate bylaws.
If you use these boilerplates *exactly* word for word, you don't have to
get approval from NCUA. If you change *anything* then you have to get
their approval before any change goes into effect. I can't defend NCUA's
choice of the options for the special meeting. In fact, I wrote them
a letter asking them to justify why they chose the 5000/2000 number,
suggesting they might as well prohibit special meetings if they use those
numbers. They wrote me back a typical bureaucratic letter telling me that there
were the two options (which I already knew), but offered no justification
for the excessive numbers.

So, I think the previous board changed to those high numbers because that
was their only alternative to leaving the low number of 200 in the bylaws
if they wanted to change that section quickly.

    So it looks as if the old board wasn't quite the ogres everyone would
    like to make them out to be.  There were real concerns from real
    members over the low number required to call a special meeting (I heard
    them, in the halls and in this notesfile).  The Board addressed those
    concerns by raising the limit to one approved by NCUA.  They may be
    faulted for taking the easy route and taking a pre-appointed number
    rather than taking a hard look at what might be a reasonable number.

	Which member of the old board entered a note explaining, as Paul
	Kinzelman has done, that the 5000/2000 number was chosen because
	it was the only option besides 200?

					Tom_K

RE: Note 563.12 by PATE::MACNEAL

>    So it looks as if the old board wasn't quite the ogres everyone would
>    like to make them out to be.  There were real concerns from real
>    members over the low number required to call a special meeting (I heard
>    them, in the halls and in this notesfile).  The Board addressed those
>    concerns by raising the limit to one approved by NCUA.  They may be
>    faulted for taking the easy route and taking a pre-appointed number
>    rather than taking a hard look at what might be a reasonable number.

Why did they change them a couple hours after the special meeting?  Seems like
1200 people showed up that were concerned. How many people showed concern 
that more names were needed?  7 or 8?

	- mark

    
    RE: .12
    
    After the performance rendered that evening, there was probably concern
    that 5000 was too low also.  ;-)
    
    The mere fact that literally a midnight session was held to do this was
    a slap in the face of the membership.  Personally, I would not be a
    part of such a meeting.  Well, maybe just long enough to tell everybody
    else what I thought of it before making a exit.  IMO the high numbers
    'approved' by the NCUA nullify the ability of the membership to call a
    special meeting.  It is a severe dilution of an important membership
    right.  Another example of the NCUA saying it's OK to act like a bank
    instead of a credit union.
    

.12:

Yes, if they'd told us the reasons for the 5000/2000 number, it'd have saved a
whole lot of hurt and suspicious feelings, at least on my part.  That it was 
done late at night, after the special meeting, didn't help.  If it were that
important, they wouldn't have waited until after the meeting - unless they were
afraid that doing it before the meeting would have hurt their cause.

I also was somewhat (a lot) troubled by the fact that 200 signatures would call
a special meeting, even if that particular time, I was in wholehearted agreement
with the reasons for calling the meeting.  I would not have objected to a
change in the bylaws.  I just objected to how the change was done, and the
typical lack of communication that accompanied it.

The old BoD's decision not to explain that NCUA "feature" to us seemed to me to
be identical to a willingness to continue to foster ill will between the BoD
and its membership.  At least that's how it worked for me.

In this case, we see how a LITTLE communication (explaining the NCUA feature)
clears up a lot of misunderstanding.

I think it's also worth noting that the old Board could have changed it
to some other number, just as this Board has (apparently) done.  It only
had to be 5000/2000 to have it take effect *quickly*.  Why did it have to
take effect quickly?  That's the thing that I suspect the old Board was
not prepared to openly explain.  Instead they used the NCUA to excuse
the 5000/2000 number.  Also, while it was reasonable for them to meet
after the special meeting to discuss what happened and what to do about
it, what was the justification for them to change bylaws at that meeting?
The reason appeared to be to change the bylaw as soon as possible after
the special meeting took place.  It still looks that way.

So while it's nice to know where the 5000/2000 number comes from, it 
doesn't seem to me to really alter anything.  No, the old board were
not ogres.  But it sure is nice to have a board that gives explanations.

	Enjoy,
	Larry

re: Why the hurry and the midnight amendment

Well, that's all clear if you read 546.0. There was an objective evaluation
by a previous board official that certain behaviors at the November meeting
were sufficient to warrant police presence at future gatherings. The poor
souls in the midnight meeting feared for their lives, donchaknow.

-Jack

I thought the change to 2K/5K had to be approved by the NCUA.  Remember
the stuff posted in here about "changes to the bylaws submitted to the
NCUA for approval" in reference to the midnight meeting?  

Or am I misconnecting?  

K.

Again, the NCUA does not require notification if credit unions use NCUA's
suggested wording as-is. For some sections there are options. The section
in question
is one that has two options, as I've listed. Either you use one of the
two options and you don't have to notify them, or you roll-your-own (no
matter how subtle the change is) and
you have to get approval from NCUA before they take effect. So, no, the
previous board did not need approval to change to the 2K/5K number.

