Proposed By-Law Changes
Proposed By-Law Changes:
At the Feb. 24th Portland United Mountain Pedalers (PUMP) General Membership Meeting the PUMP Board of Directors is submitting to the membership the following changes to the by-laws of PUMP, as well as special Director’s election for a vote.
1. The maximum number of Directors shall be changed from the current 7 to a maximum of 12. Article III Sec. 5 (4)
2. The quorum requirements shall be changed from the current 3 Directors to 50% of the Board of Directors plus 1. Article IV Sec. (3)
3. Directors must be nominated by 2 PUMP members who are in good standing. Article III Sec. 5 (2)
4. The Board of Directors is asking the membership to waive the provision that the Directors will be elected at the final annual membership meeting. Article III Sec. 5 (1).
PUMP By Laws:
http://www.pumpclub.org/node/11
| Attachment | Size |
|---|---|
| PUMP Bylaw Change Detailed Explanation.doc | 41 KB |
Upcoming Events
- Stub mountain bike night ride (easy/beginner) - 2012-02-09 18:00
- Stub trail building - XC - 2012-02-11 08:45
- Stub Freeride area build day [W.T.F.] - 2012-02-18 09:00
- NWTA Women's Ride - 2012-02-25 10:00
- Stub trail building - XC - 2012-02-26 08:45
Typically with a board of
Typically with a board of directors, if there are vacant seats (due to resignations, or in this case, expansion of board)... the directors may appoint people willing to fill the vacany until a normal election.
I don't think it's super important to have that item #4 be put to a vote, but hey, it's all good!
Further thoughts... If
Further thoughts...
If yer trying to figure out the why's and what not's of the nuts-n-bolts
of Bylaw updates, ya can't really. It only hints at long-term strategy. I imagine (plus based on a little
I know by being involved on the fringes and as part of discussions with other local groups)... I gather that this is a positive move towards unifying local organizations into a single entity - a Portland mountain bike "association".
Give the leadership time to communicate intent. And trust that it's for the greater good of local mountain biking. That's why ya elected them in the first place to serve on the board on your behalf, right?
Change is good. Think of it as PUMP evolving... growing. There's certainly many next steps to come, and I fully support what's at the heart of the changes... to make local mountain biking opportunities more easily acheivable - thru better organization, better communication, and better political representation. AND to have a professional leader at the helm (an Executive Director).
Notifications-
In the bylaws it is stated that the Board must notify the club 3 WEEKS in advance that there will be a vote at the next meeting to change the bylaws. (The next meeting is in less than 2 weeks, the vote must be postponed until the March meeting, in my opinion, but hey, I realize how much a pain in the rear it is planning this kind of stuff, so no big deal.)
The Bylaws keep the Board from making changes whenever they feel, without first properly notifying the club members. This builds and maintains trust between the Board and the club at large.
In the 'Resources' tab to the right is a link to the bylaws. Everything is kept transparent for the good of the club. I think this is also a requirement based upon our articles of incorporation.
Yes, we are incorporated, which we needed to do to become a non-profit organization, as recognized by the state. This is one of the many things former Board members accomplished in able to move our club into this century. It may not have been apparent to those outside of the club, but we were working hard to set our club up to succeed in the long run.
The table was set, the baton handed off, it's now time for the new regime to take us to the next level! And of course, as always, it is the wishes of the club at large that the current Board needs to listen to and act on. This is also why there is a monthly meeting, and votes on proposed changes. It is our job to give the thumbs up or down on their ideas, so exercise your right as a dues paying member and show up and vote! If they did their job, listened to the word on the street from club members, and based their proposed changes on that input, there should be no problem getting approval from the club members.
"bylaws it is stated
"bylaws it is stated that the Board must notify the club 3 WEEKS in
advance that there will be a vote at the next meeting to change the
bylaws. (The next meeting is in less than 2 weeks, the vote must be postponed until the March meeting"
My two cents...
