To start with, let me apologize in advance for not replying to individual
emails and comments about my original post. I receive the 'digest' emails from
this group and sometimes it is cumbersome to reply. I want to follow up on a
post I made a few weeks ago and explain why I wrote it...or at least the
direction I was going in with the post. I believe it is related to a lot of
the recent conversations regarding transparency of the board
First, I wanted to understand what rules, guidelines, laws, etc, the GSDCA, Inc
organization/BOD needed to adhere to in conducting business, specifically with
regard to the closed sessions of the BOD meetings and the communication to the
membership. - As a non profit dog club are there federal rules governing
these types of organizations and the communication between the BOD and
membership? What rules or guidelines does AKC have in place concerning Parent
clubs, etc. -
Second, If there is a problem, or perceived problem of the membership with how
BOD meetings are conducted (specifically the closed sessions and secret voting
even special meetings) Then, I/we can either look for a way to change that or
sit back and gripe about it. For example, it looks like the P&P addresses
Closed sessions of the Board, but basically allows the President or any other
Board member to call for a closed session when that individual deems it is
needed for " other sensitive matters". Since this is addressed in the
Policies and Procedures versus the By-Laws, we as a club have more flexibility
in making changes to that. i.e we are not restricted to only being allowed to
make so many changes in so many years as per By-law changes and AKC.
Therefore I would propose a By-Laws change to remove the wording " other
sensitive matters" from Page 6 of the P&P in the "Closed Session" section.
This would remove the discretionary ability of the BOD members to declare an
issue/item "sensitive' and only those items specifically identified would be
permitted to be discussed/voted on at a closed session. If the BOD chooses
not to entertain this discussion or proposed By-Laws change, the membership has
the ability to petition the board to address an item.
If the membership thinks it would be beneficial, a P&P change could also be
proposed to specifically state when and when not a secret ballot or vote can
take place at Board meetings. By having these items specifically outlined in
the P&P, the decision to have a closed session or secret vote is removed from
the personalities, prejudices, favoritisms, etc of the BOD members.
Do any of you think this is worthwhile to pursue?
I have included a copy of my initial post below.
Thanks, Melanievalleydogs2000@xxxxxxxxx
ps. Evan & Linda would it be possible to address the access, to the
membership, of the BOD meetings via a conference call or some other
telecommunications method via adding a specific statement to the P&P?
----- Forwarded Message -----
From: Melanie Fuellgraf <valleydogs2000@xxxxxxxxx>
To: "Showgsd-l@xxxxxxxxxxxxx" <Showgsd-l@xxxxxxxxxxxxx>
Sent: Thursday, September 8, 2016 7:03 PM
Subject: Questions about Closed Board meetings and Special Meetings
Hopefully some of you out there can answer some of these questions concerning
the use of 'closed sessions' and 'Special Meetings" by the GSDCA board.
CLOSED SESSIONS1. The P&P on page 6 describes closed sessions of the board
Closed sessions of the Board:
Matters dealing with personalities; special awards such as being placed on the
Roll of Honor; President's Citation Award; Honored Guest at National;
dedications; as well as disciplinary matters and other sensitive matters shall
be discussed at a closed session of the Board. The President and/or members of
the Board shall feel free to call for a closed session, or sessions, at any
time of the Board meeting.
This statement addresses discussions that may be permitted at a 'closed
session' of the board but it does not state anything about closed or private
voting that takes place with regard to the discussions.
When is the Board permitted to have a secret ballot?
2. Where in the Bylaws or the P&P does it afford permission for the Board to
have 'secret ballots'?
3. Who determines what is a 'sensitive matter' as stated in the above P&P
statement?
4. Would it be in the best interest of the club to update/change the P&P to
specifically state what may and may not be discussed and voted on in a closed
session of the board?
5. Is the GSDCA, INC governed by any state with regard to open and closed board
of director meetings?
6. How does the board substantiate or verify information which is brought
forth at a closed session?
SPECIAL MEETINGS
1. Does the membership need to be informed of a Special Meeting prior to the
meeting?2. Are Special Meetings closed or open?3. Does the membership have a
'right' to attend a Special Meeting?
Thanks in advance to anyone who can supply some answers to these questions. I
am perplexed about the secret ballots other than dealing with personal issues
and awards.
Melanie Fuellgrafvalleydogs2000@xxxxxxxxx