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Conference 7.286::dcu

Title:DCU
Notice:1996 BoD Election results in 1004
Moderator:CPEEDY::BRADLEY
Created:Sat Feb 07 1987
Last Modified:Fri Jun 06 1997
Last Successful Update:Fri Jun 06 1997
Number of topics:1041
Total number of notes:18759

708.0. "You should know how it happened" by ASE003::GRANSEWICZ () Wed Sep 22 1993 01:56

	[Permission to forward and re-post this note is granted.  The
	 original note header and name at the end must be retained.
	 The contents of the note may be shared with any DCU member.
	 Please note that the following are my PERSONAL views and
	 opinions and are based on my experience over the last 16 months
	 of serving on the DCU Board of Directors.  Statements made are
	 NOT to be construed as official DCU Board or management
	 communications.]


			Confessions of a DCU Director
			How Fees Found Their Way Back


							September 22, 1993

	DCU Members,

	   Almost exactly two years ago, the membership of DCU was confronted
	with the imposition of checking account fees.  I stood firmly opposed
	to those fees two years ago and I stand firmly opposed to them today.
	The membership stood united at the November, 1991 Special Meeting
	and stated in unmistakeable terms, NO FEES.  Two years ago, I helped
	organize the petition drive which called the Special Meeting where
	this mandate was given to the DCU Board and management.  I now find
	myself in the incredibly awkward position of watching from the inside
	as these very same fees are once again, unjustifiably imposed upon
	DCU members.

	   To understand where we are and how we could possibly have come full
	circle in two short years, allow me to give you a glimpse from the 
	inside.  To set the foundation, I will turn the clock back to
	Sept, 17, 1991 and quote from an official statement issued by Mark
	Steinkrauss, then Chairman of the Board (SMAUG::DCU, Note 281.54):

		"As president/ceo, Mr. Cockburn announced that
		 he will re-evaluate DCU's current operating plan.
		 Until analysis is concluded, the checking account
		 fees, previously announced for 9/29/91, will not be
		 implemented at this time.  The pricing of this product
		 and others will be re-evaluated.  It is anticipated
		 that some fees, including checking account fees, will
		 be implemented in the future."

	   In November of 1991, over 1300 DCU members gathered at a duly
	called Special Meeting of DCU and voted to rescind all checking
	account fees and call a Special Election for all Board seats.  I was
	elected to the Board, along with 6 other new Directors.  Many thought
	the battle had been won and DCU was on it's way back to realizing its
	potential as a CREDIT UNION.

	   Shortly after taking office, it become obvious to me that DCU
	management had not given up the ghost of checking account fees.
	Charts indicating profitability per household and account began
	appearing in our Board packages even though the Board had not
	requested such analysis.  In a mail message dated July 24, 1992
	to fellow Director Paul Kinzelman I wrote:

		"There are several more pages of analysis whose only
		 purpose could be the support of checking account fees."

	   I immediately sent the following message to all DCU Directors:

	----------------------------------------------------------------------

	From:	GUFFAW::GRANSEWICZ   "DCU -- A credit union once again!"
		24-JUL-1992 13:49:46.61
	To:	@DCU_BOD
	CC:	GRANSEWICZ
	Subj:	Direction, Priorities and Goals


	I believe we, as a Board, need to address the very important issues
	of DCU direction, goals and priorities.  DCU management requires these
	to implement a strategic plan to achieve the designated goals.  The
	current strategic plan was formulated and implemented by DCU management
	with the direction, goals and priorities established by the former
	Board.  They are not OUR direction, goals or priorities.  

	I would like to discuss this further at next Tuesday's board meeting.
	See you there.

	Phil

	----------------------------------------------------------------------

	   My intent was for all DCU Directors to gather and discuss their 
	individual goals and priorities for DCU.  I perceived this to be our
	job.  What resulted was a multi-day DCU Planning Conference that was
	scheduled for November, 1992 where the topic of discussion was DCU
	product pricing and relationship banking.  We were given the direction
	of DCU and asked to approve it.  I did not agree with the business
	model used or the approach being recommended and stated so.  I also
	offered alternative ideas and approaches, all to no avail.
	
	   During our April, 1993 Board meeting, the final recommendations
	were brought to the Board by DCU management.  I, again stood firmly
	opposed to the recommendations of DCU management.  The recommendations
	were passed 5-2, myself and Paul Kinzelman opposed.  An interesting
	side note, even though a majority of the Directors that approved of
	such an approach requested that a particular minimum be lowered from
	$500 to $300, DCU management's recommendation contained the original
	recommendation of $500.  I was shocked to see the Directors' wishes
	ignored but the other Directors did not change it.

