Quorum, TWDC Bylaws, Proposed Amendments, and 11/19/09 Board of Trustees Meeting

Submitted by Claude Cornett on Wed, 11/18/2009 - 02:52.


TWDC was unable to obtain quorum for two membership meetings in a row. This strongly indicates a lack of interest and support for TWDC among Tremont residents
Section 4: Quorum
All meetings of the membership, whether annual, bi-annual, or special, must have present a minimum of twenty (20%) of the membership or forty (40) members, whichever is greater, in order to conduct TWDC business.
Section 4: Quorum.
All meetings of the membership, whether Annual or Special, must have present a minimum of one hundred twenty-five (125) members or 20% of the membership; whichever is less, in order to conduct TWDC business. Once a quorum is established at a meeting, TWDC business may be conducted even if voting members leave the meeting.
so that TWDC can continue to function despite a lack of support from the community. Changing 20% or more to 20% or less and allowing people currently required for business to be conducted to walk out without preventing TWDC from conducting business clearly demonstrates that TWDC expects to loose even more support if their proposed new bylaws pass.
One of the proposed Power to the People Amendments to the TWDC proposal http://www.tremonsters.com/ComPropTWDCBylaws.htm reads:
All meetings of the membership, whether Annual or Special, must have present a minimum of one hundred and forty (140) members or 20% of the membership; whichever is greater, in order to conduct TWDC business. Once Quorum is established, quorum must be kept in order for TWDC to conduct business. 
Unlike TWDC, which has plenty of funds, the authors of the aforementioned Power to the People Amendments live close to or below the poverty line. They were unable to obtain the needed $1,114 funding needed to print and mail their proposal to all 797 current TWDC members. The $280 that we raised from donations were barely sufficient to buy envelopes and print 270 copies of our proposed amendments for distribution at the November 11 meeting, at the previous TWDC Bylaws Open House, and to neighbors (with $25.62 and 75 copies left for future publicity).
TWDC’s decision to not print and distribute our proposed amendments to their proposed bylaws with their mailing for the November 11 meeting and to not link to the proposed amendments from their homepage illustrates how TWDC discriminates against poor people and a major reason why TWDC is unable to obtain quorum at its meetings.
TWDC now has an opportunity to correct this situation by including the proposed Power to the People amendments to its proposed bylaws, along with Guy Templeton Black’s proposed amendment,  in its next mailing to TWDC members and link its homepage to them. Giving members the right to review and choose between alternative structures for TWDC would demonstrate a good faith effort to see to it that its members’ ideas are considered; and giving members a choice would encourage participation in their next general membership meeting (tentatively scheduled for 6pm Thursday January 28, 2010) -- helping to assure quorum.
Tuesday evening (11/17/09), I observed the TWDC Executive Board meeting. I was very pleased to see that they decided to recommend to the TWDC Board of Trustees (who actually have the power to make decisions on such matters) that
Proposed amendments to their proposed bylaws that are submitted to TWDC one month before the next Membership meeting be included in the TWDC publicity for the meeting, and voted upon at that meeting. 
I was also pleased to see that the Executive Board was genuinely concerned that no one who qualifies for membership is excluded from being listed as a voting TWDC member and that a recommendation will be made to the TWDC Board of Trustees to help assure that they will be able to vote at the next membership meeting. Several strategies for this purpose were discussed. A decision was made by the Executive Board to recommend to the Board of Trustees that
*        Anyone who is removed from the list of known current members is put on another list (unless they are definitely known to no longer qualify as member),
*        They are able to become a known member by attending a meeting (including the next general membership meeting) etc., and
*        That they can vote on the amendments, the proposed bylaws, and for members of the TWDC Board of Trustees. 
It was also quite evident that TWDC is in a hurry to purge its membership list of as many people as possible before the next meeting to lower the threshold for obtaining quorum, and that its Executive Board is concerned that no one who is actually qualified to be a member is excluded from the membership count. I hope the Board of Trustees agrees with the above proposals.
I was not given a copy of handout that was previously distributed among Executive Board members on proposed methods under consideration for purging people from the known membership list and for validating new members. However, it was clear that one of the methods was rejected and that at least an attempt will be made by at least an Executive Board member (if approved by the Board of Trustees) to review and compile the attendance lists of block clubs, committees, etc. during the last year to help determine who qualifies. 
The current TWDC bylaws define the requirements for becoming a voting member as follows:
Article II: Membership
Section 1: Eligibility
Full membership privileges are open to any person eighteen (18) years of age or older, who lives or works in the Tremont area, with the following exceptions:
A. TWDC salaried staff (full or part time) are non-voting members of TWDC and may not serve on the Board of Trustees
B. TWDC ancillary staff, i.e., those who perform contracted services for and are paid by TWDC, are voting members of TWDC; ancillary staff may not serve on the Board of Trustees
Section 2: Defining Current Membership
Upon approval of these regulations, the TWDC membership roster will be updated in this way at least every three years. Persons wishing to remain a member of TWDC must register by the annual and bi-annual membership meetings. During the closed registration period, a working number of the membership will be determined for all purposes relating to the number required for establishing a quorum or signing a petition, and used for the following year.
