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ArkGeo_Board
12-13-2006, 02:04 PM
This is a copy of the proposed bylaws for Arkansas Geocachers Association. Please vote on this issue by visiting the "Election Voting" link on the left side of the page. (You MUST be LOGGED IN to see this link!) Voting on this issue will remain open for 60 days.

In an effort to comply with legal requirements and to maintain the integrity of the voting process, ArkGeo requires all voting members to provide some registration information. Any personal information provided to ArkGeo will only be used internally for the purposes of membership verification or overall statistics. Individual information will not be made public and will not be shared with any third party without express consent from the individual member.


Arkansas Geocachers Association Bylaws

Table Of Contents
• Article I - Name and Purpose
• Article II - Membership
• Article III - Board of Directors
• Article IV - Meetings
• Article V - Officers
• Article VI - Committees
• Article VII - Allocation of Funds
• Article VIII - Logo
• Article IX - Bylaws
• Article X - Non-Discrimination Clause
• Article XI - Disciplinary Action
• Article XII - Dissolution
• Article XIII - Parliamentary Authority
• Article XIV - Statement of Conflict of Interest
• Date Of Last Revision

Article I - Name and Purpose
Section 1. Name
The name of the organization is Arkansas Geocachers Association, hereafter known as ArkGeo.
Section 2. Corporation
The corporation shall be of type 501(c)(7) of the Internal Revenue Code.
Section 3. Purpose
The purposes for which the corporation is formed are as follows:
ArkGeo shall exist as a not-for-profit recreational organization, formed to promote the family-oriented activity of geocaching through a central web site, workshops, newsletters, and information displays, while encouraging responsible stewardship of public lands through effective landowner and media relations.
Section 4. Not-for-Profit
The corporation shall be a Type (c)(7) corporation pursuant to Section 201 of the Not-for-Profit Corporation Law.
Section 5. Office
The office of the corporation is to be located in the County of Faulkner in the State of Arkansas.

Article II - Membership
Section 1. Eligibility
Any individual shall be eligible for membership, provided they agree to abide by the bylaws and rules of the Organization.
Section 2. Membership
Membership in ArkGeo shall remain open to all interested persons who support the goals as described in the Mission Statement. Each applicant for membership shall be required to register online at the ArkGeo website. Once the applicant has registered, the applicant shall be considered a member of ArkGeo. Membership revocation shall require a majority vote by the Executive Committee. In the event of a tie, the Chair of the Board's vote will serve as tiebreaker.
Active Member. Any member who “logs in” to the ArkGeo website, using their username and password, at least once per year shall be considered an Active member.
Voting Member. Each applicant for Voting membership shall be required to provide ArkGeo with their name, address, phone, email address, and geocaching alias, as well as other information deemed necessary for contact and identification of a candidate. Any Active Member who has provided ArkGeo with the above information, is at least 18 years of age, is a resident of the State of Arkansas or bordering states, and is in good standing with ArkGeo will be eligible to vote.
Section 3. Dues
ArkGeo has no official dues or monetary charges for membership. In the future, dues may be established as deemed appropriate and voted on by the Board of Directors.
Section 4. Quorum
Quorum for the Board will be set at a majority.
Section 5. Voting
All Voting Members shall have one (1) vote per member. Unless otherwise indicated, items shall require a simple majority to pass. In the event of a tie, a vote by the Executive Committee will break the tie. In the event of a second tie, the Chair of the Board's vote will serve as tiebreaker.

Article III - Board of Directors
Section 1. Duties
A Board of Directors shall govern the management and administration of the affairs of ArkGeo. The Board is responsible for setting policy and governing the organization. It holds the power to conduct business and delegate that power as needed to an agent of the Board.
Section 2. Term of Office
Members of the Board shall serve a three-year term, unless serving as a member of the Executive Committee (See Article V, Section 2) or Founding Board (see Article III, Section 3). Upon completion of the term, a member of the Board shall not be eligible for re-election as a Board member until one full year has elapsed.
Section 3. Selection of Board Members
The Board shall consist of nine voting positions. Open or vacated Board positions shall be filled by way of election by the Voting membership of ArkGeo. For these elections, the Board will offer a slate of candidates, to which nominees may be added by Active members. (See “Nominations” below).
Founding Board. Upon ratification of these Bylaws, the current ArkGeo Steering Committee shall become members of the Board of Directors. Additional Board members shall be elected by the membership so as to fill the nine positions. Of the five former Steering Committee members, three will serve one-year terms and two will serve two-year terms. Of the four elected Board members, three will serve three-year terms and one will serve a two-year term. Lots will be drawn to determine which Founding Board members will receive which terms.
Eligibility. All Voting members of ArkGeo (see Article II, Section 2), who have been a member of ArkGeo for a minimum of one (1) year will be eligible to run for a Board position.

