Conference 7.286::dcu

	Paul,
		Can I suggest that when you state MOTION CARRIED UNANIMOUSLY
  you specify how many members of the BoD that is since it is noted that a
  number of people left during the meeting.  Near the end it looked like
  UNAMIMOUSLY meant 4 members, since 3 had apparently left.

		Danny

	o When the meeting is called into executive session, can it at least
	  be stated what the subject of the discussion was? Perhaps this
	  is not always possible, but it seems to me that often, it would be
	  beneficial for directors to be able to engage in frank discussions
	  without having to account for every word said, but it is likely
	  very rare that you need to keep the subject secret.

	o  I am curious how the recording of the election of the Board
	   officers could have been so mistaken.

	o Supervisory Committee - I hope that when openings next occur on the
	  Supervisory Committee that the Board will consider an appointment
	  which will result in as diverse a Supervisory Committee as is the
	  current Board of Directors.

	o I can understand the current cost of the audit being redacted,
	  but why was the average range redacted?

	o Does 2/3 majority mean 2/3 of the directors, or 2/3 of directors
	  present?

	o Board members other than Mr. McEachin and Mr. Kinzelman need to
	  explain why they didn't vote to return the by-law regarding a
	  special meeting to 200 signatures. I assume that since Mr. McEachin 
	  and Mr. Kinzelman motioned and seconded this, that they were the two 
	  that voted in favor.

	o Why was the IPP revised, and not completely rescinded. More 
	  explanation is needed!

	o Why did no one second Phil's motion to open all branches at lunch?

	o Can someone explain the stuff about CUSOs?

	o One of the two non-standard by-law changes regarded the special
	  meetings, what did the other pertain to?



	Lest you think I'm picking, let me say thanks for the minutes, it
	is a 1,000% improvement over what we are used to seeing. I'm mostly
	curious, about some stuff, also, some of the votes seemed
	surprising to me.

					Tom_K

re: Executive session topic... good point, I'll look into it

re: Board officer election... huh?

re: Supervisory Committee... I'd certainly agree, but that won't happen for
	another 2.5 years. Who knows who will be on the board then.

re: audit range redacted... I'll ask. DCU does the redacting. I'd think the
	range should be in there too.

re: 2/3rds... I believe it's 2/3rds of those present (as long as there's a
	quorum). Robert's rules should address this I'd think.

re: 200... 200 is pretty low and a meeting costs DCU quite a bit. I voted
	for it, but I"m not that upset that I lost. Hopefully shortly we
	will get word back from NCUA about our non-standard number in the
	bylaws. There are more important things we need to concentrate on.

re: IPP... maybe we should just change the name. Visit your local branch and
	look up the current copy. The name may still leave a bad taste in your
	mouth, but as it stands currently, I think it's reasonable.

re: Phil's motion... I probably should have, but Chuck said they were going
	to open some and he said he'd continue to work on ways to make the
	branches with 3 employees be open at lunch. I figured that with
	everything else going on now, I didn't want to pressure him too
	much at the moment. We can always revisit that issue in a couple of
	months if nothing happens on it.

re: by-law changes... I think probably what that means is that there are
	two numbers in the bylaw. One is the number of signatures needed if
	there's a committee of five, the other is the number of signatures
	required if there is no committee. The standard is 2000/5000. We
	changed both numbers so that was two non-standard changes.

    Several points:
    
    	1, I'm extremely disappointed to see that how individual directors
    	   voted is not listed in the minutes. Names should be listed
    	   so that individuals can be held accountable for their votes at
    	   election time.
    
    	2, Who are the directors who didn't vote for term limits? I'd
    	   like to make a mental note not to vote for them when they come
    	   up for reelection? Any directors reading this who'd like to
    	   appraise of of how they voted on issues please post as replies.
    
    In summary a vast improvement over the total non-information that came
    from the previous board but improvement in the detail of what is
    communicated is needed.
    
    Dave
    
    	
        

Re: .4
#1) The April minutes do not have individual votes. This was my fault. I didn't
realize that the person actually doing the recording of the minutes does not
keep individual votes. And of course it was my first board meeting.

