Comments for Dorger Consulting http://dorgerconsulting.com Organizational Effectiveness Specialists Tue, 25 Mar 2014 15:29:29 +0000 hourly 1 https://wordpress.org/?v=4.5.10 Comment on Bylaws — Helpful or Hurtful? by Bob Simons http://dorgerconsulting.com/2012/02/02/bylaws-helpful-or-hurtful/#comment-446 Tue, 25 Mar 2014 15:29:29 +0000 http://dorgerconsulting.com/?p=424#comment-446 Mitch: Thanks for your quick response and your support. It seems to coincide clearly with what I saw as my options. I’m torn between my love for the Club, respect for most of the members and my disgust with the cavalier way this Board treated 3 of its members in ignoring their rights and sanctioning 2 of us. I’ve approached our new President ( who agrees with my view of the situation and who was elected because of the membership’s awareness of how the previous Board acted) and suggested he have one of our new Board members-a lawyer-research the issue. I’ve not heard back from him yet. While I certainly can approach a lawyer and get his view and whether it’d be appropriate to seek legal redress, I don’t want to do anything that will harm the Club. But I do want to get a message to the previous Board that this kind of action will not be tolerated, a message that the membership will also get on the need to follow the bylaws. Thanks again for taking the time to respond. Bob

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Comment on Bylaws — Helpful or Hurtful? by mitchdorger http://dorgerconsulting.com/2012/02/02/bylaws-helpful-or-hurtful/#comment-445 Mon, 24 Mar 2014 23:09:21 +0000 http://dorgerconsulting.com/?p=424#comment-445 Bob, you might want to check with the office of your secretary of state to see if they have a department to deal with board abuses. They might be able to look into the bylaws infractions on your behalf. Most likely, though, there will not be such an office to deal with the sort of club you are a member of. I recently looked into an abuse case similar to yours and was told by one secretary of state office that the only recourse would be legal action in the courts. In that regard, you should consult an attorney to see what you can do and more importantly what you can expect if it does go to court. The attorney may also be able to advise you on how to word and address the initial correspondence to get maximum benefit. Unfortunately, when the discussion turns legal, I need to step aside and let those trained in such matters advise you. Good luck! I hope you are successful in righting these wrongs.

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Comment on Bylaws — Helpful or Hurtful? by Bob Simons http://dorgerconsulting.com/2012/02/02/bylaws-helpful-or-hurtful/#comment-444 Mon, 24 Mar 2014 19:34:30 +0000 http://dorgerconsulting.com/?p=424#comment-444 I’m sorry it’s taken me so long to get back to you but I appreciate your taking the time to respond to my question. The situation got so bad at our Club that I (who brought the original issue to the Board—and rec’d no direct response from them) was ultimately brought before them for disrupting them in performance of their duties. I wrestled with this problem and the Board over a 10 month period. I am a former President of the Club and a long-time Board member who is completely conversant with the Club’s bylaws and saw actions that deprived two members, including me, of their rights as noted in the Bylaws. A third member, also a former President, and a 60 year plus member of the Club, was denied presentation to the membership for possible Honorary Membership status. This despite a majority vote of the Board (8 to 5 in his favor—even though this is not req’d by the bylaws); the President overruled this majority and decided on her own not to present the individual for consideration. In my case, the Board sanctioned me with a 2 week suspension because I would not sign a letter that had untrue statements about the process that I had started. Included in their letter were completely false statements about my actions and intentions. Ultimately, we elected several new members to the Board with the hopes that this kind of behavior will not be repeated. However, my goal is to look into possible legal redress against these individuals with the hope that a legal action (if only threatened) may be enough to make sure that the individuals behind these actions-AND THE MEMBERSHIP-realize the consequences to the Club of ignoring the bylaws and sanctioning members without due process. Like to hear your thoughts. If you want any add’l detail or would like to discuss this, my number is 610 543 6271. Thanks, Bob

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Comment on Bylaws — Helpful or Hurtful? by mitchdorger http://dorgerconsulting.com/2012/02/02/bylaws-helpful-or-hurtful/#comment-442 Sat, 28 Dec 2013 22:56:00 +0000 http://dorgerconsulting.com/?p=424#comment-442 Let me start by cautioning that bylaws are legal corporate documents and any inquiries into potential violations of bylaws and any approrpiate redress should be discussed with a qualified attorney. I am not an attorney, but I can offer a layman’s thoughts on the subject.