Nominations. In addition to the slate of candidates offered by the Board, Active members may submit nominations for Board positions. If an individual is nominated by two or more active members and if willing, such individual will be considered a candidate for a Board position. Nominations will be finalized at least one month prior to each election. A list of candidates shall be emailed to Voting members and published on the web site prior to the election.
Election. Voting members (see Article II, Section 2) will be notified via email at least two weeks prior to the vote. Voting will take place on the ArkGeo website, and will remain open for a period of thirty (30) days. All Voting members will have one (1) vote for each available Board position. For example, if there are three (3) Board positions available, each Voting member will receive three (3) votes. Duplicate votes for the same candidate by a member will discarded. Election to the Board will be determined by the candidate(s) receiving the most total votes. Elections may take place electronically to allow for all ArkGeo Voting members to participate. In the event of a tie, the Board of Directors will serve as tiebreaker.
The President of the Executive Committee shall serve as Chair for the Board.
Section 4. Quorum
Quorum for the Board will be set at a majority.
Section 5. Board Member Activity
Board Members are required to attend at least 50% of business meetings. Attendance may be accomplished by telephone or other electronic means. Any Board member not meeting this requirement may be asked to leave the Board of Directors. (See Section 6).
Section 6. Removal
A Board member may resign, or they may be asked to leave by the existing Board. A Board member may be removed by a two-thirds vote of the members of the Board. Examples of conditions under which a Board member may be removed include, but are not limited to, breach of confidentiality, failure to disclose a conflict of interest, failure to exercise the duties of a Board member, or failure to attend at least 50% of business meetings. The Board member in question is not eligible to vote in their own dismissal, regardless of the situation in which they are being asked to leave.
Section 7. Voting
All members of the Board of Directors shall have one (1) vote per member. Unless otherwise indicated, Board resolutions require a simple majority of quorum. In the event of a tie, the Chair of the Board's vote will serve as tiebreaker. Board business that requires a vote may be conducted via telephone or electronic means for issues that require immediate action, provided that a reasonable attempt is made to notify all Board members of the vote.
Section 8. Compensation
Directors shall not be compensated for their service except for reimbursement of reasonable expenses. Any reimbursement must be pre-approved by the Executive Committee. All expenditures that will require reimbursement shall require pre-approval by the Board.

Article IV - Meetings
Section 1. Board Meetings
Board Meetings will be held a minimum of once a year. Any Board member may call a special meeting, which will be held pending the availability of the Board Members. Members will be notified of meetings via e-mail or telephone discussions. (See Article III, Section 5).
Section 2. Executive Committee Meetings
Executive Committee Meetings will be held a minimum of once a year, and may be held in conjunction with the Board Meetings. Meeting times, location, and frequency are at the discretion of the Executive Committee members. The Board may, at their discretion, vote to call a special meeting of the Executive Committee. Members will be notified of meetings via e-mail or telephone discussions. (See Article III, Section 5).
Section 3. General Membership Meetings
General Membership Meetings will be held annually. All members and interested parties are invited to attend and participate in the meetings. All meetings will be conducted in accordance with Robert's Rules of Order, Newly Revised (see Article XII).

Article V - Officers
Section 1. Officers
Under the umbrella of the Board of Directors, ArkGeo will have an Executive Committee (see Article VI, Section 5) consisting of an Immediate Past President, a President, an Executive Vice President, a Treasurer, and a Secretary. In addition, ArkGeo will have a Website Manager. The officers shall perform their duties as prescribed by these bylaws and by the parliamentary authority adopted by ArkGeo.

The Immediate Past President Shall:
• Advise and guide members of the Executive Committee on procedural and legal matters.
• Assist the President and Vice-President as needed.

The President Shall:
• Preside at all meetings of the Executive Committee and of the Organization.
• Have the duties and powers assigned according to Robert's Rules of Order in addition to those particularly specified in these bylaws.
• Sign contracts and agreements on behalf of ArkGeo.

The Executive Vice-President Shall:
• Perform the duties of President in his/her absence.
• Make arrangements for scheduling meeting dates and locations.
• Assist the President, the Board, and ArkGeo in duties as requested.
• Oversee the Committees of Community Relations, Fundraising, and Election.
• Become familiar with state and federal regulations in order to advise ArkGeo on the established legal parameters.
• Ensure all activities including normal operations and fundraising ventures are performed in compliance with all applicable laws.
• Work with the Secretary to complete and submit forms and other such media that are necessary to remain in compliance.
• Work with the Treasurer to complete and file all taxes and tax forms as necessary to remain in compliance.

The Treasurer Shall:
• Be responsible for all income and expenses.
• Keep accurate financial records.
• Make timely deposits of all monies received.
• Pay duly authorized expenses.
• Make available financial records to ArkGeo for inspection and audit.
• Make an annual report to the members at the annual meeting.
• Recommend a budget to the Board of Directors.
• Make sure all taxes are filed.

The Secretary Shall:
• Record minutes of all meetings.
• Maintain a file of legal documents and licenses of ArkGeo, past minutes, newsletter archives and other official documents.
• Record and receive all copies of contracts and agreements consummated by ArkGeo.
• Provide written notice of the date, time, and location of meetings to the membership at least two weeks prior to the meetings, including, as needed, notice of elections to fill vacancies of the Executive Committee.
• Maintain a list of active members and officers.
• Conduct and respond to correspondence as required.

The Website Manager Shall:
• Maintain a website dedicated to ArkGeo.
• Update content and visual aspects of website in a timely and as-needed basis.
• Enlist other ArkGeo members to assist with these duties as s/he deems necessary.