The May meeting does have individual votes recorded in the minutes, but the
individual votes were redacted out before publishing as a result of a vote
of the board during the approval of the minutes at the June board meeting.
I fought to publish them, but I lost the vote for the May minutes. All
minutes beginning with the June meeting will have individual votes published.
When the June meeting minutes get published, you will be able to see something
of the discussion concerning that vote and which BoD voted for and against.

#2) I feel very strongly that term limits are an essential part of making
sure the board doesn't degenerate back to the way it was. I was very
disappointed at the vote too. And the individual votes on this
issue were redacted. All I can say due to #1 (above) is that I voted for term
limits.

    Well, now there will have to be some telephone calls to individual
    directors to find out how they voted.  It will be very interesting to
    see if the telephone poll matches the minutes.  If it doesn't, there
    are clearly some problems, even with the new board.

    RE: .2
    
>	o Board members other than Mr. McEachin and Mr. Kinzelman need to
>	  explain why they didn't vote to return the by-law regarding a
>	  special meeting to 200 signatures. I assume that since Mr. McEachin 
>	  and Mr. Kinzelman motioned and seconded this, that they were the two 
>	  that voted in favor.
    
    Your assumption is incorrect Tom.  Anybody can motion and second.  It
    doesn't even have to be the same person that PROPOSED the item. 
    If somebody feels that enough discussion has occurred, they may motion
    or second just to get the vote taken.  Motioning and seconding does NOT
    translate to FOR or AGAINST.
    

>>    or second just to get the vote taken.  Motioning and seconding does NOT
>>    translate to FOR or AGAINST.

    Phil,
    	You are correct on that point.  A person is not bound to vote FOR a
    motion or second they made, but they usually do...

    Jim Morton

    
	[This summary may be forwarded or distributed to any DCU member
	 in its entirety, including signature.]
    
	Personal Report of DCU Director Philip Gransewicz
	DCU Board of Directors Meeting - May 29, 1992


	1. File amended 5500 forms with IRS:
    
	   Vote:	YES

	   Report:	I voted to file the amended forms with the IRS because
			I believe it is in the best interest of all concerned
			to file correct documents with all agencies of the 
			government.  The implications of not filing amended 
			forms was uncertain.  The amended forms did not 
    			contain what was considered to be material corrections.
    			It is my opinion that amended forms would not exist 
    			if the IRS didn't want them submitted.

	2. Mortgage Signature Authority:
    
	   Amended:	Include names as well as titles.
    
	   Vote:	YES
    
	   Report:	I requested that the proposed document be amended to
			include names of individuals along with titles instead
			of simply titles.  During a trip to the Barnstable
			Registry of Deeds I spoke to the clerks who work there.
			They indicated it was preferable to have names and
			associated signatures on file in case they were ever
			needed for verification.  Earlier DCU certificates
			did contain names.  However, the recent filings 
			contained only titles, with no names or signatures.

	3. Bylaw Amendment - Limit Board Terms
    
	   a. Limit term to two, 3 year terms.
    
    	      Vote:	YES

	      Report:	My original proposal called for a maximum of 2, three
			year terms for directors.  I felt 6 years was
			sufficient time to make a significant contribution to
			the credit union.  I felt 9 years was too long to serve
			on the board without taking a 1 year leave.

	   b. Amended:	three, 3 year terms
    
	      Vote:	YES

	      Report:	Since there was no clear concensus, I felt a 9 year 
			limit on terms was better than none.

	4. Bylaw Amendment - Special Meeting
    
	   a. 200 signatures:
    
	      Vote:	YES
    
	      Report:	I originally proposed to change the Bylaw back to 
			the state it was in prior to the midnight changing
			by the previous board.  This was the only alternative
			that we could approve and be effective immediately.
			If a change of signatures was to be made, it was my
			belief that it should be done as a second step since it
			would require NCUA approval and result in several 
			months delay.  Due to the manner in which the Bylaw was
			previous changed, I considered it an insult to the 
			membership to have the current bylaw in place.

	   b. 1000/200 signatures:
    
	      Vote:	YES
    
	      Report:	Having conducted two petition drives recently, I
			consider the signature totals of 1000 and 200 to
			be reasonable for a membership of 87,000.

