11b) Motion 2012-A - Governor Allocations

[Rob Clark]

Yes, I have asked Chris to create a post dedicated to the motion. I allocated a 3 day voting window to matters for the outgoing board so this can fall under that. I think the discussion can continue here until then at which time posts can be transferred.

I would like to say I do think it should be changed most definitely. It is the retroactivity of the motion which comes at the detriment of the EOCA that I just don't feel right about. There is no option here that will be agreeable to all and one league will end up on the short end of this stick. In such matters I feel that the status quo is the way to proceed.

[Michael von Keitz]

It seems to me that the no. of governors per league, was announced by the President, by correction, as:

NOCL- 1 governor
GTCL- 8 governors
SWOCL- 6 governors
EOCA- 4 governors

This was confirmed by vote of the exec: 6 yes 1 no reply as of yet.

This was a correction of the alleged incorrect allocation by the President in the May 6 allocation list.

But I see no reason the most recent allocation list is written in stone. It can be changed by the outgoing governors if they wish - they can override the executive decision.

The issue is whether there is a legitimate argument that the most recent allocation is wrong. If it is, then it should be corrected.

As I understand it, OCA failed to amend its Constitution on the allocation of governors re " junior " memberships, when the CFC changed the weighting of the junior memberships re their effect on no. of governors. Clearly OCA was in error in failing to do this. So as far as I am concerned, the most recent allocation is based on an outdated OCA Constitutional formula. It should not stand.

We as incoming governors now have time to amend the OCA Constitution to correct the error in it. And we should do so. The Michael Barron/ Egis Zeromskis motion now on the floor ( it should be if it isn't ) allows us to do this. One could say that this is making a motion retroactively effective, which generally is discouraged. But in this case, the change ought to have been made some time ago, and all we are doing, is bringing the OCA Constitution in line with the CFC formula. So this is one case where retroactivity makes sense.

And we should do this even though it then means the no. of governors needs to be reallocated - I see no problem with this.

The new correct gov. allocation will then be:

NOCL- 1 governor
GTCL- 9 governors
SWOCL- 6 governors
EOCA- 3 governors

And there is no practical problem of attendance. If the motion gets the 2/3 majority necessary for a " constitutional amendment ", then GTCL has already arranged for its 9th governor to be present - Victor Itkin - and he can attend the incoming AGM. The OCA can then formally advise EOCA that it's last elected EOCA is no longer a valid OCA Governor, and that that governor will not take a seat in the incoming AGM.

This seems the correct way to handle this - we cannot just say: " Oh well, the Constitution was wrong, but lets just procede with the illegal sittiing of OCA goverrnors anyway ".

Bob A

A move to overturn governor allocations, as ratified by the executive, is a vote of non-confidence. Rob worked within the limitations of the OCA Constitution and should not be held accountable for not having enforced the rules other than as they were written.

[Egidijus Zeromskis]

After re-reading the OCA constitution ( http://www.chessontario.com/newconstitution.htm ), I will support the motion only for 2013/14 period.

The motion in a Constitutional amendment thus it follows with:
"9.1 Special Resolution – The Constitution and Bylaws of the Corporation may be amended, revised, repealed or added to only by a Special Resolution at an Annual Meeting or a General Meeting for which proper notice has been given."
The Agenda for AGM directs it to INCOMING governors:
B. Matters for the incoming Board
14) Consideration of any Special Resolutions, including proposals to amend the Constitution and Bylaws

[Bob Armstrong]

Hi Egis:

As one of the co-drafters of the revised OCA Constitution, I advise that section B 14) was not meant to be " exclusive " - i.e. that constitutional motions could ONLY be handled by the incoming meeting. It is just one of many matters the incoming board can deal with.

There is nothing prohibiting the outgoing board from dealing with a " constitutional amendment " as well " in an Annual Meeting ".

Bob A

[Egidijus Zeromskis]

Hi Egis:

As one of the co-drafters of the revised OCA Constitution, I advise that section B 14) was not meant to be " exclusive " - i.e. that constitutional motions could ONLY be handled by the incoming meeting. It is just one of many matters the incoming board can deal with.

There is nothing prohibiting the outgoing board from dealing with a " constitutional amendment " as well " in an Annual Meeting ".

Bob A

Bob, thank you for clarifications.
IMHO, there is a merit that Outgoing Governors should not change the Constitution at the AGM.

[Bob Armstrong]

Hi Egis:

The counter-argument is that they are the best to change it, because they just lived with it for the year. Incoming governors often have no experience of it, and will defer such decisions from the incoming AGM to the indefinite future.

Bob

[Kevin Pacey]

Not sure what to make of this discussion so far, but if it's to be established by a later vote that the EOCA is to have only 3 Governors for 2012-13 then at the EOCA 2012 AGM it was determined that I would be first to be dropped as a choice for Governor if we were entitled to less Governors than 4.

If there is to be a vote on whether the EOCA should get 3 or 4 Governors for 2012-13, I would also like to know whether I would have a vote.

[Rob Clark]

After some careful thought as well as reading the posts including the response from the person who seconded the motion, as well as my personal understanding of the OCA constitution, the motion is more suited for the incoming governors. Egis was the member of the exec I was waiting on in terms of the exec vote on the matter. I also think this is a motion that is important and believe it needs to be changed which seems to be the general consensus from members as well. I do not want to see the motion shot down by the outgoing governors which I believe will happen. Again, it is also in our constitution that this should be handled by the incoming governors.

I see the choice as thus: on one hand we accept the constitutional allocation of governors and the GTCL loses a governor that they would possibly have if this motion were passed; on the other we have to go against our constitution as worded to pass a motion which would remove a governor from the EOCA retroactively.

It saddens me that Bob Armstrong isn't on the side I am. I doubt that there is anyone who is more suited to answer the question or anyone who's legal opinion in chess I value more. Without his help this meeting could not have happened. Unfortunately I have to go with my own personal understanding of the situation in combination with the decision of my exec who I have the utmost respect for.

The motion is best suited to the incoming governors and will be voted on by them.

[Bob Armstrong]

Hi Kevin:

I'll take a shot at a non-executive opinion - you may have a personal conflict of interest.

But you are also an outgoing OCA governor. One could say all EOCA and GTCL outgoing OCA governors have a conflict of interest. But I think all governors outgoing should have a vote, including EOCA and GTCL governors.

Bob A

[Bob Armstrong]

Hi Rob:

Thank you for your kind words on my involvement to date. It is the case that on issues, friends can differ, and still be OK.

Therefore, I am satisfied to bring the following ( and it is soley on an issue, not personal , basis ):

I challenge the ruling of the Chair, that the motion be tabled from the outgoing governors AGM to the incoming Governors AGM. I believe it is appropriately before the outgoing AGM. I ask that the ruling be overturned, and that the Chair put the question to the assembly. As I understand it, I do not need a seconder for a motion challenging the procedural ruling of the Chair, and requesting he put the question.

Bob A