	   In addition to the vote on the new fees, another vote was taken
	to withhold the disclosure of the decision until DCU management felt
	they were ready operationally.  Since this decision was taken 2
	days prior to the Annual Meeting of DCU, I felt the DCU membership had
	a right to know what their elected representatives had decided on
	their behalf.  It would have been an opportunity for the Directors
	that voted to approve the fees, to hear directly from the members at
	the meeting.  Unfortunately, it was voted to keep the decision hidden
	from the membership.

	   Based upon the events of the last 14 months, I firmly believe
	the fees that have been re-imposed on the DCU membership are the exact
	same fees from 2 years ago.  DCU President Chuck Cockburn was hired
	by the previous Board and implemented a similar fee structure at his
	previous place of employment, Rockwell Credit Union.  It is clear 
	that he has the same in store for DCU.  But he can only implement
	the fee structure with the approval of a willing DCU Board.  Inspite
	of issuing statements to "hold the line on fees", two directors voted
	FOR the imposition of fee-based banking at DCU.

	   Thank you for taking the time to read all this.  I think it is 
	important for DCU members to understand how this could possibly happen
	again.  Hopefully, this inside view will answer some of your questions.

	Regards,
	Phil Gransewicz
	DCU Director
T.RTitleUserPersonal
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708.1STRATA::JOERILEYLegalize FreedomWed Sep 22 1993 06:0712
    	Reading .0 leads me to believe that two years ago when the
    membership/owners cleaned house trying to rectify a very serious
    problem in leadership they forgot to clean out the basement as well 
    and it's come back to haunt them.  With what looks like an untidy 
    house again maybe we should schedule a complete cleaning as spring 
    rolls around next year.  Phil I want to personally thank you for 
    standing behind your word, I was raised with the belief that a person 
    was no better than their word but it looks as though that philosophy 
    has changed.

    Joe        
708.3NASZKO::MACDONALDWed Sep 29 1993 17:0615
    
    So when shall we aim for convening a special meeting for two purposes:
    
    	1) Demanding the resignation of each board member who voted for
    		fees
    
    		and
    
    	2) Demanding the resignation of Chuck Cockburn.
    
    They have to go if this credit union is ever really going to belong
    to its members.
    
    Steve
    
708.4The longer we wait the more members leave...SSDEVO::RMCLEANWed Sep 29 1993 17:342
ASAP... It's obvious from some of today's notes that members are leaving
while Nero fiddles ;-.]
708.5Was it ever clear what the current signiture requirement is?SCHOOL::KOPACKOWed Sep 29 1993 17:3713
RE: .-1

I'm waiting to talk to Lisa (I also have left a message after being unable to
reach her).  If I hear what I expect, then I'll be ready to begin the
process immediately.

Rescinding (again!) this new round of fees is the first agenda item.  I think
Chuck C. has to go more than any of the current board.

It is hard to believe that the credit union management does not want to
support the membership view of what "relationship" and "cooperative" mean.

Ray
708.6Here is a startSTAR::BUDAI am the NRAWed Sep 29 1993 18:4061
I think it is time to start planning for petitions also.

There are some people already trying to get the ball moving, so I would
expect good things will happen in the future.


What should be on the petition?

Here are my two cents...  The basic rules should be #1 and voted on
first - or enforced in whatever manner possible.  This will make things
fair for EVERYONE - MEMBERS, EMPLOYEES, BOD, AND DCU MANEGMENT.

BASIC RULES:

FIRST: The meeting will be moderated by a person who is not involved in
ANY WAY with DCU.  They should be a certified parliamentarian (not like
the last couple jokers we had) from whatever the name of the group that
does this.

SECOND: The BOD and DCU management will not be allowed to stand up and
speak before the first 3 or 4 member speakers, unless no one wishes to
speak to subject.  This helps stop the problems of the last meetings
staging...

THIRD:  DCU employees will NOT be involved with collecting or counting
votes.  (In talking to some of them, they felt they were in between a
rock and a hard place.)

FOURTH:
	(Yes, these ALL happened at the last meeting)
	o Seating will not be set aside for any group of people -
	  including DCU employees and management. 
	o ANY member will be allowed to ENTER and EXIT at ANY time
	  except when a vote is occurring.  The doors will NOT be
	  locked to exclude members.
	o ALL members will have equal chance to enter and exit the
	  meeting room.  Reservations are not allowed.  First come
	  first serve to stand in line.
	o There will not be ANY holding of positions for someone who
	  leaves the line.  You go to the rest room, tough cookies.
	  (Fair is fair).
	o A person NOT in line MUST enter the line at the end of the
	  line.