	5. Supervisory Committee Terms
    
    	   Vote:	YES
    
	   Report:	There was no choice in this matter.  The previous
			appointments to the Supervisory Committee were not
			in accordance with the Bylaws.  All terms must be
			for the same number of years.  The staggering of terms
			is not allowed by the Bylaws.  I believe the members
			on the Supervisory Committee should also serve
			staggered terms.  However, this will require a 
			non-standard bylaw change.

	6. Information Policy
    
	   Amended:	Copies of...
    
	   Vote:	YES

	   Report:	I requested a change to say copies of the items
			would be available to the membership at the branches.
			The revised policy should provide the membership 
			access to information without requiring 'business
			reasons'.  If the policy is implemented too 
			restrictively, then changes can be considered in the 
			future. 


	7. Open Branches at Lunch
	   a. Amend to open all branches, motioned by Phil G., no second.

	      Report:	I believe it is not in the best interests of the
			membership or DCU to close branches for a period
			of time during the day.  A closed branch provides
			absolutely no service to any members.  I believe
			all branches should remain open and if reduced
			staffing occurs during certain periods due to
			DCU employee lunch times, that those times be posted.
			There are no competitors that I am aware of that
			close in the middle of the business day.  In my
			opinion, a closed branch runs contrary to a service
			oriented business.

	   b. Management Proposal
    
	      Vote:	Abstain

	      Report:	I abstained from voting for approval of opening certain
			branches because the majority of branches would
    			remain closed.  I also strongly believe that ALL 
    			branches must remain open to service the
    			membership during normal business hours.

	   
	Regards,
	Phil Gransewicz

    Phil,
    	Thanks for posting your record.  It makes a difference.
    Jim Morton

I have not seen, nor will I apparently be able to see the revised IPP unless
someone posts it in here.  If it indeed has been changed to basically a
re-imburse-us-for-reasonable-copying-costs policy, PLEASE change its name.
The name Information PROTECTION Policy is an insult to the membership.  If
it hasn't been changed to a copying-fee policy, then the BoD still has some
work to do.

Thanks for posting the minutes.  It's a refreshing change from the past.

Phil, I appreciate your posting your voting record.  If someone polls the
BoD for their voting record on the items for which no breakdown is available,
please post the results here, including any refusal and/or no-response.

Bob

    Re .9:  -< Personal Voting Record - Phil Gransewicz - 5/29/92 >-
    
>	3. Bylaw Amendment - Limit Board Terms
>   
>	   a. Limit term to two, 3 year terms.
>   
>   	      Vote:	YES
>
>	      Report:	My original proposal called for a maximum of 2, three
>			year terms for directors.  I felt 6 years was
>			sufficient time to make a significant contribution to
>			the credit union.  I felt 9 years was too long to serve
>			on the board without taking a 1 year leave.
    
    Actually, a better formula is to limit the number of consecutive years
    of service before one must take a year off.  I'd suggest 8 years, which
    would allow a two-year appointment/election to fill an unexpired term
    following a resignation, followed by two full terms.  In the long run,
    1/6 of the BoD should "turn over" each year.

>	   b. Amended:	three, 3 year terms
>   
>	      Vote:	YES
>
>	      Report:	Since there was no clear concensus, I felt a 9 year 
>			limit on terms was better than none.
    
    Agreed.
    
>	7. Open Branches at Lunch
>	   a. Amend to open all branches, motioned by Phil G., no second.
>
>	      Report:	I believe it is not in the best interests of the
>			membership or DCU to close branches for a period
>			of time during the day.  A closed branch provides
>			absolutely no service to any members.  I believe
>			all branches should remain open and if reduced
>			staffing occurs during certain periods due to
>			DCU employee lunch times, that those times be posted.
>			There are no competitors that I am aware of that
>			close in the middle of the business day.  In my
>			opinion, a closed branch runs contrary to a service
>			oriented business.
>
>	   b. Management Proposal
>   
>	      Vote:	Abstain
>
>	      Report:	I abstained from voting for approval of opening certain
>			branches because the majority of branches would
>   			remain closed.  I also strongly believe that ALL 
>   			branches must remain open to service the
>   			membership during normal business hours.
    
