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Article #36

Comments on the Special General Meeting.

#36
From: Clark Morris
Date: Wed, 24 Feb 1999 00:00
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     After reviewing the packet on the Special General Meeting with emphasis
on the
Board and Board related submissions, I am reinforced in the following
beliefs:

1.  An independent review as set forth in motion 2 is absolutely necessary
regardless of
the votes on the other two motions.

2.  There is nothing in the material easily accessible to the membership
stating the
specific acts that Mr. Gallinger committed.  We are told the nature of the
acts such as
he shared discussions of the Executive but not what discussions, with whom,
where
and when.

3.  Some of the charges reflect actions I want my elected officers to take
and others
that, depending on the acts leading to the charges, would be grounds for
dismissal.
Thus, without substantive information, I am torn on the vote on motion 1.

4.  There must be a better way to handle review and appeal of this type of
decision than
what we have seen.  The constraints of the special general meeting process
tend to
inflame an already charged atmosphere.

     We need an independent review so that we can understand what went
wrong.
This is like bringing in outside auditors or management consultants.  All
members,
especially those who want to change existing policy and direction, need to
understand
the process for effecting change.  We need to see whether the constitution,
bylaws and
current requirements for office are appropriate for the governance of the
organization.  I
am disturbed by the idea that policy formation in the executive committee is
considered
confidential and not for general membership knowledge.  I want to be able to
influence
the executive before it acts, not be presented with a fait accompli.  I was
appalled by
the fact that the vote on removal of an officer was by secret ballot.  I
believe all votes by
the directors should be open so that the members can judge their actions.
There is a
provision in the current qualifications for officers and board members that
they have the
ability to ACCEPT leadership and advice FROM the staff.  While officers and
board
members should consult the staff and treat their recommendations with
respect, I elect
the board and officers to give leadership to the staff, not take it from the
staff, There is a
provision in the duties of the vice-president that he or she is to support
the president.
This wording could be interpreted to mean that the vice-president can not
vote (or at
least should not) against the president on the board or the executive.  Thus
the
problems we are currently facing may in part be brought about by governing
procedures
and policies that assume there will not be sharp differences on policies and
procedures.

     Neither the Board's presentations on the Special General Meeting nor
Mr.
Gallinger's web pages enable me to support a position based on that side's
submissions.  If I vote for reinstatement, it will mainly be due to the lack
of specifics.
Without showing acts that occurred at a specific time and place within
context or showing
documents including e-mail, it is both impossible to defend against the
charges and
evaluate them.  As a United States citizen (and landed immigrant), I use the
analogy
that each citizen was able to come to a decision on Mr. Clinton because we
were told
the acts and circumstances with context including date and time.  What
corresponding
information has the membership been given in this circumstance?

     The board and executive made no attempt to see if any of the 57 people
who
submitted the call for a special meeting were amenable to changes in
wording.  Thus,
we are forced to make a decision based on inadequate information.  The
better way to
handle this would have been for the board to appoint the committee as
specified in
motion 2 with such changes as could be mutually agreed upon, and hold off
filling the
vacancy until the release of the review to the membership.  This could
provide the basis
for either board or membership action.  It would have allowed either side to
reconsider
its actions.  If needed, the members would be able to act in an informed
manner.  The
process of submitting the call allowed for time to negotiate.  This did not
have to
become a vote of confidence.

     A board acts on many things.  It can't always be right.  It is also
highly probable
that the majority of the membership has no opinion on or interest in most of
the issues
that come before the board.  Thus it is more than willing to leave those
issues to the
judgement of the board.  Having been on boards in more than one
organization, I have
found it possible to get carried away on issues and take actions that I
later considered
were not the best.  Most of the time I believe that I and my fellow members
did the right
thing and handled things well.  I hope I have learned from those experiences
how to
better work for my objectives plus how to negotiate and compromise where
needed and
appropriate.  I believe that those on both sides of this problem can take a
look and see
whether there might be a mutually acceptable solution.  The first step is to
get everyone
to at least agree to listen to an outside thorough assessment of the
situation and revisit
the assumptions and beliefs that guided their actions.

Clark F. Morris, Jr. member of CIPS Bluenose on assignment in New Brunswick,
        Evening - 506-657-9331,   e-mail morrisc@nbnet.nb.ca, weekend
cmorris@fox.nstn.ca
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From: Clark Morris <morrisc@nbnet.nb.ca>
Subject: Comments on the Special General Meeting.
Date: 1999/02/24
Message-ID: <19990224.070401.23769@sol.sun.csd.unb.ca>
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