 1) Removal of BOD who voted for fees
 2) Removal of President of DCU
 3) Enforcement that DCU will not have fees without lengthy process
    that involves members (3-6 month hearings, etc.).
    Put in place procedures to vote at meeting of membership on any major
    (needs to be defined) changes that management want to do.
 4) BOD CANNOT randomly choose to not publish meeting notes - They
    MUST be published within 1 week after BOD meets again.
 5) Executive session in meeting notes should include context line
    explaining what the subject is.
 6) ALL members shall be notified of vacancies through mail of any
    position that a member may hold.  This allows more members to get
    involved.
 7) Proposed bylaws must be sent to all members (using normal mailing)
    so that everyone knows what is going on.

	- mark
708.7ASABET::JOYCEWed Sep 29 1993 18:477
Re: -1

I think we should list each board member that we want to be 
recalled separately.  Thus, there could be 7 votes on removing
members of the board.  I think we shouldn't put one item to recall 
all the board members.

708.8Chuck ChuckSPECXN::WITHERSBob WithersWed Sep 29 1993 19:094
There should be eight votes, one on each board member and one on the
president.

BobW
708.9STRATA::JOERILEYLegalize FreedomThu Sep 30 1993 03:306
    RE: -1

    I agree with you except that there should also be a vote to rescind
    all the fees that have been enacted making a total of nine.

    Joe
708.10AOSG::GILLETTBut the fish said 'No no...'Thu Sep 30 1993 14:3045
Wait, wait, wait!


Before you start planning all sorts of things that should be on a
Special Meeting petition, be sure you understand the reality of what
can and can't be done by the membership in the special meeting format.

The NCUA has held that the membership can do nothing that reduces or
restricts the powers of either Board members or management.  Therefore,
any action about rescinding fees would be held invalid.  It is my
understanding that the only thing that would have survived the scrutiny
of the NCUA from the last special meeting was the call to remove 
directors - everything else would have been held invalid had DCU appealed
to the NCUA.  Further recall that the only motion that would have 
survived this scrutiny FAILED at the last special meeting.

The only real rights that members have in the credit union when you get
right down to it is the right to choose who they vote for in the elections,
and the rights to call a special meeting to impeach directors.

With that said, several of us have been talking about a dual petition
approach:

	1.  A non-binding petition calling for the immediate recission
            of fees on basic services, and end to relationship banking,
            and a demand that the Board abide by the decisions taken
            regarding fees at the last special meeting.

	2.  A binding petition calling for the impeachment of 5 
            directors who voted in favour of the fees.

We collect signatures on both petitions simultaneously.  The non-binding
petition is presented to the Board, and we let them know that there
are enough signatures on the binding petition that we can "pull the
trigger" if necessary.  We then give them 15 days to think it over and
decide what to do.  If no action is taken within 15 days, then we file
the special meeting petitions and impeach the board.

Stuff on the petitions to limit the process, or to restrict access and
control won't work and will be held invalid.  The cleaner, neater, and
simpler the language, the more likely it to be upheld and the less likely
it is to confuse the membership.

./chris

708.11ASABET::JOYCEThu Sep 30 1993 15:2118
Re: -1

Chris, I understand what you're saying about what would and would
not be acceptable from the NCUA's point of view for a special 
meeting agenda.  However, I for one am not willing to wait for
the next several elections (while we try to elect directors more
to our liking) to see our credit union become a real credit union
and not a bank.  My business will be elsewhere.

My impression from the last meeting was that the motion to remove 
the board did not pass for a couple of reasons.  One was that
some people were uncomfortable voting the directors out en masse.
This is why I suggest that any move to recall directors do so
for each director separately.  Any petition that's circulated 
should (IMO) also name each director separately.  That may mean 
more than one petition.


708.12PATE::MACNEALruck `n' rollThu Sep 30 1993 16:077
�The NCUA has held that the membership can do nothing that reduces or
�restricts the powers of either Board members or management.  Therefore,
�any action about rescinding fees would be held invalid.  
    
    Yet how many times have I read in here that a binding resolution was
    passed at the last special meeting?  Thanks for finally clearing this
    up, Chris.
708.13KAOFS::S_BROOKDENVER A Long WayThu Sep 30 1993 16:365
    What may be a binding resolution passed at a Special Meeting can be
    referred to NCUA if the Board so chose for appeal.  Thus "binding" has
    in essence two separate meanings!
    
    Stuart
708.14How truly pathetic if it takes a special meeting...SCHOOL::KOPACKOThu Sep 30 1993 16:4125
RE: .10

Ok Chris, I'm up for this approach.  Let me know how I can help.  I'd love
to see the board and Chuck C. support the members and simply change their
decision.  I'm (almost) convinced that it won't happen without a bit of
"help".  The mere fact that enough members would be willing to call another
special meeting, regardless of the meeting agenda, should be enough to 
convince the board and management that their decisions regarding
"relationships" should be changed.