    Which I would take to indicate that you have asked not to change the
    policy back to its' original state, but to change it to something
    else ... say somewhere in between.  And I thought the original goal was
    to change it back to its' original wording.

re: .-1

> I thought the original goal was to change it back to its' original wording.

I understood that to be the case as well, Chuck. At least that's how my
dictionary defines "rescind".

-Jack

Please view the minutes when they come out, hopefully after the next meeting
(assuming they are approved). And also remember that unlike the previous
board, the current board is not a monolithic entity, we are individuals
as I expect you will be able to see by reading the minutes.

    
    RE: .23
    
    How does your dictionary define "2/3 majority"?   8-)

I think this might also reflect something I said earlier:

I would expect that the three board members elected as nominated candidates are
much more likely to vote as a bloc than the four real choices board members.
We have to expect that aside from issues of 2/3 majority, there will still be
enough differences of opinion that a straightforward majority isn't as much of
a foregone conclusion as we'd like to think.

re: .23, Phil

>    How does your dictionary define "2/3 majority"?   8-)

Actually, that's almost immaterial, Phil. What has actually been done isn't
really at issue so much in my mind as what the original intention was by
the word "rescind" in the basenote. I can accept the fact that the rescincion
perhaps didn't occur. I can even accept the fact that the interpretation
of the intent as originally expressed may have changed due to circumstances.
I cannot accept that the original intention be hand-waved away without
care.

-Jack

    RE: .28
    
>Actually, that's almost immaterial, Phil. What has actually been done isn't
>really at issue so much in my mind as what the original intention was by
>the word "rescind" in the basenote. I can accept the fact that the rescincion
>perhaps didn't occur. I can even accept the fact that the interpretation
>of the intent as originally expressed may have changed due to circumstances.
    
    Not immaterial Jack.  Sometimes one must settle for a piece of the pie
    vs. getting none of it.
    
    >I cannot accept that the original intention be hand-waved away without
    >care.
    
    I can assure you I did not.  But sometimes ones' best shot is all one
    has to offer.  
    

>> I thought the original goal was to change it back to its' original wording.

>I understood that to be the case as well, Chuck. At least that's how my
>dictionary defines "rescind".
    
    The actual definition in my deskside dictionary is "to void, repeal".
    
    Since this rathole seems to be a contest to see who can split hairs
    most finely, I'd suggest that a change to some value other than either
    the original or the change_to_be_rescinded could just as well be viewed
    as rescission followed by new change.  Satisfied now, or will we waste
    even more bandwidth on useless semantic argument?
    
    Lest there be protests about that interpretation violating the other
    half of this topic, the desire to have future bylaw changes approved by
    the membership, it seems to me that the requirement for membership
    approval will require a bylaw change itself, right?  Catch 22!  It is
    thus impossible to implement that half of the promised changes without
    violating itself - that should really set this crowd of critics off, eh?
    

    Re: .-1

    No. The bylaw could be passed by the board, approved by the NCUA,
    and then submitted to the membership and rescinded if it fails.

I think it is obvious what has happened  . . .  Real Choices Board members (some
or all) proposed rescinding the bylaw change  {back to 200 signatures required}.

The motion did not receive 2/3 majority -- but some of the other board members
felt they could live with a slightly higher number {but less than 2000/5000}.

And so a compromise was reached.    What can the Real Choice board members do?
say "we will never allow non-real-choice people to run DCU????"   Give me a 
break.  The arrogance that we resented in the old board was the  "WE know
the only correct ways to do things".  The new board has not shown that
attitude.  

The only voters I know who didn't vote for Phil were worried that someone who
is highly skilled at storming the castle  :-)   would not be good at making
DCU work correctly after the walls were broken down -- seems they worried for
naught.

Looks to me that the new Board is doing exactly what they should be doing
and I applaud their determination to DO THE RIGHT THING in the right way to
make lasting improvements.

Please remember, if your asbestos covering starts cracking, that for every
hostile note in here -- there are hundreds of less-vocal supporters out here 
who feel that we have "taken back" the DCU and that the system will be fixed.

Barbara

.33> Please remember, if your asbestos covering starts cracking, that for every
.33> hostile note in here -- there are hundreds of less-vocal supporters out
.33> here who feel that we have "taken back" the DCU and that the system will
.33> be fixed.

Correct.  Emphasis on 'WILL BE'.  I too have 100% confidence in the new board.

	If that had happened, I'd expect a Board member would enter a note
	stating that "at a recent BoD meeting it was proposed to rescind
	the change requiring 5000/2000 signatures for a special meeting.
	Members Q,X,Y, and Z were in favor, but that was not enough
	to pass the change. A compromise of nnnn signatures was reached
	with member A, so that is what passed."

	Part of what was wrong with the old Board was that they appeared
	monolithic, you never knew who was the force behind what, or
	who was opposed to what. I'd like to know those sorts of things	
	about the new Board, so that in the next election, I can consider
	the actions of any incumbents who may choose to run for re-election,
	when I cast my vote.

