The 1974 version of our By-Laws states in ARTICLE II Section B.:
B. Secretary-Treasurer. The Secretary-Treasurer shall be charged with the
responsibility of recording the minutes of each meeting, handling any
necessary correspondence with other societies and organizations, collecting
all Society dues, maintaining proper records of paid members,maintaining
proper records of the custody and disbursement of all Society funds, and
the payment of subscription orders for the magazine Sky and Telescope, to
which all members are entitled upon payment of dues. All disbursements of
Society funds shall be made by check and all checks shall require the
signatures of both the Secretary-Treasurer and President.
However, the 2012 By-Laws is missing this verbiage. It just has Treasurer.
For some reason I can't copy from the 2nd pdf but it's avail at
http://www.pasaz.org/forums/downloads.php?do=file&id=188
I don't recall a reason for this change. I do, at one time recall arguing
with Dan that a meeting review isn't the same as minutes, but the officers
disagreed with me as a member. Oddly, if we had proper meeting minutes
recorded from a Secretary, we'd have record of when the change occurred.
On Jul 10, 2015 10:05 PM, "Don Boyd" <azphotog@xxxxxxxxx> wrote:
This what the law says in ARS 10-3724 B, c, and d:"B. Unless the articles
of incorporation or bylaws prohibit or limit proxy voting, a member may
appoint a proxy to vote or otherwise act for the member by signing an
appointment form, either personally or by the member's attorney-in-fact.
C. An appointment of a proxy is effective on receipt by the secretary or
other officer or agent authorized to tabulate votes. An appointment is
valid for eleven months unless a different period is expressly provided in
the appointment form.
D. An appointment of a proxy is revocable by the member unless the
appointment form conspicuously states that it is irrevocable and the
appointment is coupled with an interest. Appointments coupled with an
interest include the appointment of any of the following:"
According to this we need to have a form for people who want to vote by
proxy. Upon further review of the law on email sigs it looks an email can
be a legal document...but a fax or letter is still better.
On Fri, Jul 10, 2015 at 9:41 PM, Terri <starstuff@xxxxxxxxx> wrote:
I don't have a fax. But an email, you see where it came from, who sent
it, couldn't that count?
On Fri, Jul 10, 2015 at 9:26 PM, Don Boyd <azphotog@xxxxxxxxx> wrote:
Email is questionable at best. a fax would be OK, as that has an actual
signature and is very difficult to alter. There are reasons why businesses
still have fax numbers. Also all proxies should be turned into the
Secretary or officer conducting the election.
On Fri, Jul 10, 2015 at 8:43 PM, Terri <starstuff@xxxxxxxxx> wrote:
Email is in writing. And a reply to the email stating the proxy
situation, couldn't that also work out the same as a proxy by snail mail?
On Fri, Jul 10, 2015 at 7:03 PM, Don Boyd <azphotog@xxxxxxxxx> wrote:
I checked the bylaws and we can notify the members of a special
meeting by email, but not vote by email, also according to state law, all
proxies need to be in writing. It should also state for which election it
is good for and say only for that specific election, or for a specific
time
frame
On Fri, Jul 10, 2015 at 6:30 PM, Terri <starstuff@xxxxxxxxx> wrote:
I don't see why we can't amend the bylaws via email vote, almost all
PAS members are on the list serve. Didn't we ammend the Constitution to
allow for voting via electronic means?
Sent from my TARDIS via my Samsung Galaxy S5 Android Phone complete
with typos for your enjoyment.
On Jul 10, 2015 2:46 PM, "Don Boyd" <azphotog@xxxxxxxxx> wrote:
Sam is not acting President...the Vice is acting president. And
there is no position of Secretary in the bylaws of the club the only
way to
add one by amending the bylaws...this cannot by email email.
Since Sam is acting president, Sam can most likely, thru this
email, appoint a Secretary position to be added to the By-laws.
