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Removal of an officer of the board has been done in the past during board mtgs. This isn't an executive session agenda item. But this can be an embarrassing process for the board member if board members are discussing the reasons for the removal, or not.
HPPOA Bylaws Article VIII-Board of Directors, Sec 7 Removal: "Any officer, director, or agent elected or appointed may be removed by the persons authorized to elect or appoint the officer, director, or agent with or without cause." (By majority vote of the board)
This information isn't "gossip". Its a fact, and should be released to us in a timely manner given the subject. Some board members may not want us to know about this and pretend like it didn't happen, and therefore never release it. We have lost 2 valuable board members which can now take us back to that place of non transparency and decisions made by a few, and the rest kept out of the loop.
Up til very recently, BJ and other board members have asked for financial information and never received it. The HRC asked again at the last board mtg stating they needed it for their work. The secretary who resigned recently hadn't been included as a signatory per our bylaws. She was in ofc for approx 5 mos.
BJ openly stated at 2 different board mtgs that she hasn't signed a check in a couple of months, and that was two months ago. So who's signing the checks? Who's really in the driver's seat? This is why the membership needs to have this information. The Pres may be loud, but that doesn't mean she had or has any control of what's going on or is in the loop.
The board member who no longer is VP shouldn't be signing checks or doing any VP duties until they reinstate her at the next mtg. She's breaking the bylaws if she does. I'm sure she'll be reinstated soon enough now that they are a majority again.
Regarding the "deposition". This is the word the friends of HPP facebook lady used in her report.
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quote:
Originally posted by mermaid53
Removal of an officer of the board has been done in the past during board mtgs. This isn't an executive session agenda item. But this can be an embarrassing process for the board member if board members are discussing the reasons for the removal, or not.
HPPOA Bylaws Article VIII-Board of Directors, Sec 7 Removal: "Any officer, director, or agent elected or appointed may be removed by the persons authorized to elect or appoint the officer, director, or agent with or without cause." (By majority vote of the board)
This information isn't "gossip". Its a fact, and should be released to us in a timely manner given the subject. Some board members may not want us to know about this and pretend like it didn't happen, and therefore never release it. We have lost 2 valuable board members which can now take us back to that place of non transparency and decisions made by a few, and the rest kept out of the loop.
Up til very recently, BJ and other board members have asked for financial information and never received it. The HRC asked again at the last board mtg stating they needed it for their work. The secretary who resigned recently hadn't been included as a signatory per our bylaws. She was in ofc for approx 5 mos.
BJ openly stated at 2 different board mtgs that she hasn't signed a check in a couple of months, and that was two months ago. So who's signing the checks? Who's really in the driver's seat? This is why the membership needs to have this information. The Pres may be loud, but that doesn't mean she had or has any control of what's going on or is in the loop.
The board member who no longer is VP shouldn't be signing checks or doing any VP duties until they reinstate her at the next mtg. She's breaking the bylaws if she does. I'm sure she'll be reinstated soon enough now that they are a majority again.
Regarding the "deposition". This is the word the friends of HPP facebook lady used in her report.
I will try asking you again, where did you get this information that the VP was voted out?
This did not happen in the last Board meeting.
This vote must have happened in an iexecutive session since I know it did not happen at the board meeting.
This means BJ or someone on her side who wanted the VP out must have leaked Mermaid this executive session information. This is grounds for dismissal from the board.
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I won't divulge what OLG is "demanding". It's been over 2 wks since the last board mtg. This was not an executive session item per se. Why don't you also ask the board why this important information hasn't been posted yet?
OLG, there have been a lot of things going on w/certain board members that are grounds for dismissal. The ballots were printed before the board approved it. Hiring a website designer, which we didn't need, w/out board approval. Not disclosing financial information to other board members when requested. Removing a policy off our website w/out board approval...
Orchidlandguy, I asked you where you got your information about the 2 resignations as I didn't see it posted on HPP's website. I never got a reply. You seemed to know before anyone else did.
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Mermaid, you quoted this By-law "HPPOA Bylaws Article VIII-Board of Directors, Sec 7 Removal: "Any officer, director, or agent elected or appointed may be removed by the persons authorized to elect or appoint the officer, director, or agent with or without cause." and then you added this parentheses "(By majority vote of the board)".
Section 7 doesn't include how the vote is to be taken unfortunately, however, "Section 6. Vacancy" does. It states that when a vacancy occurs on the BOD that, "They shall be filled by vote of the majority of the remaining directors". This rule should also apply to Sec. 7. Because, if it isn't and hasn't been done that way in the past it will invite chaos and create the very situation we are in now because of that tactic BJ used against the VP at the last Exc. meeting. That tactic was nothing more than an assassination or coup against the VP. I'm not defending the VP only arguing against an unethical, calculated coup against another Director. If BJ and others wanted the VP out as an officer the right and fair way would have been to do exactly as Sec, 6 says..." by vote of the majority of the remaining directors" not when 4 directors are missing and creates an opportunity.
One other comment, if Sec. 7 meant what you and others might think it does then why couldn't clever directors use that tactic to actually remove an appointed director from the BOD? After all, that is what Sec. 7 would imply.
So, isn't it not only fair but logical that the wording from Sec. 6 be used in Sec. 7 situations? If I were the deposed VP I'd use that argument and stay put as VP. After all what could it hurt? We've had nothing but pandemonium any way since this BOD took over.
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These questions/debates/interpretations of the circumstances surrounding the status of the Vice-President's position leads to another question:
Has the Bylaws Committee "published" its proposed changes? If so, where can they be found? The Bylaws Committee is not included on the HPPOA website.
