Re: AGA management direction

["Mary McCaw" <marymccaw@mediaone.net>]

----- Original Message -----
From: <MichaelAngelaH@aol.com>
To: <aga-mcm@thekrib.com>
Sent: Sunday, May 14, 2000 3:24 AM
Subject: AGA management direction

Hi, everyone,

I haven't responded sooner because I've had a nasty sinus infection which I
am still in the process of getting over.

I am going to comment on some points that Mike made.


>
> There are several successful national clubs out there that can serve as a
model without our having to "reinvent the wheel".  Not just fish hobby clubs
like the ACA, the ALA or the AKA, but also several other national bodies for
other non-profit groups (various gardening groups come to mind), not to
> mention any corporation you care to name.  They all run basically the same
way....
>
> Basically, it comes down to having a general membership elected body which
has voting power, and a separate group of committee heads which report to
the elected body....

As Bob ( my husband, the attorney) has said, there are two models that we
can choose from, a membership or nonmembership structure.  In a membership
structure, the members have voting power, whereas in a nonmembership
structure, they do not.  Mike is proposing a membership structure.  The
groups he mentioned may indeed also have a membership structure, but most
non-profit organizations do not.
>
>  The President (chairman) would have the power to replace anyone who
resigns or who cannot perform the duties of their office.  Replacing a Board
member who doesn't want to leave, but who is causing harm to the
organization, requires a vote of the entire Board. A replacement would then
be appointed by
> the President.

Having this provision written into the bylaws doesn't guarantee the removal
of a particular person.  It would depend on the laws of the state in which
the organization was incorporated.  Some states require that a member only
be expelled for good cause following a formal hearing.  I don't know what
Massachusetts law says.

> Since this group is responsible for all of the membership's monies, the
membership should (and possibly, legally, in a non-profit corporation must)
have the right to vote for their representatives on the Board>

A nonmembership structure in which the board retains control of the monies
is a legal option.  Mike seems to be saying that a membership structure is
better because it is more democratic.  IMO the basic question that needs to
be asked is whether or not the membership wants to participate in the
management of the organization.  The reason why most non-profit
organizations have a nonmembership structure is that it is easier to
establish and operate and most supporters are not interested in
participating in managing the affairs of the organization nor are they
interested in obtaining the technical legal rights afforded members such as
voting for the board of directors and approving changes to the by-laws.

I think that few AGA members would bother to vote.  Is it worth the time,
money, and expense to have a membership structure if this is indeed the
case?

Mary


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