Couldn't he
do that now, in writing to the club members on this list serv? And
then,
tomorrow we vote in the new Secretary, of which there are 2 of us
running
for this position. I must say, I"m glad we have other interested
members.
Thank you. So, you will be voting on either Kevin Witts or Terri Finch
as
Secretary of the Club. May the best candidate Win. Kevin and I have
discussed this and it doesn't' matter who takes the position, we will
work
together to make PAS a better club for all. But please, feel free to
put in
your vote by Proxy if you can not attend tomorrow's Business meeting.
Does anyone else want to run for Secretary of PAS? It is open to
any current PAS Member. I wasn't saying that only Kevin or Terri are
able
to be elected to the position.
So, Sam, can we have you create the Secretary position? Is that how
it works? And then Don can edit the By-laws to show we have a Secretary
position (which should have already been in the by-laws) and then from
there, tomorrow's meeting will occur.
I appreciate everyone's input on this.
I have to leave now to go Teach. Have a super afternoon. I May or
may not be in my email again until morning when i look to see who left
Proxy votes for me to tally, before tomorrow night's meeting.
Have a super weekend! Everyone.
Terri, Event Coordinator
On Fri, Jul 10, 2015 at 1:38 PM, Redacted sender insanas@xxxxxxx
for DMARC <dmarc-noreply@xxxxxxxxxxxxx> wrote:
Don, Terri has just indicated that we will vote on both issues,
creation of the sec position and then vote for the new secretary. No
one
wants you to resign. You are a fine editor and an asset to the club. I
don't believe your duties require adjudicating disputes of the bylaws.
However, all PAS members are allowed to review them and can have
their own
opinion. After looking at your opinion and mine, I am happy to see
that
Terri is going ahead with both votes (assuming the sec position is
created). Sam
-----Original Message-----
From: Don Boyd <azphotog@xxxxxxxxx>
To: pasmembers <pasmembers@xxxxxxxxxxxxx>
Sent: Fri, Jul 10, 2015 1:27 pm
Subject: [pasmembers] Re: Election of Secretary, not Appointment
Sam you are wrong. I never heard that Kevin was ruinning until
after my first reply...I have always corrected terry when she has
said that
we will be voting to have her elected as Secretary...we were always
and
only voting to amend the bylaws to create the position. I am looking
for
an email in which I pointed out to Terry that we cannot vote for her
to be
elected.. If you insist on voting on her...then I must respectfully
resign
my position as editor.
On Fri, Jul 10, 2015 at 1:19 PM, Redacted sender insanas@xxxxxxx
for DMARC <dmarc-noreply@xxxxxxxxxxxxx> wrote:
Don, I totally disagree with your tortured analysis. No one
objected to the voting until Kevin announced he was running. Now you
try
some convoluted way to block the vote.
There is nothing forbidding this special meeting for which
members were given over one month's notice. The meeting can have
more than
one issue. The first issue is whether to have a new position as
secretary
and the second issue is to vote in the new secretary.
The citation you provide has to do with when an office is vacated
(someone leaves an existing position mid term) or when no one wants
to run
for the position at the annual meeting. Those two parameters do not
apply
in this case. We are voting to create a new officer position and then
voting to fill that spot. There has been plenty of notice given.
If the new secretary position is voted down then the election is
moot. If the new secretary position is approved then we can vote
for the
secretary since everyone has been given proper notice and the special
meeting was to elect the new secretary. Only if the new position is
created
and then no one wants to run for secretary would the situation arise
for
appointment.
Sam Insana
-----Original Message-----
From: Don Boyd < azphotog@xxxxxxxxx>
To: pasmembers < pasmembers@xxxxxxxxxxxxx>
Sent: Fri, Jul 10, 2015 1:06 pm
Subject: [pasmembers] Re: Election of Secretary, not Appointment
Terry was wrong we cannot vote on this...I corrected Terry on
this. We cannot call a special meeting to hold an election for a
position
which does not exist. After the meeting to create the position THEN
and
ONLY then can we call a special meeting to elect a member to this
position.