My prognostication on how this will be resolved, if ever, is that it will
take the long slow road of replacing enough board members with
"anti-relationship" candidates through the annual elections.

I still can't believe that even thought the credit union will pull in a
net of over $200.00 from me this year that I will have to drastically 
modify my interactions with it in order to avoid fees.  It can't possibly
cost anywhere near that in operational costs. This is simply unacceptable.
If my own credit union doesn't want to make money off me then fine, I'll
give the business to another institution.  I'll certainly keep my $5.00 in
savings though so I can work to change things though.  The insanity of this
just incredible.  I net the CU hundreds but if I keep a low balanced savings
account, I can net the CU a small loss.

Ray
708.15NASZKO::MACDONALDThu Sep 30 1993 17:4814
    
    If you want to give them a chance, fine, but I think it's a
    waste of time.  The vote of nearly two years ago was as clear
    as clear could be and during the intervening time Phil G. has
    been reminding them, nearly daily it seems, of the wishes of
    the membership and it seems *all* to have fallen on deaf ears.
    I expect that if we gave them 15 days or 10 or 5 to think it
    over they'd just use the time to plan their strategy as was
    clearly done the last time.  I say they knew what they were
    doing so throwing them out in short order is appropriate.
    
    fwiw,
    Steve
    
708.16PACKED::COLLIS::JACKSONDCU fees? NO!!!Fri Oct 01 1993 16:5412
Re:  711.8

Al,

    >I'm very disappointed in the apparant actions and attitudes of
    >some of the board members,  but I  think calling a special 
    >meeting is inappropriate.

In your mind, under what circumstances should a special meeting
be called?

Collis
708.17KAOFS::S_BROOKDENVER A Long WayFri Oct 01 1993 17:2615
    If things go as some are planning, I think there will be adequate
    opportunity for the board to take some action without a special
    meeting ... but that doesn't rule one out if the board blows the
    opportunity.
    
    Regrettably, the normal election process does not achieve what is
    required in a timely way ... it could take 5 or 6 years to achieve
    a membership sensitive board, because of the tenure of the board
    positions and their election "due dates".  From the number of people
    who want to vote with their feet, I don't believe that DCU can afford
    to wait that long.
    
    Stuart
    
    
708.18IMHOMUDHWK::LAWLERStress, Silicon and SoftwareMon Oct 04 1993 10:1825
    
    
    > In your mind, under what circumstances should a special meeting be
    >    called?
    
    
      IMHO,  circumstances such as we had 2 years ago,  including 
    allegations of  massive  fraud,  and/or improper oversight  which 
    were of a nature and scale that directly threatened the soundness of 
    the  credit union,   were sufficient cause to call a special meeting.
    
      In general,  I'd say (IMHO)  the test that should be applied is
    "Is the question at hand grave enough to prevent DCU from performing
    its other functions within the framework of the existing bylaws"?
    
      Our government does lots of silly/stupid things,  but I think 
    we as a state/nation are better off by not resorting to revolution
    or constitutional convention every time the legislature does 
    something dumb.
    
      A similar principle should apply to the credit union...
    
    
    						-al
    
708.19CSC32::S_BROOKDENVER A Long WayMon Oct 04 1993 10:337
    If enough people vote with their feet, DCU will shrink dramatically
    with many more $5 placeholder accounts.  This will most certainly
    impact the way DCU can operate, and it will create a grave situation.
    
    Bottom line ... less service ... less competetive rates ... less DCU.
    
    Stuart
708.20fees 2 years ago and fees again todayPACKED::COLLIS::JACKSONDCU fees? NO!!!Mon Oct 04 1993 14:3114
Thanks, Al, for your answer.

I disagree with you philosophically.  In my opinion, special
meetings are quite appropriate when leadership makes drastic
errors in direction.  

Last special meeting, the fraud had very little to do with 
anything (other than to get people interested in what was happening 
at DCU).  The reason for the special meeting was the "choices" being 
offered us - pay fees or pay fees.  As I see it, this is exactly what
this special meeting drive (and I fully expect there will be such
a drive) will be about as well.

Collis
708.21Fees are the problemSTAR::BUDAI am the NRATue Oct 05 1993 09:439
The Choices is Black pamphlet from DCU is what caused the ground swell
of support for the special meeting.  If this had not been sent around,
it would have been less likely that there would have been a special
meeting.

This special meeting would be the same - FEES are primary.  No one wants
them.

	- mark