The notification got posted by Jordan on 4th. Meeting is on 24th. 20 days the notice was up on site for members. I dunno, to me it seems like the intent is to give sufficient notice up front so people can plan to attend the meeting to vote... and 20 days versus 21 days is close enough in my book (to meet criteria for intent of providing plenty of heads up).
And to me, the opinion of the general membership is expressed by who they elect to serve on the board. If the board member listens to public opinion, cool... but it not a requirement.
Hey, doesn't PUMP have a compliance officer who keep tabs on this legal stuff? Just curious.
PUMP Evolving
Joe,
You are right that these are steps for a long-term strategy and they are for bringing together the greater mountain bike community. We will be bringing more details very shortly but rest assured that we are trying to make changes to expand mountain bike riding areas and to grow our community.
Jordan
Detailed Explanation of Bylaw changes has been attached
I have attached a Word document with more in depth details of our proposed changes.
Shane Gould
President PUMP
It's all good!!
The changes that the Board are proposing, that the members pass, are really exciting when you think about it. Right now we are a small club that depends on a few dedicated people to get things done. It is easy for a few people to get burnt out when there are so many tasks that need to be done. In order to get things accomplished that benefit all of us we need many many more members. Some of those members will be active in helping us get the many jobs done that need to be addressed. Some of those members will be quiet, sit on the sidelines, go on rides on occassion and support us with their checkbook. We need the quiet member as much as we need the activist member.
We need committees of people focused on different tasks. In numbers there is strength! In numbers the job is made easier, and the burden is lighter.
We have people who want to serve on the Board who want to better riding in the Portland Metro area. They have talents that will bring depth and breadth to the Board. They are going to help our club grow and evolve in to a force that will benefit all mountain bikers whatever style of riding you do.
I strongly urge the Membership to adopt the proposed changes, and vote for the nominees to the Board, that the Board you have elected are proposing.
Conflict of interest
I do not feel that more board members is the solution to increasing PUMP's capacity to positively promote mountain biking in northwestern Oregn and southwestern Washington. More cooks in the kitchen does not ensure that the cake gets baked - particularly when it is clear from the bios that most of the proposed board members are not focused on PUMP's overall goals. The proposed board members appear to be mostly focused on urban moutain biking issues. While this is a great issue to stand behind, and one that PUMP originally took up in force, PUMP is not currently focused on a single area or issue. As stated above and elsewhere, given the small membership and willingness of mountain bikers to participate in advocacy issues to date, this is a good thing - if we focus on one area, what will get accomplished in the areas we neglect??? Yes, we are spread thin and would greatly benefit from an influx of "active" members. Quiet members are good too, but as stated above, mostly from a financial and "strength in numbers" stand point. Letter writers, meeting attendees, work party volunteers, ride leaders/sweeps, booth operators, etc. are vital to PUMP's mission. As PUMP is mostly grass roots, active individual and groups of members can have a significant impact on advocacy issues in areas that meet their interests. As we have suggested in the past and as I will again suggest here, committees and working groups within PUMP can accomplish more than the board alone.
The bio's of the proposed board members indicate that they each have potential and willingness to become active members of PUMP and to become excellent advocates for mountain biking opportunities. I hope that they will continue to be involved with PUMP and other organizations to accomplish these goals.
It should also be noted that at least one of the proposed board members declined a nomination for a board position during the regular elections of November 2008. Although I realize this individual has likely changed their mind considering the folding of PDX-MTB underneath PUMP's structure and still wanting to maintain a board type position. Again, this may be an appropriate committee or special group leadership role opportunity and NOT a PUMP board member opportunity. This might actually allow this person to focus more clearly on the issues that interest them most rather than on PUMP issues as a whole. It is important to remember that PUMP is not focused on a single riding area, but on opportunities throughout northwest Oregon and southwest Washington.
Absolutely, board members should be nominated and known to the active membership. We (the active membership) do not want just anyone out there to be in charge of our organization. And we don't want to have honorary board member appointments made to individuals who are seen as prominent but who have no history with our organization. Allowing board member authority in this manner could misdirect the organization and lead to other non-necessary by-law changes that negatively impact the function of PUMP. The requirement of previous membership (2 years) is very important to ensure that board members are known to the membership, know about PUMP's past and current activities, and are aware of the membership's desires. It is important that we retain this "pre-screening" period.
