Reformatted to meet 72 line limit (someone's MUA is doing odd wrapping)

I could have trimmed better, I think.

Neil Schneider wrote:
> Gregory K. Ruiz-Ade said:
> > On Monday 09 May 2005 04:34 pm, Lan Barnes wrote:
> >> Now I'm just trying to make sure I'm on the same page here, but our
> >> goal is to make it possible for them to leave with as little
> >> friction as possible, right? I mean, they're gonna go, and there
> >> will be a new SDCS no matter what, so we should all just try to get
> >> through the birthing process (making sure it's all legal and
> >> kosher), right?
> >
> > Well, I thought that was the point.  I mean, at the last SDCS board
> > meeting, all the SDMUG people present were bitching about how they
> > really weren't so keen on pulling double-duty for both the SDMUG
> > board and the SDCS board.  I don't see why they'd have a problem
> > with other SDCS members stepping up and offering to replace them in
> > the next SDCS general elections (from which, I firmly believe, SDMUG
> > should be excluded.*)
> 
> I agree, they have voted to secede, how can they then expect to vote
> on the people to run the organization that you just decided to
> divorce?

I do not agree, yet. When was the separation effective of? If it has not
occurred yet, then they are all still SDCS members. If they are still
SDCS members, then they are eligible to maintain their board seats too.

I do not think the by-laws and SIG agreements cover this situation. I
will read over the whole thing, and give you my non-lawyer opinion
later.

> I don't have a problem with them leaving. What I do have a problem
> with, is them continuing to sit on the Board, since they no longer
> have any loyalty to SDCS (assuming they ever did have).

The vote for officers and half the directors-at-large is overdue.
I have attached the message from a year ago where Neil describes the
coup. The message is dated 2004-05-06, the coup occurred on 2004-05-05.

> From the bylaws:
> 
> <quote>
> 
> ARTICLE V, Section B. Requirements
> 
> 2. Officers must be voting members of SDCS for at least 6 months at
> the time of their election and maintain voting membership status
> throughout their term.
> 
> </quote>
> 
> Are they now members, since the voted to separate from SDCS?

If the separation is not effective yet, absolutely. If they have not,
possibly.

> The current Board has over stayed their election:
> 
> <quote>
> ARTICLE V, Section C. Election of Officers.
> 
>    1. The President, Vice President, Secretary, Treasurer and four
> Directors at Large shall be elected at each annual meeting of
> members. They shall take office at the end of the meeting, and
> shall serve until their successors take office, or until removed by
> resignation, death or two-thirds action of the Board.
> 
>    2. The President, Vice President, Secretary, and Treasurer shall
> hold office and serve for one year.
> 
> </quote>
> 
> The current board of directors was elected in either May or June of
> 2004. They should all have to run for re-election. And the election is
> overdue!

2004-05-05. That was five days and a year ago.

> <quote>
> ARTICLE VI, Section A. Annual Meeting
> 
> The annual meeting of the members of the SDCS shall be held at the
> regularly scheduled meeting of the largest affiliated SIG. This is
> typically during the May regular business meeting of each year. Notice
> of said meeting shall conform to the standard defined for SDCS Board
> elections, with notice of the meeting's time and place sent by email
> to the current SDCS membership.
> </quote>
> 
> Since SDMUG has voted to secede, they no longer qualify as the largest
> affiliate SIG, in my opinion.

Depends upon when it is effective of. Plus this whole in-person voting
stinks. This needs to be re-written, and take electronic votes (via email
or something). Of course, we need a good list of email addresses.

We can still do an in-person vote, but it would have to be by paper
ballots. More thought about this later. Not right now.

> Which leaves either KPLUG or SDPCUG.  While SDPCUG has a larger
> membership, according to my conversation with Lance Dohe, they
> couldn't get a quorom at a meeting, to hold an election. While they
> have about 100 members, only about 12 show up for their meetings on
> any given month. I CC'ed Lance this message, so he can correct me if
> I'm wrong.

If SDPCUG is larger, then it would have to be there regardless of
turnout. Assuming that the SDMUG separation is effective before said
meeting.

> <quote>
> ARTICLE VI, Section E. Quorum
> 
> A quorum at a meeting of members is the lesser of twenty percent of
> the members entitled to vote or 100 members.
> 
> </quote>
> 
> I don't know what the current membership is, but here are some estimates.
> 
> San Diego PC User Group ~ 100 members
> Kernel-Panic Linux User Group ~ 36 Members
> San Diego OS/2 User Group ~ 10 members
> 
> That is all there is to SDCS these days, without counting SDMUG.
> 
> According to those numbers a quorom requires about 30 members,
> assuming we don't count SDMUG. (146 * 20% = 29.2)

Do we have a list of said members? We only had 36 people pay dues? The
whole ``you have to pay for the largest attendance'' is kinda crap if our
meetings are (by law!) open to the public. Anyway, that is a different
topic for a different day.