Section 3: Application and Acceptance of New Members
A person wishing to be a member of TWDC must do the following:
A. Attend a meeting of TWDC or sponsored group, committee, or club or come to the TWDC office;
B. Fill out a registration card (registration of new members who would be eligible to vote at the annual meeting is closed for a period of thirty (30) days prior to the date of the annual meeting.)
I was somewhat disappointed to see that, under the Executive Boards proposal, the records only covering attendance during the last year (instead of the last three) would be used to determine known members. However, I was pleased to see that a procedure is to be recommended to the Board of Trustees by which those who were listed as members and who are not included in the list of known members will have simple opportunities to be again listed among known members and to vote at the next general bylaws meeting.
I hope that
*        The Executive Board’s recommendations are taken seriously by the Board of Trustees, and that
*        All reasonable measures will be authorized by the TWDC Board of Trustees and implemented to contact those who were previously listed as members but who are not on the list of known members to determine their eligibility for being included among known membership, and that
*        The membership count used to determine what is quorum does not miss anybody who actually qualifies.
To help assure that this is the case, I hope that TWDC Board of Trustees decides to send the publicity for the next bylaws meeting to all of the people listed as members who were sent their mailing concerning the November 11 meeting, along with any additional people who are found to qualify. 
IMHO, those who are not included in the list of known members (but who were on the November 11 membership list and, as a result should be retained on the suspected members list), should be informed of their questionable membership status and urged to verify their membership and to attend and vote at the membership meeting. Naturally, they should also be given the full packet sent to known members, including:
*        TWDC’s proposed new Bylaws and Articles of Incorporation
*        Proposed amendments the proposals,
*        A draft ballot for voting on the above (that they can use when reviewing the aforementioned proposals)
*        The bios etc. for people who informed the TWDC Nominating Committee that they are running for Board positions)
In addition, since TWDC previously sent out a FAQ on its proposed new bylaws, etc to its November 11 membership list. In the interest of fairness, the mailing should provide at least equal space for an FAQ from each person or group proposing amendments to TWDC’s proposed bylaws to indicate why their proposed amendments are needed,
I also urge those Tremont residents who receive this message review the proposed amendments, TWDC’s proposed bylaws and their proposed articles of incorporation, discuss them with their neighbors, and to urge them to:
*        Become voting members of TWDC
*        Attend block club and TWDC meetings (especially the membership meeting in January)
*        Vote against TWDC’s proposed bylaws (unless the aforementioned amendments are voted upon first),
*        Nominate and vote for new members of the TWDC Board who take a strong position supporting the right of all residents of Tremont to fully participate in TWDC decision making.
I also urge you to
*        Obtain enough TWDC membership registration cards to distribute to your neighbors,
*        Urge them to fill out the form and participate for the aforementioned reasons, and submit the filled out cards to TWDC in time to be counted as members apparently around Christmas if the Executive Board’s recommendation is accepted).
*        Vote at the January TWDC meeting
By the way, I know two Tremont residents who:
*        Did not receive the official TWDC mailing of its proposals (in a white envelope) but who became aware of them from its publicity in Inside Tremont and the publicity that I distributed containing proposed amendments
*        When they showed up at the November 11 meeting, at first they were told that they could not attend the meeting because they were not listed as TWDC members
*        Soon afterwards, were allowed to attend when they indicated that they had picked up some flowers at an neighborhood beautification program in a parking lot (that was reportedly sponsored by a block club), and who were
*        Later, both were given vouchers allowing them to vote at the November 11 meeting when it became evident that TWDC would not obtain quorum unless many more people were allowed to vote. 
Other people who were not listed as TWDC members also were sent copies of TWDC’s proposed bylaws and notification of the November 11 meeting. I suspect that that may only represent the tip of the iceberg regarding how TWDC tried to obtain quorum and votes for its proposed new bylaws and articles of incorporation on November 11. 
Please recruit your neighbors to actually fill out TWDC membership cards, become active members, review the proposed bylaws and articles of incorporation and amendments, and vote for the proposed amendments new bylaws and articles of incorporation that they agree with. I hope the TWDC Board of Trustees agrees with the Executive Board to include proposed amendments to their proposals in their mailing. I also hope that the TWDC Board decides to include in the mailing any information submitted explaining the reasons for the proposed amendments, and that they send their mailing on the January membership meeting to everyone who was listed as a voting member for the November 11 meeting, along with anyone else who qualifies.
In any event, a lot depends on the final decisions to be made by the elected TWDC Board of Trustees, since the Executive Board can only make recommendations and not final decisions (unless the final authority for this is delegated to the Executive Board by the Board of Trustees). I urge all Tremont residents and others concerned with fairness to attend the TWDC Board of Trustees meeting - Thursday, November 19th, 7:00pm at the TWDC office. Please encourage them to accept the aforementioned Executive Board recommendations and to implement any additional measures that may be needed so that the Power to the People and other amendments to their proposals are distributed and voted upon by all TWDC residents who qualify to vote and who decide to do so.
Claude Lawrence Cornett, Jr. (AKA Larry Cornett)
http://www.tremonsters.com   lcornett [at] en [dot] com