This has been brought up in private conversations, and I want to make it public as it is a very real concern with some of the proposed new board members. Our club is a registered non profit organization. We are not in the business to help individual promote races/clinics, bikes shops/bike industry, trail contractors, etc. Our board members are not currently using their positions to gain an edge on their competitors. We need to be careful when selecting people to represent our club so that they do not give us a bad name with other race promoters or bike shops because it appears we favor certain ones. This is of particular concern to me considering that the folks who may stand to gain financially from their involvement as a board member also do not meet the previous membership requirement (2 years), which would allow the active general membership to get to know them and pre-screen them through interaction.
Roger's comment regarding notification of these changes is in my mind dead on. Yes, the membership was told that changes have been proposed by the board, but the membership requested details of those decisions to be properly notified and informed of these decisions. I personally like to read the voter information before voting willy nilly on changing the function of the organization. In my opinion notification wasn't made until these details were provided.
I may or may not be in attendance at the general monthly meeting that these proposed by laws are put to vote, but I am voting NO on each of the proposed changes. I can not see significant benefit happening from adding board members that could otherwise become active members through committees, work groups, or other collaboratives underneath the current PUMP structure.
ARTICLE VIII -
One of the candidates for new board member seat has a strong legal background, so hopefully these sort of questions about Bylaws will get more clearly explained to the board of directors (and interested members who can stomache these sort of administratrivia things).
First of all, it's rather odd that bylaw changes have to be put to popular vote of the members. This should be a board of directors only vote. but, it is what it is... so...
The following is summarized from the Oregon Non-profit Guide... The board of directors of a non-profit should mainly be concerned with several things:
#1 hiring and firing a CEO who will lead the organization successfully towards it's primary goals
#2 making sure Bylaws are upheld and other legality things are covered (compliance stuff) - i.e. voting on issues they are required to dilberate and vote on
#3 reviewing the financials and determing a budget for projects
#4 listening to recommendations of sub-committee leaders and voting on those items required to be put to a board of directors vote (hopefully the articles of incorporation spell out clearly what representatives of organization can take action on without putting every decision to a board of director vote).
If yer on the board and yer not doing above... are you truly filling the role as a director?
No public notice I've ever seen that states a meeting will be held to dilberate and vote on a topic ever has had the full opinions of different sides represented in the announcement - it just contains the general facts about what will be voted on.
The other items you mention... the 2 year limit and the conflict of interest...
Again, normally (based on Oregon non-profit guide), a non-profit organization board of directors has the authority to appoint persons to fill vacancies (basing the appointment on the merits of the candidate). The board votes, not the members.
Conflict of Interest purely needs to be addressed occuring to the rules in the Bylaws for dealing with any potential or perceived conflict of interest. Typically, directors must disclose any conflict and not take part in voting on items that pose a conflict of interest (as defined under the bylaws).
There doesn't appear to be a conflict of interest clause in the Bylaws. But here's what a typical clause would look like (this might be a good thing for board to consider adding to bylaws at a different meeting):
Vote for me
Hey!
Is there an election soon?
when?
Vote for me!
seriously.
D.
is this thing on?
ahh, i see.
more like a cabinet post appointment than an election. It happens.
that's cool.
i'm new here.
still trying to figure you guys out.
still, still I'm voting for me. who's with me? when do i get my ballot in the mail?
D.
Nice counterpoints
Ryan has posted some good counterpoints to the proposed changes. Good to be able opinions from both sides.
My take on this-
Increasing the size of the board sounds like an excellent idea. This organization like many is structured top down. We need leaders at the top with the energy, time and commitment to help us grow. Since this is a volunteer based organization, and knowing that we all have jobs and families, I believe it is absolutely neccesary to increase the number of people on the board if we see just a fraction of the growth that everyone hopes for, not to mention the amount of exciting opportunities that are on the horizon. In this case, if it's a well run and large kitchen, you do need more cooks in the kitchen. Take a look at Evergreen up in Seattle and what they have accomplished. They did the same thing abotu 5 yars ago that we are considering now. In order to do what they did, they expanded the board, hired full time employees, increased the membership, and are now the largest and best organized regional mtb group in the country.
