What information, and why do you need legal assistance? Can you be more to the point here?

There has been a lot of strangeness over the years at that particular nonprofit, and it's good to know where we're to start.

Well, at the present time there is a by-law committee in the process of writing proposed changes for the organization and Professor Carol Heyward is "advising" the crew.  They have come up with a draft that has shifted the power away from the membership and more centralized inside the organization. 

We need to get Professor Heyward's influence out of these issues as she is clearly funder oriented.  What I am most interested in is the special meeting and the Amendments from the floor resulting in a delay in the passing of the by-laws.

It has come to my attention that Old Brooklyn had a similar situation and I am just looking for any assistant that you could possible provide.  Would much rather talk in person or by phone. 

 

I don't remember Carol Heyward having any input concerning the change of the OBCDC ByLaws.  I do know that there was a consulting group that helped with the changes. I also remember that they were not accepted at the general membership meeting. In fact, the changes were voted down and a committee was formed to  go back to the drawing board.

There were  two sticking points I remember. One  was that businesses were somehow going to have three votes to a resident's one vote with one membership.  That did not make it into the bylaws.  The other was renaming the organization. Still called Old Brooklyn Community Development Corporation.

Laura, is right dues are charged BUT no one is denied membership if they cannot pay the dues.  in fact, I know of three people who have wanted to be members who live on fixed incomes who simply pay what they believe they can afford. NO ONE IS DENIED MEMBERSHIP. I have been an intermediary and the executive director is more than happy to oblige.  

I do believe that Carol Heyward may have been the attorney who advised OBCDC during the Deb Zeleny debacle. That had nothing to do wiith by laws.

Sorry I couldn't be more help.  I do not know the consulting group's name.

Thank you very mcuh.  Perhaps I was given some mis information.  I do know that Carol Heyward had something to do in an advisory capacity.  I will have to check this out further. 

Thank you for the reply.  Any and all input helps.

 Gloria--the hardship membership voting rights you mention are not explicitly explained on the OBDC website but are buried in the code.

Do you know if OBDC is STILL our CDC?  Has Brian allotted funds to this organization?  It was my plan to not attend or participate in the election this year--but I do see that we can vote in absentee.  The Real Estate function is new to OBDC--no doubt because the organization will be managing the influx of dumped HUD properties and the interface with the land bank.  http://www.oldbrooklyn.com/AnnualMtg/09Code_Rev.htm

I will be sure to vote in absentia...

Voting will take place at the meeting. If you can not attend and want to vote, please contact the office for an absentee ballot for both the Code of Regulations changes and the election of board members.

Absentee ballots must be received at our office at least two (2) days prior to the meeting which would be Sunday, October 18. You may mail, email, fax or drop off the absentee ballot (office is not open on the weekends). To ensure the integrity of the election process, please complete the name and contact information on the ballot.

2009 Annual Meeting
Tues., Oct. 20, 2009
6:00 - 8:00 p.m.
- information

Jerleen, does TWDC offer this option?  To vote in absentia?? The burden of knowing just who is voting will be put on the resident who bothers to watchdog these institutions.   Also--Gloria...the greater vote for institutional and commercial members is STILL in place at OBDC--see http://www.oldbrooklyn.com/code.htm 

I haved added BOLD for clarification.  *I suppose this is where the "hardship" comes in as residential members can't be denied a vote at a general meeting. 

What does "ultimate authority" mean? To me, that's legalese put in the text meant to placate crabby, fed-up residents like me.  This dog still smells...

Here's the full text from the current code:

ARTICLE III. MEMBERSHIP
The Membership is the ultimate authority in OBCDC. The members of the Board of Directors are the elected representatives of the Members and accountable to the Members. The Executive Director is accountable to the Board.

Section 1. Designation and Classification of Members. OBCDC Membership shall be available to individuals who reside in or have an interest in the Corporation’s Neighborhood, and to organizations that conduct business or provide a service in the Corporation’s Neighborhood. Membership shall consist of five categories. A member must declare his or her membership category at the time of joining or renewing membership. A member shall belong to only one membership category.

(A) Residential Member. A Residential Member is defined as an individual, 18 years of age or older, who resides within the Corporation’s Neighborhood. To become a Residential Member, a resident shall:

1. Complete and submit a membership application.

2. Remit the required annual dues as determined by the Board.

Each Residential Member shall be eligible to vote at Corporation meetings and shall be eligible to serve as a Residential Member of the Board. Payment of annual dues shall enable Residential Members to receive other benefits determined by the Board.

(B) Voting Member. A Voting Member is defined as a individual, 18 years of age or older, who resides within the Corporation’s Neighborhood. To become a Voting Member, a resident shall:

1. Complete and submit a membership application.

2. Attend at least one meeting of the Corporation, of a Board committee, of a community organization, or of a block club.

Each Voting Member shall be eligible to vote at Corporation meetings and shall be eligible to serve as a Voting Member on the Board. Voting Members shall not be required to pay annual dues.

(C) Commercial Member. A Commercial Member is defined as an establishment conducting business or industry, or selling products and services within the Corporation’s Neighborhood. Each Commercial Member shall:

1. Complete and submit a membership application; and

2. Remit the annual dues as determined by the Board.

Each Commercial Member shall be entitled to a maximum of two designated representatives who may vote at Corporation meetings, one of whom is eligible to serve on the Board. Each designated representative shall be identified to the Board and each representative’s address shall be identified as the address of record.

(D) Institutional Member.