    Frankly, I think this is a DCU management issue and that the BoD should
    stay out of it.  You represent the membership and are presumed to have
    regular dialog with Chuck and the other DCU management to provide input
    to their decisions.  The BoD should provide vision and set basic policy
    rather than trying to control the day-to-day operations (including
    setting the hours for branch offices) of the DCU.

    
    RE: .12
    
    Everybody will have their own opinion on term limits.  It is a new
    area with no prior track record.  One proposal is probably just as good as
    another at this point.
    
    You're entitled to your opinion Bill but I think you're dead wrong. 
    Any action which directly affects how a large number of members do
    business with DCU requires, no demands, Board involvement IMO.  The
    policies and priorities we set are meaningless if the place isn't open
    to implement them.  I am ready to reconsider my position on this issue
    if it is proven to me that DCU's competitors are also closing for lunch
    in the afternoons.  We cannot compare only certain parts of DCU to the
    competition and completely ignore this comparison.
    

�    Everybody will have their own opinion on term limits.  It is a new
�    area with no prior track record.  One proposal is probably just as good as
�    another at this point.
    
    Well then, here's mine.  Term limits are a slap in the face to the
    electorate.  You're basically telling them they need more help to make
    the right choice.
    
�    Any action which directly affects how a large number of members do
�    business with DCU requires, no demands, Board involvement IMO. 
    
    But in the case of lunchtime closings, it is apparently only effecting
    a small number of members since it is the smaller branches servicing a
    smaller number of employees that have been closing at lunch.  
    
    The statement closed at lunch is a misnomer as well.  From what I've
    seen, the "lunchtime" closings still offer a window for members to use
    the branch on their lunch hour or at the most, take their lunch a
    little outside the 12-1 window.
    
    I agree with Bill, this is a business/DCU Management issue.

Generally I agree that operational issues (like what hours the 
branch is open) should be left to DCU management.  However, when 
the operational decisions seem to be opposite to the board's 
policy, I can see where there might be some involvement.  In this 
case, I see the board taking the direction that member service is 
an important goal.  Serving members is difficult when you close 
in the middle of the day, during the time when most people would 
be likely to go to the DCU.

About the competition:  one of the banks I deal with recently 
announced branch closings.  Each branch will close on either
Monday, Tuesday or Wednesday at noon.  This was announced via a 
letter (no glossy brochure) sent to all customers.  The day each 
branch would close was spelled out in the letter.  The reason 
for the closing was also identified (low volume of activity, cost 
savings, etc.).  This bank's branches are also open until 6:00 or
7:00 one night a week and they're open on Saturday.  That still
gives them more open hours than the DCU. 

Maryellen

Re: .14 on term limits...

In an ideal world with good communications and an informed electorate, I'd
agree with you, but that's not the real world. The BoDs control the
information flow. If they don't want to tell you about something, like,
say, the fact that net income dropped 90% from 1989 to 1990 and would
prefer to call it "improved performance", how is the average member going
to find this out? Did *you* know about this before Phil found it?
Granted, term limits won't guarantee this won't happen, but it can foster
new people taking new looks at things and not trusting so much.

I feel that term limits are an absolutely essential part
of instituting changes to require a certain amount of turnover. Granted, good
people might get turned out, but then I don't think we have a shortage of
good people capable of running the credit union.

    
	[This summary may be forwarded or distributed to any DCU member
	 in its entirety, including signature.]
    