This a quote from the bylaws of PAS.:"Article 5 Section e. Vacated
Office:
If any office is vacated, either in-term or due to lack of a
candidate for
succession, the President (or acting-President) shall assume
responsibility for the duties of that office. The President (or
acting-President) may retain these duties, or delegate them in
accordance
with Article 3, paragraph f, *or may call a Special Meeting for
the purpose of nominating and electing a replacement for the vacated
office. *
*By common sense the meeting could *
*Sam I am not trying to userpt the members right to vote for a
position. I am trying to uphold *
On Fri, Jul 10, 2015 at 12:28 PM, Redacted sender
insanas@xxxxxxx for DMARC <dmarc-noreply@xxxxxxxxxxxxx> wrote:
Don, I have to strongly disagree with you. On June 9, 2015, PAS
members were given notice of a special meeting on July 11th. This
was done
by Terri, who at the time was and is Vice President of PAS. This
was done
through the PAS website, and her announcement stated: "The Special
Meeting
is to edit the PAS By-laws to add a Secretary position, *and
then to vote in a Secretary*." According to PAS Bylaws
Article 5 section c. Any Officer can call a Special Meeting (which
vice
president Terri did). Then Article 5 section e. allows for PAS
members to
vote at such a special meeting, in person or by proxy. Terri then
confirmed through her email today that we will be voting on whether
to add
a secretarial position and then voting for the new secretary.
Don, you
are mistaken in trying to cancel the voting process. You are trying
to deny
our PAS members their right to vote, which is a denial of
substantive and
procedural due process. While officers are usually elected in May,
there is
nothing in the By-laws to prevent voting in officers at a special
meeting.
I plan to vote on Sat at the MOM for the new secretary position
and for
the new secretary. Sam Insana PAS member and President elect
-----Original Message-----
From: Don Boyd < azphotog@xxxxxxxxx>
To: pasmembers < pasmembers@xxxxxxxxxxxxx>
Sent: Fri, Jul 10, 2015 11:13 am
Subject: [pasmembers] Re: This Saturday's event at Mike's - rain
or shine - unless it floods
Actually this position will be appointed since having to have
an election would require another meeting to be called; at the May
meeting
this position will be up for election. The only thing we are voting
on is
to change the bylaws to add another officer position, of secretary.
Don
On Fri, Jul 10, 2015 at 10:54 AM, Terri <starstuff@xxxxxxxxx>
wrote:
Mom's = Meeting of the Minds (PAS Business Meeting)
Good morning PAS Members,
We have a Meeting of the Minds this Saturday at Mike's home
with a 5:30 potluck, the Meeting of the minds about 7pm, and then
a Dark
sky viewing session for PAS Members and their immediate families
only. No
Guests.
For the Meeting of the Minds... if you have a topic that
needs to be discussed, please feel free to send it my way.
We have the General Membership MOM's in September, and this
MOM's, this Saturday, is aimed more towards a quick vote - which
is why all
PAS Members are invited to attend, and then open it up to a
discussion
between the Star Tour Members about the upcoming Luminaria events.
During the Star Tours discussion, the General Membership, if
they do not wish to join in the discussion, may move to the
kitchen and
enjoy more food, have desert, or start setting up their scopes for
the star
party.
But all Star Tours members should attend the Star Tours
discussion.
Right now, other than the vote, which is very needed, the
General Members have no specific topics to discuss, so if you want
to talk
about the club, or anything, in general, please send me your
topics so I
can put them into the Agenda and we can get through the meeting
quickly and
on to the Star Party, for which I know you will attend this dark
sky event.
Now, at the top of this page, in the Subject line, i added,
rain or shine. The potluck & MOM's will happen rain or shine,
unless it is
flooding Mike's house. Yesterday, my awesome Weather Watching Team
sent me
an update for the forecast for Saturday's event at Mike's, as far
as the
star party goes, and it looks like we may have clouds for some
part of the
night. It didn't look like overcast, but it does seem like clouds
will come
and go throughout the night. This hasn't stopped us from having a
very
successful event, in the past, at Mike's. So, bring your family,
and if you
want to bring your scope, do so... and let's have a super evening
together.
