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On Tue, Jul 17, 2018 at 4:59 PM, Aaron Bauman <bman@g.o> wrote: |
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> > So my objection in private is the same as my objection in public. In |
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> theory |
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> > the current board is accountable to the foundation members. |
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> |
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> In reality, they are not accountable legally. |
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> |
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I don't follow. Why not? The board already has a duty of care to operate |
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the nonprofit. |
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> |
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> > The board (for years) has not operated the NPO properly. Assuming that we |
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> > successfully shut down the current NPO and make a new NPO and transfer |
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> the |
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> > assets from old to new; how will the new NPO operate better than the old |
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> > one? |
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> > |
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> |
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> I can't garauntee anything. It is a risk we take, but as mentioned, I am |
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> willing to help get it started. If it is kept up with it isn't overly |
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> complicated. |
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> |
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> Additionally, the new by-laws would *legally* hold trustees accountable |
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> for failure in due diligence. Of course, that will probably slim down |
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> the pool of available individuals willing to run for the seats. |
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> Conversely, it will stop people just keeping seats warm. |
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> |
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So to summarize: |
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A bunch of new bylaws will get voted in. |
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The board is supposed to follow the bylaws. |
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If they fail to follow the bylaws...what happens? |
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My general assertion is that "the same thing that happens when the board |
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fails in their duty now" which is nothing and the NPO is continually |
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mismanaged until it falls into disrepair and then is heroically rescued. |
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But I suspect the answer will be similar "wait and see for b-mans proposed |
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bylaws which will clarify everything" so I'll just wait patiently. |
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-A |
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> |
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> > This remains the bit that is unclear to me. I get that the bylaws can |
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> say a |
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> > bunch of stuff; but in the current system: |
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> > |
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> > 1) The board has been unable to file federal taxes; ever. |
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> > 2) The board has been unable to keep proper books. |
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> > |
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> > Lets assume that this happened in the new NPO. How will the operation of |
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> > the new NPO lead to resolution of these (or other unforeseeable) |
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> problems? |
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> > I'd love to see a worked example / proposal; in particular, I want to see |
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> > how it would be different from the current situation. |
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> |
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> The by-laws I am working will make this clear. As a side note, the |
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> umbrella can do this, but they contract as well. I suppose the |
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> trade-off of "dues" to the umbrella and how much we pay a CPA etc is |
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> worth consideration. |
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> |
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> > |
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> > -A |
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> |
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> -- |
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> Cheers, |
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> Aaron |
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> |
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