	Personal Report of DCU Director Paul Kinzelman
	DCU Board of Directors Meeting - May 29, 1992

	[Rather than repeat my reasons for voting which in most cases
	coincides with Phil's, I'll just commment when our thougts differ]

	1. File amended 5500 forms with IRS: YES
	2. Mortgage Signature Authority: YES
	3. Bylaw Amendment - Limit Board Terms... 2-YES 3-YES
	4. Bylaw Amendment - Special Meeting: YES
	5. Supervisory Committee Terms: YES
	6. Information Policy: YES
	7. Open Branches at Lunch: As mentioned before, I figured we should
		give Chuck some time to fix this issue on his own.

    
    RE: .14

>    Well then, here's mine.  Term limits are a slap in the face to the
>    electorate.  You're basically telling them they need more help to make
>    the right choice.
    
    Term limits is a bit of a minomer.  The proposal was to insert a year
    year sabbatical along the way.  A person could run for the Board again
    after taking a one year leave.  Of course there are some like you that
    dislike them.  That's OK too.  I guess I just have more faith in the
    quality of the candidates that the membership can supply.  I don't buy
    into the 'stability of the board' arguement.  In this day and age,
    organizations that don't institutionize change and adaptation will not
    survive long.  Just my opinion though.  I'm 100% sure your mileage will
    vary.
    
>    But in the case of lunchtime closings, it is apparently only effecting
>    a small number of members since it is the smaller branches servicing a
>    smaller number of employees that have been closing at lunch.  
    
    Got any facts and figures to back this assertion up?  Just recently
    many of the larger branches have been re-opened due to this proposal. 
    And I contend that every member should be given the same level of
    service if they have a branch at their site.  
    
>    The statement closed at lunch is a misnomer as well.  From what I've
>    seen, the "lunchtime" closings still offer a window for members to use
>    the branch on their lunch hour or at the most, take their lunch a
>    little outside the 12-1 window.
    
    Again, name one DCU competitor that does this.  I just don't buy the 
    notion that no service is better service.
    
>    I agree with Bill, this is a business/DCU Management issue.
    
    Not surprisingly I disagree.  I see it as establishing priorities. 
    Servicing the membership is the #1 priority.  Closing branches
    provides no service.  The two are incompatible.
    
    Hmmm...  Maybe we should have gone in the other direction.  Closed ALL
    branches at lunch.  Then all members could experience the joy of
    needing service and not being able to get it.  I'm sure this would have
    gone a long way towards reducing the it's-just-the-small-branches types
    of comments.
    
    Oh well, can't please everybody and never expected to.  For those who
    don't like the branches being open during lunch, please refrain from 
    using them.   Thank you for your cooperation.  8-)8-)8-)

�This bank's branches are also open until 6:00 or
�7:00 one night a week and they're open on Saturday.  That still
�gives them more open hours than the DCU. 
    
    Yes, but how many banks have branches just down the hall from your
    office?
    
    Besides, we want DCU to be a Credit Union, not a bank, ;^}

    
    
>    Besides, we want DCU to be a Credit Union, not a bank, ;^}
    
    YES!  By golly I knew we'd agree on something sooner or later!!!  8-)

�    Got any facts and figures to back this assertion up?  
    
    No, just some experience.  The HLO and SHR branches are open during
    lunch.  I think the MLO branch is as well.  The NRO branch where
    employee headcount is down about 80% from when the branch was opened is
    closed for an hour during the day.
    
�    Again, name one DCU competitor that does this.  I just don't buy the 
�    notion that no service is better service.
    
    Not many banks use bankers hours anymore.  Then again, as I said
    before, not many banks (or other CU's for that matter) have branches in
    your building.  
    
    "No service" is a bit overdramatic, don't you think?  I mean a closing
    from 12:30 to 1:30 when most folks take their lunch break from 11:30 to
    12:30 isn't no service.  I suppose branches should be open from 5 to 7
    as well?
    
�I'm sure this would have
�    gone a long way towards reducing the it's-just-the-small-branches types
�    of comments.
    
    Sorry, but I've been at a site with a small branch with reduced hours. 
    Not a big deal.  I've also been at a site with no branch.
    
    Now I'm at a large site with a large branch, yet I had to drive all the
    way to Maynard for my mortgage dealings or wait for a mortgage officer
    to make the rounds.  Does that mean we should have mortgage officers at
    all branches?