> > * Why?  Well, the SDMUG SIG has essentially given KPLUG the ol'
> > heave-ho by voting to succeed from SDCS and form their own
> > corporation as SDMUG.  Having decided they no longer wish to have
> > any part in SDCS, I feel they no longer have the right to decide in
> > SDCS matters (excluding standing board members, since, well, they're
> > board members.) Hence, my opinion that the non-SDCS board members of
> > SDMUG should not be allowed to vote in any forthcoming SDCS
> > elections.  By the same token, SDCS board members _should_ be
> > allowed to vote in SDCS board elections, as they are still
> > interested parties in SDCS until such time as they are relieved of
> > or resigned from their SDCS duties.
> 
> I downloaded from SDCS website. http://www.sdcs.org/bylaws/ the Bylaws
> quoted above. I agree for all the reasons I stated above. They are no
> longer legal officers, because they failed to hold an election
> according to the Bylaws. Since SDMUG has stated their intention to
> leave SDCS, they no longer have a right, in my opinion, to make
> decsision regarding SDCS.

Do the bylaws cover the case of a missed election? We have not had the
May SDCS General meeting yet, have we? Hmm, possibly the election was
supposed to be done at the secession vote.

In the past when a board election was missed, (due to whatever reason)
it was not too seriously looked at. I do not think that it would be wise
or in anyones best interest to hit the current board harder that the
harder of 1) past boards have been hit 2) the current board has hit any
SIG for breakage of any rules/regulations/agreements.

There has been a lot of non-professionalism in past boards. This is
going to take awhile to turn around, if we desire it to happen. It will
also take a lot of effort. The current SDCS is a mess. It can be fixed,
if people are willing to work at it.

> > Did that make sense?
> 
> I think it did, and I think it's time for the rest of SDCS to "take
> the bull by the horns" and retake our organization. The current board
> has shown their loyalties are with SDMUG, which is fine. However I
> question their loyalty to SDCS, based upon the reports from their last
> meeting I received. They need either to resign, or be removed from the
> Board.
> 
> My $.02

There needs to be an election soon. That should take care of the
problem. I have a hard time posting to the sdcs-chat list (or whatever
it is called on Yahoo Groups) if someone would like to gently and
politely point out that the SDCS board elections were missed.

Gently and politely!

> P.S. I received a response from the UCHUG president and I'll try to
> phone him tommorrow. Perhaps once the dust settles, we can get UCHUG
> back into SDCS. I'm not overly optimistic though.

Tell them we have money for them! That is always a good motivator!

-john

Attachments: Letter dated 2004-05-06 describing the last years SDCS
        Board Elections
Date: Thu, 6 May 2004 15:43:49 -0700 (PDT)
Subject: The SDCS coup
From: "Neil Schneider" <[EMAIL PROTECTED]>
To: [email protected]

Last night was the annual election for the board of directors of the San
Diego Computer Society. There was some difficulty finding society members
to run for the open board seats. There were a total of eight seats
available. After much arm twisting, John Alvarado managed to put together
a full slate of volunteers. Since SDCS has in recent years had a difficult
time getting a quorom at their own meetings, and since every SDMUG member
is also a member of SDCS (part of their dues is earmarked for SDCS
membership) the election was held at the monthly SDCS meeting.

Unknown to the board there was a coup plot afoot. SDMUG nominated a slate
of officers for all eight open seats. Big surprise, all eight won
election! So the San Diego Computer Society is now run by the former board
of the San Diego Mac User Group.

Their major objection seems to be that SDCS owns SDMUG's (and KPLUG's)
treasury. This is an extension of the fact that we are all under the
umbrella of SDCS' 501(c)3 status. The new president ran on the proposition
that they wanted to free themselves from this restraint. Unfortunately for
him, this isn't a regulation of SDCS bylaws or SIG relations, but a fact
of IRS 501(c)3 regulations. We'll see what happens when they wake up to
this realization.

How will this effect KPLUG? It's yet to be seen. If the new board follows
through with their promise to be responsive to the needs of the other
SIGs, probably no effect. If however, their loyalties lie with SDMUG,
without regard to the needs of KPLUG and other SIGs, we may have to look
for new facilities to hold our meetings. The major service that SDCS
provides to KPLUG is arranging our meeting room reservations for General
Meetings, LPSG meetings an Installfests.

Last night was the first annual election I attended. It was interesting to
see how democracy works in a real situation. It also made for an
entertaining and exciting night!

I'm sure if I left anything out, either Gus or Josh, who were both in
attendance, will chime in.

BTW, kudos to Josh for handling the meeting. It was contentious and
stressful for many people involved, not least of all Josh. You did a great
job Josh, considering the situation you had to deal with.

-- 
Neil Schneider                              pacneil_at_linuxgeek_dot_net
                                           http://www.paccomp.com
Key fingerprint = 67F0 E493 FCC0 0A8C 769B  8209 32D7 1DB1 8460 C47D

Fires can't be made with dead embers, nor can enthusiasm be stirred by
spiritless men. Enthusiasm in our daily work lightens effort and turns
even labor into pleasant tasks. --James Baldwin

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