Would it not be responsible of the Committee to present its proposals - along with a contact point so members could request clarifications or make suggestions BEFORE the proposal is mailed to members for immediate decision?
Someone is just waiting to jump in with "Well, if members were so interested they could have joined the Committee". And all those members who do not live on the Island?
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quote:
Originally posted by mermaid53
I won't divulge what OLG is "demanding". It's been over 2 wks since the last board mtg. This was not an executive session item per se. Why don't you also ask the board why this important information hasn't been posted yet?
OLG, there have been a lot of things going on w/certain board members that are grounds for dismissal. The ballots were printed before the board approved it. Hiring a website designer, which we didn't need, w/out board approval. Not disclosing financial information to other board members when requested. Removing a policy off our website w/out board approval...
Orchidlandguy, I asked you where you got your information about the 2 resignations as I didn't see it posted on HPP's website. I never got a reply. You seemed to know before anyone else did.
Spin how you want, I am "demanding"?
Then, YOU are "demanding" I divulge who told me the 2 board members resign.
Ok, here is how I know:
My wife is good friends with one of the board members who resigned. She was told after her resignation was submitted.
This is public information. The 2 board openings are posted on the HPPOA website. Why does it matter how I found out about this? This was not done in executive session and was approved to be public by the board member.
It does matter how you, Mermaid, found out about the VP vote. Why? Because this vote must have been done in executive session and you have knowledge of executive sessions? You are not a board member and should not have this information, let alone be publishing it on punaweb.
I have now answered your question. Please answer mine.
How did you find out what happened with the VP position? Was it BJ leaking this information? Whoever leaked executive session information should be removed.
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I already said I won't divulge the source.. exec session results should be released to the membership if it has nothing to do w/"details" of personnel issues, matters of litigation or matters of attorney/client privilege.
Just as resignations aren't exec session criteria, the removal of an officer isn't. Therefore, should've been posted on our website some time ago. Ask the remaining board members why this hasn't been posted yet.
I don't understand why people are assuming this was the Pres's idea to remove the VP out of her officer chair. There were 4 others involved in this decision, since there were 4 absent. The 2 who were absent were supposed to be at the last board mtg at the time the exec session agenda was made. There must've been a solid and legitimate reason for removing this officer or maybe there were multiple reasons. We won't know unless the information is released. And maybe this person shouldn't be voted back on as VP since there must've been serious enough violations for her removal.
Board members are given enforcement measures in our bylaws to use against a peer who's breaking them. This has happened a couple times in the past but was done in an open forum. This kind of action doesn't meet the exec session criteria, but it can be embarrassing to the board member. So "maybe" this is why it was done in exec session. I reiterate, the removal of an officer should've been posted on our website some time ago. We should know when a board member's committed violations against the association.
Caveat emptor: A board member can be dismissed by a majority board vote over conflict of interest issues since a majority of the board are the ones who determine whether there's a conflict of interest. Read Article V-Bylaws Definitions Sec 14 and Article VIII-Board of Directors Sec 11 (a & b). If the board member didn't divulge the conflict of interest before a vote was taken it's grounds for dismissal. If there was no board vote taken at all, the situation's more serious. The only other ways a board can oust a board member is by 2/3's board vote to pursue a recall process or by legal means.
IMHO, removal and vacancy are 2 diff issues and requires diff action. As we saw recently, we only had a board of 5 for awhile. They were doing business w/votes of 3 or 4 at most when 1-2 were absent.
There have been diff interpretations on what some think our bylaws say about this. But one thing it does say specifically is that no matter how small the remaining # is, a board has to be able to vote to add more members when there are multiple vacancies.. "they shall be filled by a vote of the majority of the remaining directors, even though it may constitute less than a quorum..." Because the bylaws don't stipulate voting with "less than a quorum" anywhere else, most believe that means no voting (business) can be done if you have only 4 members or less at a board meeting. This should encourage a board to fill the vacant seats right away.
Janet: Our bylaws requires that bylaw proposals be presented to the membership first for vote at a membership mtg. If there's a quorum present of 30 at least and 2/3's of the membership votes to pass any of it, it then goes to the entire membership for vote by ballot via the USPS. There will be no initial vote at June's membership mtg as originally planned but there will be a status report from the committee.
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Thank you, Mermaid 53. What I was looking for was what the proposals actually are.
I found them in the notes of the February 22, 2015, General Membership meeting, including a contact point. It would have been helpful if this had been posted prominently on the HPPOA website.
Since the proposed changes will not be sent to the membership for a final decision along with the ballots for the election of Directors this Spring, there is time to study them and interact with the Bylaws Committee. I would like to thank the Committee for this.
I urge all members to examine these proposed changes and present their comments (if any) directly to the Committee.
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I heard over the weekend what the big fight is between Jo and BJ.
Evidently, Jo went to the Associations lawyer (without board approval)and had him draft a letter to the board regarding BJ's incompetence as President.
There was a motion passed when Tom Nickerson was on the board that before any director must first get approval before they expense any outside services.
IMO they both should go.
I spoke to Jamie again and he told me that they would not correct his paycheck (unauthorized deductions) so he kept the tools before he resigned and is lodging a complaint with the Dept. of Labor for the other deduction regarding the deduction for the expired registration for the pick up truck.
They should reimburse him for that clerical error and deduct the fee from Susan Escobar's pay. When she received the renewal IN THE MAIL she should have applied it to the AP and had a check written to the county.
Someone needs to show me where it states in Jamie's job description that he is responsible for the renewal.
Oh, that's right there are NO job descriptions after 10 months.
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