>             <<< Note 589.19 by MAPVAX::MACNEAL "ruck `n' roll" 
>
>
>�This bank's branches are also open until 6:00 or
>�7:00 one night a week and they're open on Saturday.  That still
>�gives them more open hours than the DCU. 
>    
>    Yes, but how many banks have branches just down the hall from your
>    office?

Doesn't matter how close it is if it's not open when I can go to 
it.


>    Besides, we want DCU to be a Credit Union, not a bank, ;^}

Right.  A credit union to me implies something better than a 
bank.  I'm not convinced DCU is there.  And closing during lunch
doesn't help.  And telling me you're doing it to serve me better 
sure doesn't cut it.  Especially since the bank I deal with 
didn't insult me by trying to pull that.  They were a lot more 
open and up front about what they were doing and why.  Kind of 
like what I expect a credit union to do.

And, before the flames start, I know things are changing at 
DCU.  This particular issue is one of my particular hot buttons
though. 

    Re .13:                                            
    
>   Everybody will have their own opinion on term limits.  It is a new
>   area with no prior track record.  One proposal is probably just as good as
>   another at this point.
    
    I'll grant you're new at this.  What I'm suggesting is that you spend
    the time to make any future changes to the Bylaws (especially) better-
    designed for whatever circumstances might arise in the long run.  I'm
    subject to a limit of "two consecutive three-year terms, except ..."
    that I wish had been worded differently due to its ambiguity.
    
>   Any action which directly affects how a large number of members do
>   business with DCU requires, no demands, Board involvement IMO.  The
>   policies and priorities we set are meaningless if the place isn't open
>   to implement them.  I am ready to reconsider my position on this issue
>   if it is proven to me that DCU's competitors are also closing for lunch
>   in the afternoons.  We cannot compare only certain parts of DCU to the
>   competition and completely ignore this comparison.
    
    My point isn't about branch opening hours, it's about the proper role
    of the BoD vis-a-vis Chuck and DCU management.  While I would support a
    "sense-of-the-Board" resolution to make it clear that offices SHOULD
    remain open during lunchtimes, DIRECTING management to keep them open
    (at all cost) isn't the right thing to do.
    
    The point is that Chuck was hired to manage the DCU.  Please let him do
    the job he was hired to do.  If you like what he's doing, let him know. 
    If you DON'T like what he's doing, let him know that also.  If you
    REALLY don't like what he's doing, find someone else and be prepared to
    justify the change to the membership.
    
    Regarding branch hours, we all want our relationship with DCU to be as
    convenient as possible.  Many (most?) Digital employees (and the vast
    majority of their dependents) have NO easy access to either branches
    or full-service ATMs.  To me, that's a FAR bigger barrier than working
    around lunchtime branch closings, which are more of an "annoyance".
    
    As the BoD looks at quality of service, it needs to address the whole
    picture instead of getting hung up on only one point.  Everything has a
    cost, and it's appropriate for the BoD to ask management to assemble a
    program to improve service with the costs/tradeoffs shown.
    
    Please don't view this as a lack of support for what you're trying to
    do.  I'm just trying to provide some "coaching" so the BoD can work
    more effectively on behalf of all of us.  If it gets bogged down with
    operational details, it won't be in any position to provide leadership.

    
    RE:  .23
    
>    I'll grant you're new at this.  
    
    Please Bill.  I mean't the subject of term limitations is new.
    
    >What I'm suggesting is that you spend
>    the time to make any future changes to the Bylaws (especially) better-
>    designed for whatever circumstances might arise in the long run.  I'm
>    subject to a limit of "two consecutive three-year terms, except ..."
>    that I wish had been worded differently due to its ambiguity.
    
    I don't consider them ambiguous.  Nor did the team of DCU members who
    worked together to draw it up. 
    