Section 2. Terms of Office
Members of the Executive Committee shall serve a one-year term per office. With the exception of Secretary, Treasurer, and Website Manager, members may not be re-elected to a particular office. At the discretion of the Board, the Immediate Past President will normally be succeeded by the President and the President will normally be succeeded by the Executive Vice-President.
Section 3. Selection of Executive Committee
The Board shall nominate and elect members of the Executive Committee from the Board. A majority vote of the Board is required for election of members to the Executive Committee.
The President shall serve as Chair of the Executive Committee.
Section 4. Selection of Website Manager
The Board will appoint a Website Manager. Unless appointed from the existing Board, the Website Manager shall become a de facto, non-voting member of the Board.
Section 5. Quorum
Quorum for the Executive Committee will be set at a majority.
Section 6. Executive Committee Member Activity
Executive Committee members are required to attend at least 50% of Executive Committee meetings. Attendance may be accomplished by telephone or other electronic means. Any Executive Committee member not meeting this requirement may be asked to vacate their position (See Section 9).
Section 7. Vacancies
Any vacancies occurring among the Officers of the Executive Committee shall be filled, until the next annual election, at the discretion and decision of the Board; except that the Vice President shall automatically fill a vacancy in the office of President.
Section 8. Voting
All Executive Committee members shall have one (1) vote per member. Unless otherwise indicated, Executive Committee resolutions require a simple majority of quorum. In the event of a tie, the President's vote will serve as tiebreaker. Executive Committee business that requires a vote may be conducted via telephone or electronic means for issues that require immediate action, provided that a reasonable attempt is made to notify all Executive Committee members of the vote.
Section 9. Removal
An Executive Committee member may ask to be removed, or they may be asked to leave by the existing Board. Executive Committee members may be removed by a two-thirds vote of the members of the Board. Examples of conditions under which an Executive Committee member may be removed include, but are not limited to, breach of confidentiality, failure to disclose a conflict of interest, failure to exercise the duties of an Executive Committee member, or failing to attend at least 50% of Executive Committee meetings.

Article VI - Committees
Section 1. Committees
The Board or Executive Committee may appoint standing committees to advance the work of ArkGeo. Such committees shall always be subject to the final authority of the Board. The Executive Committee may form temporary or special committees as needed.
Selection of Committees. With the exception of the Executive Committee, who shall be selected by the Board (see Article V, Section 3), any Voting member of ArkGeo may volunteer for a committee. The member will apply to the Election Committee (see Section 3), who will then present the candidate to the Executive Committee for approval.
Selection of Committee Chairs. Committees will self-elect a chair.
Section 2. Fundraising Committee
The Fundraising Committee shall exist to plan projects to help fund ArkGeo in its goals of promoting and education of geocaching.
Section 3. Election Committee
The Election Committee shall exist to assemble the full slate of candidates for election to the Board and to oversee these election and voting procedures. The Election Committee will also identify and present candidates for committees to the Executive Committee (see Section 1).
Section 4. Community Relations Committee
The Community Relations Committee shall exist to serve as a liaison between ArkGeo and third-party agencies such as media, landowners, law enforcement, etc.
Section 5. Executive Committee
The Executive Committee (see Article V) shall exist for the everyday maintenance of ArkGeo. The Board authorizes this committee to act on behalf of the Board in special circumstances. Actions of the Executive Committee will be approved by the full Board of Directors at the next regular Board meeting.

Article VII - Allocation of Funds
The approval of the Board is necessary for the allocation of funds over one hundred dollars ($100) for any purpose. The Executive Committee may allocate funds up to and including one hundred dollars ($100) without seeking Board approval.

Article VIII - Logo
The logo is a trademark of ArkGeo, usage rights are given to active members for any personal and non-commercial purpose. Any other use of the ArkGeo logo is prohibited in any manner, except as approved by the Board of Directors.

Article IX - Bylaws
The Board of ArkGeo will be solely responsible for the bylaws of ArkGeo. The Board may adopt, amend, or repeal the bylaws with a majority vote of approval by the Board.

Article X - Non-Discrimination Clause
ArkGeo shall not discriminate against people on the basis of any legally protected characteristic.

Article XI - Disciplinary Action
As determined by the Board, any member whose actions are deemed to run counter to the best interests of ArkGeo shall be subject to disciplinary action. Any action taken shall be with a majority vote of the Board. Disciplinary actions that may be taken include removal from the Board or revocation of an individual's membership.

Should the Board feel that disciplinary action is necessary; the Board will schedule a vote and contact the member to be disciplined to ensure that the member can have an opportunity to speak in his or her defense if he or she chooses.

Article XII - Dissolution
Dissolution of ArkGeo may occur by a majority vote of the Board of Directors. In the event of dissolution, all remaining assets, if any, shall be transferred to the nearest geocaching-related organization approved by the Board.

Article XIII - Parliamentary Authority
The rules contained in the current edition of Robert's Rules of Order, Newly Revised, shall govern ArkGeo in all cases in which they are not inconsistent with these bylaws and any other special rules of order the Organization may adopt.

Article XIV - Statement of Conflict of Interest
All ArkGeo Board, Executive Committee, and General members shall avoid any conflict between their individual, professional, or business interests and the interests of ArkGeo. Upon any deemed conflict of interest by a member, notice shall be given to the Board and that member shall then refrain from discussing or voting on any related issue.

