[ SHOWGSD-L ] GSDCA WDA World Trial
- From: "Cyndy Davis" <cyndy@xxxxxxxxxxxxxx>
- To: wynsum@xxxxxxx, Showgsd-l@xxxxxxxxxxxxx
- Date: Wed, 05 Mar 2014 13:08:27 -0700
This request for information was sent to the GSDCA officers and board members
today in an attempt to get information for the membership to understand how we
got where we are with the WDA and how the WDA and the GSDCA can move forward.
http://www.texasdogs.com/gsdcawda-world-trial.html
To Members of the
Board of Directors of the German Shepherd Dog Club of America, Inc.
The internet and telephone lines have been full of innuendo, speculation,
rumors and comments regarding the recent World Trials sponsored by the German
Shepherd Dog Club of America, Inc. (GSDCA) Comments on the âListâ range
from praise to why do we care about the relationship between the GSDCA and the
German Shepherd Dog Club of America - Working Dog Association, Inc. (WDA).
Other comments suggest the GSDCA went into the Trial with little planning, not
fully understanding the cost of such event and with little oversight. Prior
Boards of Directors knew combining the World Trial with the Centennial Show was
going to be a significant effort and a strong relationship with the WDA was
necessary to âallegedlyâ insure the Trial would be fully planned,
successfully managed and would be a world class event. Apparently the
relationship is going horribly wrong.
As full disclosure, the co-authors of this memo have been members of the GSDCA
for nearly 40 years, each, served as officers, board members and committee
chairs for numerous years and were also members of the WDA, serving as officers
and board members in that organization. We have seen the highs and lows in the
operation of the GSDCA over those 40 years, filing of law suits against the
GSDCA and other internal struggles. But this recent controversy disclosed by
the President of the GSDCA between the Club and the WDA is unusual in its scope
and apparently in its cost to the treasury of the GSDCA. This is not a trivial
matter.
We were advised that at the January Board meeting of the GSDCA a substantial
period of closed session time was devoted to this controversy after a meeting
of representatives between the GSDCA and WDA held in Las Vegas. The Board
-O-Gram had no information of substance of the meeting between the parties or
of the report made to the Board of the GSDCA. We presume because of the growing
publicity of the controversy, including rumors relating to the substantial
losses experienced in the Trail which directly affect the financial condition
of the GSDCA, the President issued a memo to the members of the GSDCA outlining
the information to date. However the memo seemed to present as many questions
as answered.
It is the focus of this letter to challenge the Board of Directors (the Board)
to fulfill its fiduciary responsibility to the membership of the GSDCA. Three
important duties seem apparent. First, we are led to believe the audit of the
financial standing of the GSDCA for calendar year 2012 is not complete. If this
is true, it is now 10 to 12 months after the close of the financial books of
the GSDCA for that fiscal year. Further, if it is true the 2012 audit is not
complete; the financial reports provided by the Treasurer to the Board for
2012, 2013 and through 2014 to date may or may not fully represent the
financial condition of the GSDCA. The Treasurer reports the financial
information provided to the Board is not audited but is the Treasurer's best
effort to state financial condition of the GSDCA as of the date of the report.
Further, if it is true the 2012 audit is not complete; the audit of the 2013
calendar year cannot be commenced until the audit of 2012 is complete. If the
losses as reported in recent memos from the President relating to the 2013
Trial are correct, the membership should be made fully aware of the financial
status of the Club as soon as possible.
The first challenge to the Board - complete a full and unvarnished
investigation into the issues, reasons and impediments to completion of the
2012 financial audit if the audit is not complete as of today, and publish in
the Review the results of the investigation. Board members know they are
charged with fiduciary responsibility for preserving the assets and protect the
financial well-being of the GSDCA, yet if not complete, the 2012 audit appears
to be unnecessarily overdue and no information has been delivered to the
membership for the reasons.
The second challenge to the Board is to complete a full investigation (again
due diligence and fiduciary responsibility) into the development of the
relationship between the GSDCA and the WDA regarding the World Trial. This
effort should focus on, among other items, written documentation, if any,
prepared for approval of the Boards of the two parties outlining
responsibilities and accountabilities of each of the parties, if there were
oral agreements made between the parties that were not privy to the Boards,
examination of the budget development process and the final budget for the
Trial, who or what committee was responsible for oversight on the Trial and
initiating cost control efforts if necessary, the approvals necessary for
incurring costs and expenses, if any, not included in the final budget,
disclosure of the effect of on the financial status of the GSDCA relating to
the final financial cost and expense of the Trial, and an overall analysis of
the event and outcomes. A significant question to be answered is whether the
GSDCA Board approved all written documents; does the Board of the GSDCA know if
the documents approved by the board of the WDA; were oral agreements, if any,
made between the parties disclosed to the Boards and finally, what are the
final cost and expense numbers that will be paid by the GSDCA.
The third challenge is to post all written documents between the parties on
the members section of the GSDCA web site. There is no legal impediment to
doing so as the documents speak for themselves. If litigation is commenced, the
documents will be produced in any event. We are not asking for a legal analysis
of the position of the GSDCA relating to these documents; the members can make
their own conclusions.
After completing the challenges, a full report should be prepared and
delivered to the membership to reduce speculation, rumor and innuendo.
We well know members of the Board serve without compensation and contribute
substantial hours into the effort to support the objectives of the GSDCA as set
forth in the By-laws. However in view of the disclosure that the GSDCA could
experience a loss of in excess of $100,000 relating to the Trial with other
costs and expenses still in dispute, lawyers issuing demand letters and threats
of law suits, it is absolutely necessary that the full Board take
responsibility for clearing up these problems and issue a report. This is a
necessity in view of the need for transparency of operation of the GSDCA. If
settlement of the disputed costs and expenses are necessary, what will be the
basis for such settlements? We worry may be significant impairments to the
financial stability of the GSDCA.
We know that if lawsuits are filed, communication with the membership on
claims will be difficult as legal counsel will want to control disclosures.
However, the membership should be made aware that if t a claim is filed against
the GSDCA based on an oral or written contract, the insurance company may issue
a letter of reservation indicating that while the insurance company will more
than likely pay the cost of defense of the GSDCA Board and its officers and
directors, it will have no responsibility for judgments, if any, on a breach of
contract.
We want to indicate there is no prohibition regarding distribution of this
letter to any other party.
Ken Downing & LaMar Frederick
============================================================================
POST is Copyrighted 2014. All material remains the property of the original
author and of GSD Communication, Inc. NO REPRODUCTIONS or FORWARDS of any kind
are permitted without prior permission of the original author AND of the
Showgsd-l Management. ALL RIGHTS RESERVED.
Each Author is responsible for the content of his/her post. This group and its
administrators are not responsible for the comments or opinions expressed in
any post.
ALL PERSONS ARE ON NOTICE THAT THE FORWARDING, REPRODUCTION OR USE IN ANY
MANNER OF ANY MATERIAL WHICH APPEARS ON SHOWGSD-L WITHOUT THE EXPRESS
PERMISSION OF ALL PARTIES TO THE POST AND THE LIST MANAGEMENT IS EXPRESSLY
FORBIDDEN, AND IS A VIOLATION OF LAW. VIOLATORS OF THIS PROHIBITION WILL BE
PROSECUTED.
For assistance, please contact the List Management at admin@xxxxxxxxxxx
VISIT OUR WEBSITE - http://showgsd.org SUBSCRIPTION:
http://showgsd.org/mail.html
NATIONAL BLOG - http://gsdnational.blogspot.com/
============================================================================
Other related posts:
- » [ SHOWGSD-L ] GSDCA WDA World Trial - Cyndy Davis