Your input in the vote is requested. We are voting in a
Secretary of the club. This is an office position. The PAS Member
who is
voted in as Secretary will take the Minutes of the Meetings (the
MOM's -
not the General meetings) and provide a copy of the Minutes to the
General
members by email before the next MOM's so they can be approved.
Up until now, the Minutes of the Meetings have always been
included as part of the review I write about the Mom's. We are
just making
it more official and the minutes may be listed on the website in
the
future, as a separate document for PAS Members to review.
If you can not make this Meeting of the Minds, you may send
in your proxy vote to me. I will bring those votes to the meeting.
Please
get them to me by *end of day today*.
We need to nominate a Secretary of the Club, and then vote to
have them become the Secretary. If you have a nominee, or just
want to go
with the rest of the members votes, let me know. I will carry your
vote to
the meeting.
PS: I am running for Secretary, in case you just want to help
the vote. Thanks. It was mentioned that I already do this
position, when
writing the reviews of the meetings, so why not have me continue,
but with
the Title.
Everyone have a spectacular day and an astronomical weekend!
When you RSVP in the private calendar to attend, please
include the food you are bringing to the potluck. We have a super
successful event last weekend at Mike's, with all sorts of fun
foods, and
because the list was right there, everyone enjoyed the foods, knew
what
others were bringing and we had no duplicates. It was a fantastic
meal!!!
Terri, Vice President until September, but still Event
Coordinator, and running for Secretary.
--
Good friends are like stars. You don't always
see them, but you always know they are there.
Terri Phoenix Astronomical Society <http://www.pasaz.org/> Event
Coordinator
Visit the P.A.S. Facebook
<https://www.facebook.com/PhoenixAstronomicalSociety> Page &
My Facebook
<http://www.facebook.com/people/Terri-Finch/1021922600> Page
Visit my Music Page: Private Music Instructor
<http://www.MusicLessonsbyTerri.com> & Music Facebook
<https://www.facebook.com/pages/Music-Lessons-by-Terri/170920862925772>
Page
--
Good friends are like stars. You don't always
see them, but you always know they are there.
Terri Phoenix Astronomical Society <http://www.pasaz.org/> Event
Coordinator
Visit the P.A.S. Facebook
<https://www.facebook.com/PhoenixAstronomicalSociety> Page & My
Facebook <http://www.facebook.com/people/Terri-Finch/1021922600>
Page
Visit my Music Page: Private Music Instructor
<http://www.MusicLessonsbyTerri.com> & Music Facebook
<https://www.facebook.com/pages/Music-Lessons-by-Terri/170920862925772>
Page
--
Good friends are like stars. You don't always
see them, but you always know they are there.
Terri Phoenix Astronomical Society <http://www.pasaz.org/> Event
Coordinator
Visit the P.A.S. Facebook
<https://www.facebook.com/PhoenixAstronomicalSociety> Page & My
Facebook <http://www.facebook.com/people/Terri-Finch/1021922600> Page
Visit my Music Page: Private Music Instructor
<http://www.MusicLessonsbyTerri.com> & Music Facebook
<https://www.facebook.com/pages/Music-Lessons-by-Terri/170920862925772>
Page
--
Good friends are like stars. You don't always
see them, but you always know they are there.
Terri Phoenix Astronomical Society <http://www.pasaz.org/> Event
Coordinator
Visit the P.A.S. Facebook
<https://www.facebook.com/PhoenixAstronomicalSociety> Page & My Facebook
<http://www.facebook.com/people/Terri-Finch/1021922600> Page
Visit my Music Page: Private Music Instructor
<http://www.MusicLessonsbyTerri.com> & Music Facebook
<https://www.facebook.com/pages/Music-Lessons-by-Terri/170920862925772>
Page