1. An Institutional Member is defined as:

a. an organization that provides educational, religious, informational, or health and social services such as schools, churches, community gardens, libraries, or hospitals; or

b. an organization that provides fraternal, trade, or professional services.

2. Each Institutional Member shall:

a. Complete and submit a membership application; and

b. Remit the annual dues as determined by the Board.

Each Institutional Member shall be entitled to a maximum of two designated representatives who may vote at Corporation meetings, one of whom is eligible to serve as an Institutional Member on the Board.

Each designated representative shall be identified to the Board and each representative’s address shall be identified as the address of record.

(E) Associate Member. An Associate Member is defined as an individual residing outside the Corporation’s Neighborhood and interested in its welfare. An Associate Member shall not be eligible to vote or to serve as a member of the Board.

Section 2. Membership Applications. Applications for Membership shall be provided and shall clearly state the Corporation name, amount of dues, and membership period. The mailing address submitted on the application shall constitute the official recorded address of the member unless the member or the U.S. Postal Service notifies the Corporation in writing of a change of address. Members are responsible for notifying the Corporation of a change of address.

Section 3. Membership Dues. Annual dues shall be remitted with the membership application and shall cover 12 months from the date received. The Board shall determine the dues structure for each membership classification.

Section 4. Membership Certificates, Code of Regulations, Renewal.

(A) “Member In Good Standing” means a member who has paid current annual dues or who has met the requirements to be a Voting Member.

(B) A Member In Good Standing shall be provided with a Certificate of Membership stating the Corporation name, the Member’s name, the membership category, and the membership expiration date.

(C) A Member In Good Standing shall also, upon request, receive a copy of the current Code of Regulations.

(D) The Corporation will send a membership renewal request to each member, by regular U.S. Postal Service mail, not less than 30 days in advance of the membership expiration date.

ARTICLE III. MEMBERSHIP
The Membership is the ultimate authority in OBCDC. The members of the Board of Directors are the elected representatives of the Members and accountable to the Members. The Executive Director is accountable to the Board.

Section 1. Designation and Classification of Members. OBCDC Membership shall be available to individuals who reside in or have an interest in the Corporation’s Neighborhood, and to organizations that conduct business or provide a service in the Corporation’s Neighborhood. Membership shall consist of five categories. A member must declare his or her membership category at the time of joining or renewing membership. A member shall belong to only one membership category.

(A) Residential Member. A Residential Member is defined as an individual, 18 years of age or older, who resides within the Corporation’s Neighborhood. To become a Residential Member, a resident shall:

1. Complete and submit a membership application.

2. Remit the required annual dues as determined by the Board.

Each Residential Member shall be eligible to vote at Corporation meetings and shall be eligible to serve as a Residential Member of the Board. Payment of annual dues shall enable Residential Members to receive other benefits determined by the Board.

(B) Voting Member. A Voting Member is defined as a individual, 18 years of age or older, who resides within the Corporation’s Neighborhood. To become a Voting Member, a resident shall:

1. Complete and submit a membership application.

2. Attend at least one meeting of the Corporation, of a Board committee, of a community organization, or of a block club.

Each Voting Member shall be eligible to vote at Corporation meetings and shall be eligible to serve as a Voting Member on the Board. Voting Members shall not be required to pay annual dues.

(C) Commercial Member. A Commercial Member is defined as an establishment conducting business or industry, or selling products and services within the Corporation’s Neighborhood. Each Commercial Member shall:

1. Complete and submit a membership application; and

2. Remit the annual dues as determined by the Board.

Each Commercial Member shall be entitled to a maximum of two designated representatives who may vote at Corporation meetings, one of whom is eligible to serve on the Board. Each designated representative shall be identified to the Board and each representative’s address shall be identified as the address of record.

(D) Institutional Member.

1. An Institutional Member is defined as:

a. an organization that provides educational, religious, informational, or health and social services such as schools, churches, community gardens, libraries, or hospitals; or

b. an organization that provides fraternal, trade, or professional services.

2. Each Institutional Member shall:

a. Complete and submit a membership application; and

b. Remit the annual dues as determined by the Board.

Each Institutional Member shall be entitled to a maximum of two designated representatives who may vote at Corporation meetings, one of whom is eligible to serve as an Institutional Member on the Board.

Each designated representative shall be identified to the Board and each representative’s address shall be identified as the address of record.

(E) Associate Member. An Associate Member is defined as an individual residing outside the Corporation’s Neighborhood and interested in its welfare. An Associate Member shall not be eligible to vote or to serve as a member of the Board.

Section 2. Membership Applications. Applications for Membership shall be provided and shall clearly state the Corporation name, amount of dues, and membership period. The mailing address submitted on the application shall constitute the official recorded address of the member unless the member or the U.S. Postal Service notifies the Corporation in writing of a change of address. Members are responsible for notifying the Corporation of a change of address.

Section 3. Membership Dues. Annual dues shall be remitted with the membership application and shall cover 12 months from the date received. The Board shall determine the dues structure for each membership classification.

Section 4. Membership Certificates, Code of Regulations, Renewal.

(A) “Member In Good Standing” means a member who has paid current annual dues or who has met the requirements to be a Voting Member.

(B) A Member In Good Standing shall be provided with a Certificate of Membership stating the Corporation name, the Member’s name, the membership category, and the membership expiration date.

(C) A Member In Good Standing shall also, upon request, receive a copy of the current Code of Regulations.

(D) The Corporation will send a membership renewal request to each member, by regular U.S. Postal Service mail, not less than 30 days in advance of the membership expiration date.