In my experience most bylaws, particularly those associated with membership associations, have a “due process” procedure that must be followed before imposing sanctions. The first question that needs to be asked is whether the due process was indeed followed. I have seen situations where an organization has a defined due process, but then jumps to judgment and imposes sanctions without following the defined process. If the self described process was not followed, there may indeed be procedures that can be followed to rectify what you deem to be an inappropriate action. Included in the options would be a law suit; however, before I took that step, I would write to the board chair and point out the lack of diligence in excecuting the due process. See if this prompts a review or reversal of the decision. If this does not work, you may want to consult an attorney to examine formal legal options.

If there is no defined due process, I would consult an attorney to detemine if your state’s corporatation code has language that mandates a due process for any sanction of if the code has wording that states there is an expectation of due process for any adverse action. Perhaps language that includes the right of an accused to defend themselves against any allegation.

Finally, I would want to ensure that the board acted within its jurisdiction. Was the decision to take an adverse action voted on by the full board or a committee specifically empowered to act on behalf of the board. Was the vote properly recorded and documented. These actions should all be in the minutes which are discoverable document in any legal dispute. If the adverse action was imposed by an individual, what document defined that individual’s authority to take such an action. Is that delegated authority in the bylaws or in a specific delegation approved by the board. It may be that the action has no validity if an individual imposed the sanction without proper to do so.

I am afraid that is about all I can offer. And I need to reiterate, I am not an attorney. I recommend you consult one familiar with coporate business law for nonprofits. Good luck.

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Comment on Bylaws — Helpful or Hurtful? by BOB SIMONS http://dorgerconsulting.com/2012/02/02/bylaws-helpful-or-hurtful/#comment-441 Sat, 28 Dec 2013 11:50:18 +0000 http://dorgerconsulting.com/?p=424#comment-441 Mitch: Very clear and helpful article. Exactly what is a member’s right to address bylaws violations by a Board that resulted in sanctions (suspension of the ability to play for a certain period at a tennis club) against members? Is there a legal case to be made on the suspended members’ behalf. Like to hear your thoughts. Thank you. Bob

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Comment on Sometimes It Takes a Two By Four by Gayle Kinsey http://dorgerconsulting.com/2013/07/01/sometimes-it-takes-a-two-by-four/#comment-439 Fri, 08 Nov 2013 14:35:46 +0000 http://dorgerconsulting.com/?p=533#comment-439 I read your article in light of my recent experience as the sole operational/administrator of a board for the last 14 months. I wish I would have read it before they voted to end my contract via executive session. The only problem was communication with the board chair and she took it upon herself to convince the board, without my input, to hire an administrator who was part of their professional membership community. In other words, they had no understanding whatsoever of the operational end (my end) of keeping the board running smoothly. On one hand, I was asked to implement online licensing renewal and payment systems, and I did that – but, the chair did not realize that I needed to change forms that had been used for 17 years to accommodate and achieve this goal. She viewed it as going over the board’s head (insubordination?) and a lack of understanding on my part as to what the professional licensees could put up with in terms of changing very old processes and procedures. I was not invited to explain the technical aspects of online vs. offline forms and functions. I honestly believe she had a friend in mind to take over this well-paid position of administrator because the explanations for not renewing my contract did not make sense. I needed a chance to whack them over the head! My technical and administrative skills was absolutely the best fit for this board – communication is key… too late.

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Comment on Thinking About the Future of Society by Jill Hawthorne http://dorgerconsulting.com/2012/05/02/thinking-about-the-future-of-society/#comment-435 Tue, 15 May 2012 16:12:51 +0000 http://dorgerconsulting.com/?p=477#comment-435 Interesting, Mitch, this is an important topic and I appreciate you writing about it.

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Comment on Thinking About the Future of Society by Henry Hungerbeeler http://dorgerconsulting.com/2012/05/02/thinking-about-the-future-of-society/#comment-434 Mon, 14 May 2012 16:48:31 +0000 http://dorgerconsulting.com/?p=477#comment-434 Good article, Mitch! I agree with your thoughts.

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Comment on Oh No! Not Another Meeting! by Dana Coates http://dorgerconsulting.com/2012/03/04/oh-no-not-another-meeting/#comment-432 Thu, 08 Mar 2012 14:18:15 +0000 http://dorgerconsulting.com/?p=439#comment-432 Excellent article Mitch

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Comment on Bylaws — Helpful or Hurtful? by Jeffrey Smith http://dorgerconsulting.com/2012/02/02/bylaws-helpful-or-hurtful/#comment-384 Wed, 15 Feb 2012 21:19:30 +0000 http://dorgerconsulting.com/?p=424#comment-384 Thanks for the material, and the web site certainly looks amazing. Exactly what word press design are you using?

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