Revision Date: December 5, 2006
2006 Copyright Arkansas Geocachers Association - All rights reserved

topkitty98
12-13-2006, 06:04 PM
I just voted and I want to thank longdogs for working out our voting module/ registration thing.

YEAH !!! We're on our way!

THANKS, BERT!!! YOU'RE THE BEST!


Beth
>^..^<

OldRiverRunner
12-14-2006, 06:55 PM
I tried the Election Voting link and got an error message saying that I had to be logged into the site first. I thought I was already logged in. Regardless, I selected the login link that was just below the error message and it took me to my account page (already logged in). So I tried logging out and then back in and then selecting the Election Voting link. Same error message! HELP! -- ORR

Gaddiel
12-14-2006, 07:45 PM
I tried the Election Voting link and got an error message saying that I had to be logged into the site first. I thought I was already logged in. Regardless, I selected the login link that was just below the error message and it took me to my account page (already logged in). So I tried logging out and then back in and then selecting the Election Voting link. Same error message! HELP! -- ORR

I don't see a problem with your account, so I have asked LongDogs to take a look at this for you...

Wayne

Woodwalker9
12-14-2006, 10:42 PM
Wayne,
I had the same problem as ORR. Any help would be appreciated.

LongDogs
12-15-2006, 11:38 AM
I would like anyone having the log-in issue with voting to try the page again now. It probably still won't work, but the information captured in the logs will help me figure out why it thinks you are not logged in.

Your help will be greatly appreciated, as I have no other way to tell what is going on in these cases.

Thanks!

Woodwalker9
12-15-2006, 11:56 AM
LD,
Just tried it again and still the same problem. Thanks for all your help on this problem.

LongDogs
12-15-2006, 03:48 PM
I believe this situation may be corrected now.
Please give it another try.

Woodwalker9
12-15-2006, 04:43 PM
LD,
It's working now and my vote has been cast. Thank you so much for your help and for all you do to provide us with a website.

OldRiverRunner
12-16-2006, 12:57 PM
It worked for me, too! Just voted. Thanks for you help, LongDogs. By the way, I just sent you a private message. Did you get it? It's still showing in my Outbox and not in my Sent box. -- ORR

LongDogs
12-16-2006, 12:58 PM
I got it.

It will show up in the outbox until it is read, then it goes to the sent box.

12-19-2006, 09:51 AM
I see so potential problems with the bylaws as they stand, and that is that there is no means for a member to end their own membership. The board can evict people from the club but other than not coming to the board for at least a year there isn't anyway for a person to get out voluntarily.

Doesn't seem like much of an issue...until the board enacts some new rule, such as dues, and expects everyone to abide by it without a means to for them to leave the club.

Also in Section 8:voting it states that executive committee resolutions only require a simple majority of quorum when quorum itself is only a simple majority so 25% of the board could enact binding resolutions which makes a big loophole for potential shady activity.

Then there is the whole allocation of funds thing. The executive board can disperse up to $100 anytime for any reason? No recourse or responsibility to the club as a whole? And over $100 only takes the Board approval (and only 25% of them at that due to the issue above!)

No means for members to impeach or recall board members, no means for club members have any say about dispersal of club funds, and no way for club members to escape once they are in? Sounds like the makings of a dictatorship/fascist/communist state.

The_Griswolds
12-20-2006, 10:22 AM
No means for members to impeach or recall board members, no means for club members have any say about dispersal of club funds, and no way for club members to escape once they are in? Sounds like the makings of a dictatorship/fascist/communist state.

No means to recall board members is an issue, but I trust the other board members to remove another member if the majority of at-large members want it. In reality, the board member would probably resign if inundated with negative posts on this board, as has already happened.

Club members do have a say in dispersal of funds, and everything else, indirectly by who we vote for. I know and trust just about everybody in this community.

I think we can all "escape" simply by not coming to this site anymore, not voting, not attending functions, etc. I doubt the cache police will come knocking on the door.

Dictatorship/fascist/communist state????? I thought we were voting on a hobby, not a new form of government.

I've met a lot people caching and at events, and I have serious doubts that any of them are out to take over Arkansas Geocaching or embezzle all the funds. I guess I lean toward the trustful type, rather than the paranoid type.

The_Griswolds
12-20-2006, 10:26 AM
Is there any way to post an Org Chart that shows the relationship between the Board, Executive Committee and other Committees? It might help my simple nuclear trained mind to comprehend the structure.

mountainborn
12-20-2006, 06:49 PM
"I see so potential problems with the bylaws as they stand"
>
"Doesn't seem like much of an issue...until the board enacts some new rule"
>
"which makes a big loophole for potential shady activity."
>
"Then there is the whole allocation of funds thing."
>>>>>>>>>>>>>>>>>>>>>>>>>
All of this above sounds like horribly subversive nit picking !
Let's get this chicken hatched before we start trying to crack the egg !
I have no reason to suspect any of the steering comitte of anything, except of hard work and dedication to the sport.
These comments are nothing short of a direct attack on the integrity of those who are working tirelessly to promote geocaching.
Why would anyone want to hold a office in the association when they know they will be in for a ceasless barrage of nit picking ?
Those who attack our fledgling association under the guise of "making it better", or "getting it right the first time" become suspect in their motives.
At this point we are painting with broad strokes. The smaller details with a smaller brush will follow in due course.

