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Conflict of Interest


Guest AH

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Good morning. 

 

Our Board of Directors (BOD) of our neighborhood civic club (CC), without input from the residents, sent a letter to the city mayor and city council, endorsing the teardown of the neighboring historical golf course in favor of a botanical garden, a change which could significantly alter property values, for better or worse.

 

The BOD President is editor of the community newsletter.  After the letter was sent, there was no mention of the action disclosed in the following newsletter, nor was it an agenda item for two general meetings for the community.  Their action was eventually discovered and is a controversy in this community.  After eventually writing a 2-3 page editorial supporting the teardown, the BOD Pres./Editor stated that no more articles on the subject would be entertained in the community newsletter.

 

This Tuesday, at the civic club general meeting for the community, there will be a vote on whether the BOD should rescind the letter written to the city mayor and city council, indicating a BOD deferral of position until they have a consensus of the community (i.e. percentage for or against the golf course removal).

 

We have a one hour monthly general meeting on Tuesday.  The BOD is hosting a developer (not a community member) who is expected to give a very one-sided (and extended) argument on behalf of tearing down the golf course and installing a botanical garden.

 

The controversy at the upcoming meeting is not the golf course vs. the garden.  It is whether the BOD acted outside of their authority and should suspend their endorsement until they have a percentage of residents "for or against" this major change.

 

Thank you for your patience.  Here is my question under the Rules:  How can we use the Rules to ensure that we have the time for our various speakers to state our position before a vote is taken?  If I've not been clear, we anticipate that the BOD will use up nearly the entire hour on other agenda items and their guest speaker before opposing members will be recognized to speak.  I do recognize the necessity for concise remarks from our members.) 

 

 

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We have a one hour monthly general meeting on Tuesday.  The BOD is hosting a developer (not a community member) who is expected to give a very one-sided (and extended) argument on behalf of tearing down the golf course and installing a botanical garden.

 

If this Tuesday meeting is a meeting of the general membership, and not a board meeting (to which the general membership might be invited), then the board, as a board, won't be present. The board can only function as a board at a board meeting.

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I need to add, that our by-laws for the civic club state that the President, then Vice-President, then Treasurer, then Secretary will preside over the general meeting.  That's the problem in this case. 

 

It shouldn't be a problem. If the president of the board (though "chairman" might be a better title) is also the president of the organization, then, when he's presiding at a meeting of the general membership, he's doing so as the president of the organization, not as president of the board. In any event, he's expected to maintain the appearance (or, if you prefer, the illusion) of impartiality. If he can't do that the assembly can select a different presiding officer (for which, see this recent discussion).

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And please note that it will not be possible for the letter to the mayor and council to be rescinded, since it appears to have already been sent. I think the best the civic club can do directly is to authorize the drafting of another letter stating either that the board's previous letter does not reflect the view of the community at large, or that the community at large is withholding judgement on the matter pending further information.

 

Within the civic club, the board members could be censured or otherwise disciplined for their actions.

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Here is my question under the Rules:  How can we use the Rules to ensure that we have the time for our various speakers to state our position before a vote is taken? If I've not been clear, we anticipate that the BOD will use up nearly the entire hour on other agenda items and their guest speaker before opposing members will be recognized to speak.

 

Then don't let the board do that.

 

When the agenda is pending, move to amend it and place this motion first. This would require a majority vote. As for the guest speaker, non-members do not have a right to speak - they can only speak with the assembly's permission. So be prepared to raise a Point of Order if the chair just tries to let this guy speak without such a motion. You could stop him from speaking altogether, or you could adopt a motion to let him speak for a more reasonable amount of time (such as ten minutes). Such a motion requires a 2/3 vote if a motion is pending or a majority vote otherwise.

 

I need to add, that our by-laws for the civic club state that the President, then Vice-President, then Treasurer, then Secretary will preside over the general meeting.  That's the problem in this case. 

 

If you think that will be a problem (which it shouldn't be if you have good officers), you can Suspend the Rules (2/3 vote) to have someone else preside.

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