>    My point isn't about branch opening hours, it's about the proper role
>    of the BoD vis-a-vis Chuck and DCU management.  While I would support a
>    "sense-of-the-Board" resolution to make it clear that offices SHOULD
>    remain open during lunchtimes, DIRECTING management to keep them open
>    (at all cost) isn't the right thing to do.
>    
>    The point is that Chuck was hired to manage the DCU.  Please let him do
>    the job he was hired to do.  If you like what he's doing, let him know. 
>    If you DON'T like what he's doing, let him know that also.  If you
>    REALLY don't like what he's doing, find someone else and be prepared to
>    justify the change to the membership.
    
    I agree.  And as I stated, it is my opinion that operational
    implementation should not conflict with strategic goals.  They must be
    in harmony and thus I proposed that the branches be opened.
    
>    Regarding branch hours, we all want our relationship with DCU to be as
>    convenient as possible.  Many (most?) Digital employees (and the vast
>    majority of their dependents) have NO easy access to either branches
>    or full-service ATMs.  To me, that's a FAR bigger barrier than working
>    around lunchtime branch closings, which are more of an "annoyance".
    
    I believe you are wrong here Bill.  I guess it depends what you call
    'easy access'.  DCU has opened branches in the areas where the most
    DCU members live and/or work.
    
>    As the BoD looks at quality of service, it needs to address the whole
>    picture instead of getting hung up on only one point.  Everything has a
>    cost, and it's appropriate for the BoD to ask management to assemble a
>    program to improve service with the costs/tradeoffs shown.
    
    Who's getting hung up on one point?  I'm not.  But I do consider this
    an important point.  A closed business (or credit union) makes no money, 
    serves no customers (or members).  A business (or credit union) that 
    operates under the 'do business when it is convenient for us, not you' 
    scenario will decline because the competition is very eager to service
    customers at their (the customer's) convenience.  And many ARE staying
    open longer to service their customers (and take competitors
    customers).  IMO, DCU must adjust to the new competitiveness it is
    faced with.  
    
>    Please don't view this as a lack of support for what you're trying to
>    do.  I'm just trying to provide some "coaching" so the BoD can work
>    more effectively on behalf of all of us.  If it gets bogged down with
>    operational details, it won't be in any position to provide leadership.
    
    Thanks but I believe I have a good grasp for operational details vs.
    leadership.  I believe this 'operational detail' contradicts strategic
    goals and therefore should be removed.  To allow it to continue,
    unaddressed would interfere with the strategic goals, and thus success.
    
    Oh well, I'm sure we'll never agree so got any other topics to discuss?
    

>	re: Board officer election... huh?

	Seems to me that there were several corrections in the minutes
	for the votes for BoD officers. I'm curious about this, since
	that would seem to me to be a pretty easy thing to get right...

>    Your assumption is incorrect Tom.  Anybody can motion and second.  It
>    doesn't even have to be the same person that PROPOSED the item. 
>    If somebody feels that enough discussion has occurred, they may motion
>    or second just to get the vote taken.  Motioning and seconding does NOT
>    translate to FOR or AGAINST.

	Good point, Phil, Thanks. I now recall that at the special 
	meeting, the approach of moving the question was used to 
	prevent any real discussion from taking place...


	And thanks, Phil and Paul, for your reports of your votes, and 
	reasons for voting that way. You won't always get agreement, 
	but it's good to hear the reasons... I look forward to similar
	reports from other BoD members...

					Tom_K

Re: board officer election...

Oh, I see. We were still getting the logistics of the minute-taking straight.
The person recording the minutes is busily scribbling away and it's tough
often to record votes when they happen fast. A recording device would help,
but that won't record the vote, the counting must still be done manually.
I think we've got a better system going now.

    
    RE: .25
    
    Tom, I believe there was only 1 correction dealing with the election of
    officers.  There were a few others that dealt with other votes.  I
    believe the election mistake was due to the misinterpretation of a
    statement made during the meeting about abstaining from voting.  No big
    deal really.  This was happening fairly quickly and it is a miracle
    that there was only 1 mistake made.  I know I couldn't write it all
    down.  The other problem was that abstentions weren't always clearly
    enunciated.  That is now being done.  The takeoff may have been a bit
    bumpy but we are now flying... ;-)
    

	No sweat, the explanation sounds reasonable, and it was mostly
	due to curiosity that I asked...