Gaddiel
12-21-2006, 09:48 AM
Is there any way to post an Org Chart that shows the relationship between the Board, Executive Committee and other Committees? It might help my simple nuclear trained mind to comprehend the structure.

Good idea. An organizational chart is available. It's in Word format and you can see it here. (link removed)

Wayne

LongDogs
12-21-2006, 12:36 PM
Here's the org chart under the proposed bylaws:
http://arkgeocaching.org/images/ArkGeo_org_sm.gif

or a bigger one here:
http://arkgeocaching.org/images/ArkGeo_org.gif

Gaddiel
12-21-2006, 01:39 PM
Oh, thank you, thank you! Much better!!!

cajunbat
12-22-2006, 01:54 AM
sorry and it could be on the website somewhere but with the org chart can I also have whom holds each position?

Gaddiel
12-22-2006, 09:31 AM
sorry and it could be on the website somewhere but with the org chart can I also have whom holds each position?

These are only proposed positions. Right now, there is only a Steering Committee composed of five members. (http://www.arkgeocaching.org/modules.php?name=Content&pa=showpage&pid=9) Once the Board is in place, the other positions will begin to be filled.

Wayne

cajunbat
12-23-2006, 01:54 AM
Thank you

12-26-2006, 09:34 AM
[quote="ar_kayaker":8nt63c4g] No means for members to impeach or recall board members, no means for club members have any say about dispersal of club funds, and no way for club members to escape once they are in? Sounds like the makings of a dictatorship/fascist/communist state.

No means to recall board members is an issue, but I trust the other board members to remove another member if the majority of at-large members want it. In reality, the board member would probably resign if inundated with negative posts on this board, as has already happened. [/quote:8nt63c4g] Having only met one of the current SC I can't honestly say I trust them, though on general principle, yes I trust most people to behave in a rational and honest fashion...most people. The problem is that not everybody is a nice person no matter how much we want them to be. That why we have laws and courts. If everyone was a nice person we wouldn't need courts.


Club members do have a say in dispersal of funds, and everything else, indirectly by who we vote for. I know and trust just about everybody in this community. Again, there is that trust issue. That's great for the community ... until someone abuses the trust. I'd like to see a clause in place that would at least allow for members to request funds such as what Tech_guy asked for, so that if the board didn't want to do it and the membership as a whole did, it could get approval. And the reverse of course for when the board wanted to spend money, say anything in excess of $300 or maybe 10% of the annual budget, on something that the club members don't like or want. Waiting for the next board member election could be too late.


I think we can all "escape" simply by not coming to this site anymore, not voting, not attending functions, etc. I doubt the cache police will come knocking on the door.It's not the "cache police" I'm concerned with. I can cache without ever being a part of the AGA, something that is seeming more and more appealing. The concern is that if for instance this club instituted dues, something that is all too likely when budgets shrink and coin sales don't meet expectations, there is no way for a person who has logged onto the message board to post to opt out of the club for at least one year. meaning they would be bound by a legal contractual obligation to pay those dues for at least a year.


Dictatorship/fascist/communist state????? I thought we were voting on a hobby, not a new form of government. Okay that comment was probably out of place, but it was to make a point, though actually a formalized club is a form a government. Small, localized, and limited to those who chose to be members, but no-the-less a governmental body. That's why the bylaws in the first place, they are the governing rules of the organization.


I've met a lot people caching and at events, and I have serious doubts that any of them are out to take over Arkansas Geocaching or embezzle all the funds. I guess I lean toward the trustful type, rather than the paranoid type. I doubt anybody though Hitler was going to massacre millions when they elected him to office either, but that doesn't change the fact that he was the freely elected leader of Germany during that era. Fully and legally, and with full voting approval of the populace.

I'm generally the trustful type myself, but when it comes to legally binding documents I've learned to cover my #$$.

Mountainborn calls it subversive nitpicking, and tries to divert attention from these potentially dangerous facts under the guise of patriotism to the club, but that doesn't change them. Try going to court sometime, sit in and watch a few cases and see how much good trusting people does you.

AR_kayaker

LongDogs
12-27-2006, 02:02 PM
I doubt anybody though Hitler was going to massacre millions when they elected him to office either, but that doesn't change the fact that he was the freely elected leader of Germany during that era. Fully and legally, and with full voting approval of the populace.


So which one of us do you think is planning to kill all the geocachers and embezzle the funds? Or is it all of us?

You seem to be implying that all the rest of the membership are fools and only you can see our true evil plan.

Clearly something has happened somewhere down the line to sour you on the idea of an organization, or its current leadership, but when funds are raised, SOMEBODY has to be in charge of them, and you need to trust SOMEBODY. When decisions have to be made, somebody has to make them. We will never get anywhere if we put every little thing up for an election that is open 30, 60, or 90 days before responding to a need. This doesn't mean we don't care what the membership wants. Of course we care!

I tried not to respond to this. I don't want this important thread to degenerate into a flame war. I hope everyone who gets worried by your post will read all of your prior posts, and realize this is a pattern. Don't get me wrong, you've made some valuable posts, but you've also thrown lots of dirt in the direction of the organization and the current steering committee.

As we've said before, our proposed bylaws are pretty much the same as all of the other successful geocaching organizations, and were based on the recommendations of several other geocaching groups. We didn't just make this up for our own benefit, and I for one, am not out to take over the world.