I think spending effort on"urban" mountain bike efforts is very important and in no way mutually exclusive to all the other great advocacy projects that PUMP has been involved with. In fact, I think these efforts in the short term in many ways are more important. In order to have a voice, the organization needs to increase it's membership. If you can get success in the metro area, whether it is Forest Park, Gateway Green, skills parks, jump parks, etc, you do two very important things. First it's a huge PR success, and as has been said, the success stories need to get out and we should be getting credit. Second, having accessible biking opportunities will increase the number of bikers and also help bring the biking community together. I think we can all agree, for a bike friendly city to require you to drive in order to recreate on your bike is silly.
With enough membership, you don't have to pick and choose just a couple battles. People can get involved in the causes/aspects that they are passionate about.
I have met the proposed board members and these gus are all not only well respected in the biking community, but well respected by the leadership of the city. These guys have already made a positive impact on biking in Portland and will continue to do so. Get all this positive energy workign together in the same group is a no brainer. In my opinion, you get the best person for the job. Sometimes you hire from with in, sometimes you find the perfect person outside the organiztion and bring them in. A two year pre-screening makes no sense to me at all. This is a small town, and the riding community is very tightly knit. These guys have all been in Portland for a long time, it is very easy to ask around and do a little research to find out what kind of people they are. Spend a little time and effort and you will find that these are excellent candidates.
As far as using a position as a volunteer board member to get an edge on competition, I don't buy into it. If there is a conflict of interests, I think that can be handled very easily. Every single one of these guys main focus is to make it easier and more fun to ride. If we can do that, we all win. Every one of us. Shop owners, race organizers, industry professionals, recreational riders.... It would be silly not to have key players in the industry and city not be part of this organization.
I don't think it is fair to call out Tom Archer for declining a nomination for the PUMP board. As you mentioned, he is the founder of PDX-MTB, and in that capacity I know for a fact he has been working extrememly hard on many mtb advocacy issues in Portland. He also made time to be a PUMP memeber and attend meetings. For him to accept a board memebership on top of what he was doing for MTB-PDX whould have in my opinion been a dis-service to both organizations. Now that we are talking about rolling both organizations into one, he should absolutely be considered for a board position. The amount of work, the passion, the experience the Tom brings to the table is invaluable.
I am not posting this to be arguementative, but just to address some of the counterpoints that Ryan posted. Once again, I think it is fantastic to get all sides of an arguement, and this is not a vote that I think anyone should take lightly.
I personally am very excited to see the organization consider a step up to the next level and am impressed with the people who are willing to volunteer their personal time to help make it happen. I know that Portland can be as much a model for mountain biking as it currently is for commuting. I will be at the meeting on Tuesday and will be voting for all the by law changes as well as the addition of Tom Archer, Joe Barcott, Paul Fidrych, Kris Schamp, and Eric Tonkin to the board.
Looking forward to enjoying a beer with everyone of Tuesday!
-Will
PS I tried to do a little research on Doper so that I could make a solid educated decision about who I wanted to be on the board, but when I Googled "Doper" I got no results that would change my current line of thinking (at least not for a board member) ;)
ballot
the proposed changes to the bylaws and election of additional Board members will take place on Tuesday next week. voting will take place at the meeting. Members in good standing only will be allowed to vote. No ballots will be mailed out. Be there!
boardmember D.
Gotta look on page 2 of the googlsearchiness (the last TDF knocked me/us out of the top ten)
Unicycle Bastards: Doper Articles
New-kyoo-lar….......
oh lord. say it ain’t so. stop with the muni already. MUNI is a bus.
Pay your fare and keep your hands to yourself. -Love,Doper ...
www.unicyclebastards.com/doper-articles - 14k - Cached - Similar pages -
Got it.
no mail in.
Buuuuut it's smoke free!
I'll be there.
D.