					Tom_K

>    Burlington Branch

>    Due to downsizing, DCU's Burlington, VT, Branch may have to be moved

>    to another Burlington facility.  Discussions are in the preliminary

>    stage.

    
    Pardon my paranoia, in these times one tends to be that way, but why
    would a DCU branch have to be moved from a location that is downsizing
    (thus more room to work with) unless *all* DEC work at this location was
    also going to move?
    
    Don

Donno, I'll ask.

    
    RE: .29
    
    It may be that buildings will be consolidated and the concentration of
    DCU members has shifted.  Just my guess.  This is operational and I try
    to stay out of that.
    

    re 2.2:
    
    These minutes are clearly written and easy to read.  Many thanks to the
    secretary!
    
    But...
    
    The 5/29 minutes state that the erroneous appointments to the
    Supervisory Committee were made "last month".  Yet I can't find anything
    about appointments to the committee in the April minutes.
    
    Have I just missed it, or was it done in executive session, or what?
    
    	Bob

    
    RE: .32
    
    The April Board meeting was held a few days before the annual meeting
    and thus involved the previous Board.  The meeting which the new Board
    held in April (a few days after the annual meeting) was for the
    election of officers and establishment of a meeting schedule.  Our
    first real, full business meeting was May.
    
    But I think you raise a valid point.  The minutes should contain
    specific date references for greater clarity.
    

    re .31
    
    Well, if we're consolidating, we're consolidating from *one* building
    into *ZERO*!  8-O
    
    Although, there is a sales/field service location down the street that
    could probably hold a *couple* more people, not the 415 people that are
    currently employed here.
    
    Don

�I mean't the subject of term limitations is new.
    
    It may be new to the DCU, but it is not new.  The President of the
    United States is subject to a term limitation.  There have been many
    debates raging lately about term limitations for other members of state
    and federal goverment.  Most of them seem to be politically motivated,
    and not neccessarily in the best interests of the constituency.

    
>    and federal goverment.  Most of them seem to be politically motivated,
>    and not neccessarily in the best interests of the constituency.
    
    Completely subjective opinion dependent on what one believes the intent
    is.  Everybodys mileage will vary depending on perceptions of motive.
    
    The proposal was a limitation of the number of consecutive years
    one could serve on the board, NOT a limit on the total number of years
    one could serve.  There is a BIG difference.
    

Re: .29...

The report was not entirely accurate. According to Chuck, the following
is true...

The downsizing referenced was the downsizing that has already taken place,
but it really has nothing to do with the DCU branch location. There was
discussion of moving the DCU branch to another location within the same
building (in a better location), but that's been put on hold until DEC
decides what is going on.

    re .37
    
    Paul, thanks for looking into this!  It makes more sense now!!!
    May I have permission to post your note (.37) in a local notesfile?
    
    Don

I don't see any reason why it shouldn't be posted in another internal
notes file.

Re: .12, on term limitations

It is simplest to provide for a limitation based on number of 
terms.  If the limitation was for eight years, then a director 
who had been elected three times to three-year terms would have
to resign one year before their last term had run its course. 

Assuming that the bylaws use "Robert's Rules of Order" as the
parliamentary authority, the assumption is that serving more than
one-half of a term is considered serving a full term for the
purposes of term-based limitations. 

re: .14

I personally approve of term limitations for directors of 
member-owned institutions, since power in a small board can 
become overly concentrated in those who have served the longest. 
For elective offices, where decisions are much more public, I
believe that the best term limitation is the ability to "throw da
bum out". 

Wes

    To follow up on a previous note, if you ever see an entry in the board
    minutes similar to the following, you may be the next site to close!
    I remember the discussion I started about BTO, and I also remember the
    notes that are here about SPO closing its DCU branch.
    
    Don
    
>    Burlington Branch

>    Due to downsizing, DCU's Burlington, VT, Branch may have to be moved

>    to another Burlington facility.  Discussions are in the preliminary

>    stage.