None of us have 100% of our time to devote to this, but we are all trying our best. Accusations and mistrust are certainly not encouraging.

My comments are just my opinion, I'm not speaking for the SC in this post.

12-28-2006, 03:52 PM
I doubt anybody though Hitler was going to massacre millions when they elected him to office either, but that doesn't change the fact that he was the freely elected leader of Germany during that era. Fully and legally, and with full voting approval of the populace.


So which one of us do you think is planning to kill all the geocachers and embezzle the funds? Or is it all of us?

You seem to be implying that all the rest of the membership are fools and only you can see our true evil plan. No I don't think you are all fools, but appearantly I am the only person around that understands the literary concept of the hyperbolic example. Obviously I don't expect anyone here to kill off millions. Hitler is simply a well known historical example of someone who abused legally obtained power in ways the people who gave him that power never intended.

What you don't seem to grasp is that the bylaws you have proposed, if adopted, will become a legally binding contract on all members of this message board and that means ever effort should be taken to head off problems before they occur. The court system doesn't let you go back later and say "I didn't mean it that way." about contracts after you "sign" them and in this case you are asking the members to hand over power in theoretical perpetuity with the only way out requiring a year of silence.

I tried not to respond to this. I don't want this important thread to degenerate into a flame war. I hope everyone who gets worried by your post will read all of your prior posts, and realize this is a pattern. Don't get me wrong, you've made some valuable posts, but you've also thrown lots of dirt in the direction of the organization and the current steering committee.
Hey, I'm not the one using political campaign tactics, like taking the most inflammatory remark I can find out of context and using it to detract from actual discussion of the issues. My pattern? Sure, I've always had a pattern of spotlighting stumbling blocks. Hopefully before the cement has dried.


None of us have 100% of our time to devote to this, but we are all trying our best. Accusations and mistrust are certainly not encouraging. Trust isn't a part of legal contracts, if everybody could be trusted we wouldn't need them. And what pray tell have I accused anyone of?

Lets get back to the issues, shall we?


The bylaws NEED an escape clause for members to leave anytime they choose, effective as soon as they make that choice known. That way if a less trustworthy person or person(s) should implement some unfavorable rules on the club membership, the membership can leave.

I would like to see the various levels of the board be held more accountable over the finance issues than "oh, two years from now we won't elect person x again..." at least in regards to large sums of money.

AR_kayaker

LongDogs
12-28-2006, 04:37 PM
The bylaws NEED an escape clause for members to leave anytime they choose, effective as soon as they make that choice known. That way if a less trustworthy person or person(s) should implement some unfavorable rules on the club membership, the membership can leave.

Again, I'm not speaking for the committee, but this is based on my assessment of how things stand.

I believe the bylaws can be amended, but changing them now, while the vote is open, would require throwing out all the votes, posting new bylaws, and starting the voting cycle over. I do not believe it is within my rights to discard the current votes. At this point the bylaws are in the hands of the voters to approve as is, or reject as is, and it would be an abuse of power to yank them out from under the voters, denying them the right to approve or reject them. It would be an even worse abuse to change them after most of the voting members have already voted on them.

If they are rejected, then the next step is to decide what changes should be made. If they are approved, then we can submit for vote an amendment allowing a member to leave.

All that said, I for one will allow anyone to leave at any time. If we ever find the need to have dues, then anyone who leaves would not owe any further dues. I would be astonished if the proposed board would see it any other way.

Honestly, I'm not even sure what "leaving" means other than perhaps having your name taken of of some list. I don't see how there is anything that forces anyone to visit the site periodically, and I see nothing in the bylaws forbidding a member to leave. Also the bylaws specifically state that there are no dues.

The_Griswolds
12-28-2006, 09:03 PM
[The bylaws NEED an escape clause for members to leave anytime they choose, effective as soon as they make that choice known. That way if a less trustworthy person or person(s) should implement some unfavorable rules on the club membership, the membership can leave.


This is getting rediculous. The "Escape Clause" is the Red 'X' in the upper right hand corner of your computer screen. You or anyone else can use it any time you want.

12-29-2006, 10:17 AM
This is getting rediculous. The "Escape Clause" is the Red 'X' in the upper right hand corner of your computer screen. You or anyone else can use it any time you want.

Actually no, in accordance with Article II section 2 of the bylaws that doesn't work. "...Once the applicant has registered, the applicant shall be considered a member of ArkGeo. Membership revocation shall require a majority vote by the Executive Committee."

And it seems I misread something earlier, there is actually NO way for a member to leave the club voluntarily. Not coming to the message board for a year simply stops you from being an active member.


Honestly, I'm not even sure what "leaving" means other than perhaps having your name taken of of some list. I don't see how there is anything that forces anyone to visit the site periodically, and I see nothing in the bylaws forbidding a member to leave. Also the bylaws specifically state that there are no dues.

Leaving means removal of any obligations to the legal contract created by the bylaws, and as far as dues, legally speaking the Board can implement dues or amend the bylaws at any time in accordance with:

Article IX - Bylaws
The Board of ArkGeo will be solely responsible for the bylaws of ArkGeo. The Board may adopt, amend, or repeal the bylaws with a majority vote of approval by the Board.