					Tom_K

    I agree with Tom.  We need more communications.  If they are striking
    up deals, whats the harm with sharing the information?
    ed
    

    I believe that you will find (somewhere) that the new BOD agreed to
    post the minutes to meetings *AFTER* they were approved at a subsequent
    meeting.

    
    I wouldn't call it 'striking up deals' as much as compromising on a
    reasonable alternative.  This is likely to happen on some things and
    not with others.  There are some principles which cannot and should not
    be compromised on IMO.  Others may feel differently but that's OK.
    
    As for a recount of the actual discussion that took place, I don't
    think you're going to see that happen.  However, I will report and
    discuss my votes with the membership.  I will be communicating more
    after the minutes are published and they become public domain.  I don't
    want to cause any unnecessary hoopla if I happen to make a mistake and
    it gets taken as 'official'.
    
    But bottom line is action speaks louder than words.  Members have
    already seen change and hopefully they will be seeing more as time goes
    on.  I am personally committed to that because I believe it is in DCU's
    (and thus your) best long-term interest.
    
    
    P.S.
    Thanks for that 'storming the walls' line!  My favorite headline during
    this whole thing was the last one in the Worcester Telegram that read
    "Members take over credit union".  The irony of course is that one
    shouldn't have to 'take over' what is already theirs.  Unfortunately,
    sometimes those in power forget that basic fact.  I think we're also
    seeing it on the national political scene these days.  Seems the 'not just
    anybody' theme is going the way of communism.  And not a day too soon
    IMO.

>    I wouldn't call it 'striking up deals' as much as compromising on a
>    reasonable alternative.  

	Matter of phraseology. I don't see 'striking up deals' as a bad thing.
	Your term is "nicer". Just communicate what happens.  (Which you've
	been doing to a far greater degree than the old Board...)


						Tom_K

    
    RE: .39
    
    Tom, not just 'nicer' but more accurate.  "Striking up deals' implies a
    certain amount of wheeling and dealing, of pre-planned agreement and
    trading off of a vote for this for a vote for that.  At least that is
    the way I interpret it.  Just want to make sure people understand what
    is really going on...

.38>    As for a recount of the actual discussion that took place, I don't
.38>    think you're going to see that happen.  
    
    Personally, I don't believe we should, if only because that would tend
    to make future discussions more guarded and thus less productive.
    
.38>    I will be communicating more
.38>    after the minutes are published and they become public domain.  I don't
.38>    want to cause any unnecessary hoopla if I happen to make a mistake and
.38>    it gets taken as 'official'.
    
    Perhaps it is relevant to both these points to remember that while
    meetings of minutes are considered public, the working notes of
    individuals are not (at least that's the gist of NH RSAs governing
    public meetings of state and local governmental units, I believe a
    similar philosophy should be generally applicable).
    
    Since nothing short of unedited videotape from omnidirectional optics
    can accurately depict body language and other context, I'd be worried
    about attempts to communicate too much detail unless somebody comes up
    with a good means of ensuring there's no selection bias.  Stick with
    the official minutes and be real careful with additional detail,
    please.  I'd hate to see the skills shown at the council table fall
    short of those displayed scaling the walls to get there!

Another typical pejorative aspect of "striking up deals" is the lack of
public acknowledgement of what is going on.  In the typical "deal" vote,
all of the back-room disagreement is hidden from the public, and the
actual public vote is unanimous or nearly so.  It's clear already that 
that's not what is happening here!  I respect Phil's reticence on the 
details until the official minutes are published, and I hope and trust 
that the minutes will show reasonable people working together to forge
an effective compromise, and making reasonable arguments to support their
positions.  I judge leaders first and foremost on whether they can reason
logically.  I figure that if they can reason well, then they'll agree with 
me if I can come up with good enough evidence.  If they can't or won't 
reason, then who knows what they'll do?

	Enjoy,
	Larry

PS -- Just as others want stop having to view the Board as a monolithic 
whole, I'd like to stop viewing the Board as REAL-CHOICES and non-CHOICES
members.  We'll know we've won the battle when there is enough communication 
so that we can see and evaluate all 7 members as individuals, and stop 
thinking about what group they belonged to before the election.  LS

I think expressing our concern over what's happened, or is happening, regarding
issues in which we have an interest is healthy as well. I'd like to think
that most of the new board are reading these concerns and keeping in mind
that we have them. I'd like to think that that will "incent" them to remain
open, honest, and above board with us.

If they don't know we're here, it'll be easy for them to act more like
the old board, should they so choose. While concerns expressed here can't
guarantee favorable actions on their part (as adjudged by us), I'll be
willing to bet they will at least result in a "Do you know what people
are saying?" issue at board meetings which ensue.

-Jack

    With the byelaw changes proposed in the latest Board Memo I believe the
    board has lived up to this promise fully.
    
    Dave