Conference 7.286::dcu

    	
    I, and I think many DCU members, will be very displeased should the BoD
    now choose to start playing any type of games to delay this meeting. 
    It is in the best interest of them, us and the credit union to have
    this meeting ASAP.
    
    The BoD saw fit to announce their "informal discussions" in this forum
    with less than 48 hours notice.  They also called *2* of these
    discussions within 21 days.  For them to now say they need longer than
    30 days to get all BoD members for a special meeting stretches what is
    left of their credibility.
    
    Also, if they interpret the Bylaws to mean that calling a meeting means
    announcing a meeting, then there is NO time frame that applies to when
    the meeting has to actually be held.  They could call a meeting in 30
    days and the meeting date could be December 25, 1992.  Does this make
    sense?
    
    I certainly do hope that DCU and the BoD act responsibly in the calling and
    conduct of this special meeting.  I can assure them that NO amount of
    delay will affect the ultimate outcome of the meeting and DCU members
    commitment to maintain interest and attend.  IMO, any delay by the BoD 
    will only work against them simply by the impression it will leave on 
    ALL DCU members.
    
    The ball is now in their court.  And MANY eyes are on them.
    

    
    Re: to call a meeting.
    
    >  A special meeting shall be called by the executive officer
    >  within 30 days of the receipt of a written request of 200
    >  members.
    
    Well the New World Dictionary says the following about 'call'
    in this context:
    
    	4. to convoke judicially or officially [to 'call' a meeting]
    
    If you then consult 'convoke', it says:
    
        ... to call together for a meeting; summon to assemble; convene
    
    Interpretation is a lot of baloney!  If you consult a good dictionary
    (the best one for this case would be the Oxford English Dictionary) it
    gives the history of terms AND very clear and precise meanings for
    words/terms for the various contexts where they may be used.  Whenever
    I hear 'interpretation' I think of the words of the Chesire Cat in
    Alice in Wonderland, "a word means precisely what I want it to mean,
    nothing more and nothing less."  If the new prez and Mark Steinkrauss
    are now going to play that game then they've effectively erased any
    doubt about whether a changing of the guard is needed!
    
    In this context the sense of 'call' is clearly to convene i.e.
    schedule AND hold the meeting.
    
    Steve
    

        Re: .2
        
        You are using arguments based on `English', but the issue over
        the obligations of DCU depend on the `legal' meanings of the
        words.  Does anyone have access to a law dictionary?
        
        					B.J.

    
    Re: .3
    
    I'm not arguing anything.  I think that you are confusing legal terms
    with regular English words.  To "call" a meeting is an expression using
    regular English words and to know what those words mean a court would
    have to consult a dictionary of the English language just like anyone
    else would.  Now perhaps only certain dictionaries are "recognized" by
    the law/court for that purpose, I don't know, but in any case the
    courts don't redefine words to suit the law, but strive to be sure that
    the court knows what the words mean.  
    
    Now, I think what you are driving at is the issue of "words" vs.
    "terms."  In a legal dictionary what you are going to find are 'terms'
    i.e. words which have very specific and limited meanings within a very
    specific discipline of some kind.  In this case, the 'discipline' is
    the law and the things you would find in a legal dictionary would be
    terms like quid pro quo, etc.
    
    Steve
    

    
    Just as important as the meanings of words is the intent of the Bylaw. 
    Calling a special meeting is an event which by its very name implies
    urgency.  Therefore, the urgency of meeting within 30 days IMO.
    
    To infer otherwise invalidates the meaning of a special meeting.  If it
    can be held at the whim of the BoD then there is indeed a problem
    with the Bylaws.
    
    A call to the NCUA concerning the generally accepted interpretation of
    this provision is warranted.
    

    
    
      This is only somewhat relevant,  but in Contract Law,  where
    a writing exists but is in dispute,  the court generally reads
    the document assigning "ordinary meanings"  to ordinary words
    (within the scope of the vocabulary of  the 2 parties)  and 
    technical meanings to  techical terms in order to ascertain 
    the meaning.  
    
      Further ambiguity is construed more strongly against the party
    writing the terms.
    
      I.e.  (IMHO),   regardless of the dictionary definition of "call",
    	it would be a safe assumption that the courts would rule it as
    	"call within 30 days" and hold within a reasonable time.  which
    	is clearly the intent of the bylaw.  (IMHO,  "reasonable"  
    	should include enough time to include a notification in their
    	monthly statement, and to allow preparation by all parties
    	affected.)
    
    However,  My guess is that this is a moot question - the meeting 
    will be called and held in a satisfactory manner.  There really
    is no reason not to when viewed from everybody's perspective.

    Can we at least see what the BoD's decision is before jumping to
    conclusions?

	"Call", as in "Call to order"??