The only out would be if the new rule violated some state or federal statute. That's ANY rule! $100 monthly dues, no placement of caches without board approval, anything at all that would fall under the perview of the club and that's an awful lot of power to give anyone without so much as a way out of the contract. That's like handing someone a power of attorney that they can pass on to someone else with no way for you to revoke it. Even if you trust the person you give it to, you have no way to be sure you'll trust the next person or the person after that.

grzz51
12-29-2006, 03:55 PM
When I registered to vote it asked for my date of birth. My birth month is Feb, but the list had March twice . :? I choose the first March hoping it would all come out in the wash..lol

LongDogs
12-29-2006, 04:38 PM
When I registered to vote it asked for my date of birth. My birth month is Feb, but the list had March twice . :? I choose the first March hoping it would all come out in the wash..lol

Now that is weird. That shouldn't happen. The month name thing is a system function on the host server.

At any rate, it would still have given you February if you selected the 2nd one in the list, regardless of what it was showing, and I verified that it did.

I can't seem to make it happen again. Please if anyone else gets it to happen let me know and I'll rework the code to not use that particular month name function.

LongDogs
12-29-2006, 04:51 PM
The only out would be if the new rule violated some state or federal statute. That's ANY rule! $100 monthly dues, no placement of caches without board approval, anything at all that would fall under the perview of the club and that's an awful lot of power to give anyone without so much as a way out of the contract. That's like handing someone a power of attorney that they can pass on to someone else with no way for you to revoke it. Even if you trust the person you give it to, you have no way to be sure you'll trust the next person or the person after that.

I just don't know what to say here. :roll: If you really think that is what we are all about here, then are you sure you want to be a part of this (or any) group? You seem intent on reading a lot more into this than it is.

Like I said before, if the vote on the bylaws fails, we'll address it in the revision. If it doesn't, we can address it as an amemdment if the majority of the membership wants it. At this point, those are the options.

jacksonb
12-29-2006, 10:45 PM
I understand the perspective that someone may be too nitpicky. And that everyone believes that in a gray area we would all do the right thing. But, if that were the case, then there really wouldn't be a need for bylaws. You need to develop things like bylaws to address contingencies that everyone hopes will never happen.

Ar kayaker has a valid point. And I am okay with it being addressed by amendment after the fact rather than making a change and starting the voting over. But long dogs is already suggesting that would be done in a way that is contrary to what the proposed bylaws say. He says the general membership can vote on an amendment to create a formal way for members to resign. That's not accurate. The board has the only authority to change bylaws. Now that I think about it, it really would be better for the general membership to ratify any changes to the bylaws proposed by the board. But that is not how it is written.

12-30-2006, 12:38 PM
Actually JacksonB's solution sounds like a real winner. Give the general membership ratification power before any changes to the bylaws go into effect. Combine that with the removal of the statement "In the future, dues may be established as deemed appropriate and voted on by the Board of Directors." and you have the needed safety net. If dues are needed later the bylaws could be amended to allow for them, but it would take the membership ratification to put it into effect.

In the meantime, I for one am not satisfied with "we promise we might change it later if everyone jumps on us to do it and we feel like it." Especially since that comes from only one SC member who says they aren't speaking for the SC.

LongDogs says take it or leave it, so I say leave it. Vote it down so we can start over and get it right.

mountainborn
12-30-2006, 01:23 PM
Ar a yakker sez:
LongDogs says take it or leave it, so I say leave it. Vote it down so we can start over and get it right.
>>>>>>>>>>>>>>>>>>>>>>>>>>>>>>
Our fledgling group needs the leadership of of calm thoughtful people that we are familiar with.
Do not be led astray by someone with a warped agenda. This person has made many posts on our forums, read them and see if this is the person you want telling you how to vote.
Go to the top of the page and click on search. Type in the name of any member that has ever posted here. Their own words will tell you all that you need to know about whether you should be following their advice.

jacksonb
12-30-2006, 10:19 PM
I don't know ar_kayaker, mountainborn, long dogs, anyone else on the steering committee or hardly anyone else that participates on this website. I have met a few of you one time at a meet & greet. So for me, there is nothing personal in this.

All I know is I can read a set of proposed bylaws and decide for myself if they are good or bad. In this case, I think they are overall sufficient with some deficiencies that need to be corrected. If most members want to vote down the whole thing, make changes and vote on a new set, I'm okay with that. If we want to go ahead and approve with a concensus that corrections will be made in the near future, I'm okay with that. I have no reason to distrust anyone here that there are less than noble intentions all around. Part of the reason I'm comfortable with that is that this is an organization designed to promote a hobby, not a new state government. National security is not contigent on the outcome of this vote.

As a reminder, the U.S. Constitution was ratified and quickly amended 10 times to correct what the founding fathers saw immediately as deficiencies. I'm confident we can work through this.

I would like to hear from other members, in particular, other steering committee members, on their thoughts about the issues ar_kayaker has raised and I have commented on. Not the personalities, but the issues.

Team_Pink
12-31-2006, 06:13 PM
Happy New Year!

I am proud to be in a country and and part of an organization where I can speak freely!

Reading the proposed bylaws does take some time and careful reflection. It does require some effort and I hope each one reading this will put forth that effort. I also hope that if something doesn't feel right, that you will take the time to comment on it and then vote the proposed bylaws up or down. To my knowledge there is no emergency to get something approved. Voting down the proposed bylaws is not a bad thing. It is part of a wonderful process.

ar_kayaker is not bashful about stating his opinion. He raises some valid points as jacksonb points out. If voting up or down is the only option at this point, I will probably vote down but I don't see why we can't debate the existing proposal and make modifications before a final vote is cast to get the bylaws "refined" before asking for a membership vote.

I would like to see the steering committe take a more "lets ask the membership first" approach rather than the "let's see how the membership reacts" approach that seems to be the prevaling thought.

01-05-2007, 03:35 PM
I would like to see the steering committe take a more "lets ask the membership first" approach rather than the "let's see how the membership reacts" approach that seems to be the prevaling thought.

Actually I don't think they have a "let's see how they react" attitude I think it's more of not even thinking that there might be a reaction. That's why I think there is so much surprise and angst when somebody disagrees with their pronouncements.

The SC members meet in a closed forum and discus things among themselves and if issues are raised they are resolved without anyone else ever seeing any of it. Then when stuff is finally released to the membership they assume things are resolved because they resolved them among themselves already.

The problems arise when someone either sees things from a new perspective that wasn't available behind closed doors or can't follow what happened behind closed doors and can't understand the decision reached.

A more open door policy would go a long way to making things better. Maybe making the SC forum visible, but not allowing posts from non SC/Board members. Then if a member saw a problem they could Pm a SC member and head it off before it became "law."

David

arkansas_stickerdude
01-06-2007, 05:41 PM
Ar_kayaker there is not enough of a meeting place and we could never get everyone together and the right time for something like that. Its hard enough getting the 5 of us together.

flannelman
01-06-2007, 08:49 PM
$100 monthly dues, no placement of caches without board approval, sure you'll trust the next person or the person after that.[/quote]



Don't send the check if you don't want to pay the dues if they are ever enacted. Man that's simple.


ARKGEO cannot dictate who can and cannot place caches. Geocaching .com hosts the cache pages and ARKGEO has no say.

These points are not valid.

If you don't like the bylaws then vote against them, if you do like them then vote for them. The process it started either way. Stick around and see what happens or get mad like BackpackinJack and go start your own website.

This is beyond ridiculous.

01-09-2007, 11:46 AM
Ar_kayaker there is not enough of a meeting place and we could never get everyone together and the right time for something like that. Its hard enough getting the 5 of us together.

There isn't enough meeting space for the general membership to read the SC forum? Who said anything about a physical meeting? Hello, get with the information age. Notice this message board we are all on? Ever hear of minutes of the meeting? Sunshine Laws?

You sound like the mayor when I talked to him one day. I raised some concern about getting information out to the public and he said everyone should show up at the city council meetings if they wanted to have input, as if he expected all 30,000 people in town to try and fit in the meeting hall.

ACC Board meetings are open to all 1000+ members and are held in a physical location, so there is no real reason this club can't do the same with less than 500 user names logged into the message board with probably far less than half that being real people.

David Mc

Lostmontanan
01-13-2007, 03:45 PM
If you don't like it, don't participate. It's that simple. Why has this become a 3 page thread? :roll:

Team_Pink
01-13-2007, 05:24 PM
I was listening to Cokie Roberts on NPR the other day. Both of her parents were involved in politics. She was talking about the new congress and she recalled a story of her dad taking her to where he worked. She recalled how her dad and his collegues from across the isle would fiercely debate an issue and then go eat dinner together afterwards. She said her dad told her our government has lost this ability. I don't know about you but I think that is a shame. Why would it be a bad thing to debate something as fundamental as bylaws? It would easy to conform to what appears as popular opinion. What's right is not always easy, and what's easy is not always right.

mountainborn
01-13-2007, 05:48 PM
[quote="arkansas_stickerdude":32d47uy1]Ar_kayaker there is not enough of a meeting place and we could never get everyone together and the right time for something like that. Its hard enough getting the 5 of us together.

There isn't enough meeting space for the general membership to read the SC forum? Who said anything about a physical meeting? Hello, get with the information age. Notice this message board we are all on? Ever hear of minutes of the meeting? Sunshine Laws?

You sound like the mayor when I talked to him one day. I raised some concern about getting information out to the public and he said everyone should show up at the city council meetings if they wanted to have input, as if he expected all 30,000 people in town to try and fit in the meeting hall.

ACC Board meetings are open to all 1000+ members and are held in a physical location, so there is no real reason this club can't do the same with less than 500 user names logged into the message board with probably far less than half that being real people.

David Mc[/quote:32d47uy1]
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OKC_Nightcrawler
01-14-2007, 11:11 AM
Just a comment from an outsider peeking in. This seems like a whole lotta work just to play a game. I can see a need for organization when planning events. But that's it. I think this quote sums it up best:


Lostmontanan
PostPosted: Sat Jan 13, 2007 3:45 pm Post subject:
If you don't like it, don't participate. It's that simple. Why has this become a 3 page thread? Rolling Eyes

OldRiverRunner
02-12-2007, 09:21 PM
Voting on this issue will remain open for 60 days.

The proposed bylaws were posted on Dec. 13, 2006. By my accounting, 60 days ended on Feb. 11, 2007 (yesterday). So what were the voting results? -- ORR

Gaddiel
02-13-2007, 08:34 AM
There will be an announcement soon.