				Tom_K

    
    RE: .7
    
    This is an issue because I had spoken with Chuck Cockburn last week
    concerning petition delivery and the subsequent calling of the special
    meeting.  This was due to the fact that he, and not the Chairman of the
    Board, was accepting deliver of the petitions.  The Bylaws state the
    "Executive Officer" accepts the petition and calls the meeting.  The
    "Excutive Officer" used to be the President but I believe this was
    changed to the Chairman when they "removed" Mangone.  I wanted to do
    everything by the book.
    
    Chuck Cockburn stated that the meeting would be called within 30 days 
    last week.  When we delivered the petitions, a new definition of "call" 
    was being used.  The new DCU President worked for the NCUA for 10 
    years and has experience calling special meetings.  Therefore I took his
    statement to be the interpretation that was being used.
    
    

       I think we should give them the benefit of the doubt and presume
    they'll do the right thing. It'll be a shame if they make this as
    painful as they possibly can.
                                       Denny

    And since they have had 2 "feeling out" meetings already, have a new
    president that wants to take a closer look at the fee structure, and
    have responded via this conference and the monthly newsletter, I'm with
    Denny in giving them the benefit of the doubt.

    I agree that the BoD should have the benefit of the doubt, and not just
    with respect to the meeting time.  The problem here has to do with
    interpretation of the bylaws.  The 30-day limit seems at first to
    emphasize some urgency in responding to petitions from DCU members.
    But, by one interpretation, that currently chosen by the powers that
    be, the response can be delayed for an indeterminate time by selecting
    a meeting time that is far in the future.  If this ever happened, what
    would be the recourse for DCU members aside from withdrawing their
    accounts?  Complaints to the NCUA and personal letters, I suppose.
    
    Steve

    Actions speak louder than words:
    
>    And since they have had 2 "feeling out" meetings already,
    
    Not aware of any changes that resulted from these meetings.  Meetings
    were called shortly after talk of a special meeting was started.  My
    take is that the meetings were called to 'feel out' how many people
    were really T'd off.  Notice their count of people who attended and how
    many were there for both meetings?  I wonder if the 1220 petitions
    given to them (more STILL coming in) yesterday has convinced them there
    are more people than the 10 at an unpublicized meeting that are
    interested in DCU events.
    
    >have a new president that wants to take a closer look at the fee 
    >structure, 
    
    Wish he was involved in the calling and conduct of the meeting, but the
    fact is that he is not at this time.  Unless the Chairman decides to give
    the responsibility to him.
    
    >and have responded via this conference 
    
    Responded?  How?  A thank you for meeting note?  Hmmm, considering all
    the questions that have gone unanswered and have required independent
    and determined unearthing, I have expectations a little higher than you
    I guess.
    
    >and the monthly newsletter,
    
    Has this come out yet?  Have you read it?  I have some gems about
    investments from past mailings.  Also survey results that say DCU
    members rank FREE checking in the top 3 of reasons they join and use
    DCU.  I eagerly await their latest newsletter.  Wonder if they would
    consent to including 1 sheet of facts and figures that most haven't
    seen yet?  
    
    >I'm with Denny in giving them the benefit of the doubt.
    
    And I'm with the both of you.  I don't want this to be a mess. 
    Unfortunately, some of the early indications are not as good as we had
    hoped last week.  Hopefully, the BoD will do the right thing for all
    concerned.  I'm sure they know they have nothing to gain and everything
    to lose by making this difficult for everyone concerned.
    
    Time will tell...  
    

    
    I have called the National Credit Union Administration in Albany, New
    York and asked for an interpretation of the special meeting bylaw. 
    They contacted the General Counsel in Washington, D.C. and they have
    said that the special meeting must be HELD within 30 days of submission
    of the petition.  Petitions were deliver at 4 pm., Sept. 17,1991, therefore
    the meeting must be HELD before 4pm, Oct. 17, 1991.
    
    They also told me if the BoD has any questions concerning this, to have
    them call the Albany office.
    
    Keep your calendars open people!
    

       Great, lets get this over with!
                                   Denny

RE: <<< Note 287.0 >>>

>   Well, PG,  SS, (to Mr.  extractor: we used initials just for you 8*) and

PK; T H A N K   Y O U !! It really does help! CL (a.k.a; "Mr.  extractor")

Given the the petitions landed, and the boat didn't float

Given that there is a long string of replies disapproving of the democratic
	process that I participated in to gather these petitions for
	the special meeting,

Given that I don't intend to run (I tend to be more of a backgrounder) but
	might be willing to work on gathering signatures again,

Might it be appropriate for some of the people who might be interested
	in running for the DCU board to start through the nominating
	process currently available for the regular elections, which might
	give us a running start and some publicity that we are serious.

If this is so, perhaps a note should be started for
	"I have applied, I have been ...., I am running" to disemminate
	information about non current board member candidates.