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Thread: 11.1 Presidential Campaign Thread

  1. #61
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    Quote Originally Posted by Stephen Wright View Post
    I don't think I'm the only one who finds all this bewildering. Hints of impropriety or fighting against impropriety, talk of ethics commissions and lawyers, all of this just as voting begins. How are we supposed to make an informed choice given the lack of specific information?
    Absolutely agree. The voting members should know the details of what happened.

  2. #62
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    Quote Originally Posted by Stephen Wright View Post
    I don't think I'm the only one who finds all this bewildering. Hints of impropriety or fighting against impropriety, talk of ethics commissions and lawyers, all of this just as voting begins. How are we supposed to make an informed choice given the lack of specific information?
    Quote Originally Posted by Nikolay Noritsyn View Post
    Absolutely agree. The voting members should know the details of what happened.
    Voting will end in a few days. Bits and pieces of information is worst than no information. Could someone do the VMs a favor and give us a clear and precise description of what is/was going on? ASAP, thank you.

  3. #63
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    Quote Originally Posted by Michael Lo View Post
    Voting will end in a few days. Bits and pieces of information is worst than no information. Could someone do the VMs a favor and give us a clear and precise description of what is/was going on? ASAP, thank you.
    With all respect, the Execs decided to keep those matters to themselves. However, as I read this thread the President opened the Pandora's box, I'll let him to close it too.
    .*-1

  4. #64
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    Quote Originally Posted by Egidijus Zeromskis View Post
    With all respect, the Execs decided to keep those matters to themselves.
    I think we need transparency. If I don't know what is going on (and I don't here) I can only, as a judge would charge a jury, disregard all of the previous comments relating to this matter. Hopefully we will all be allowed to make an informed decision based on facts rather than innuendo. For the record, I know neither the incumbent nor the challenger and am, at the moment, unbiased.

  5. #65
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    According to the modern interpretation, Voting Members have a very limited power. Almost 100% power going to executive. The only moment VM should get some impact - is now, during election. And still - no power, no information... nothing.

    Power - if you can get informed decision. Otherwise - just a random guess.

  6. #66

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    Quote Originally Posted by Vladimir Drkulec View Post
    Actually it looks like unbeknownst to me we actually have provisions for a Ethics committee. Since I promised to follow the handbook as much as possible during my tenure as president we can invoke this 15 year old motion from our colleague Mark Dutton.

    Problem solved. We have an ethics committee or we will in a month or so as we need to give at least three weeks notice for a special election. Michael Barron, Ilia Bluvshtein, Paul Leblanc or Brian Fiedler might be good candidates. Perhaps we might expand the committee to have more members. I would probably look at Fred McKim or Mark Dutton from the Executive.

    I would hope that the members of the committee would take into account libel/defamation laws and liability when it comes to publication.
    I do not recall how many time you told us that :All previous Governors motions and even the previous Handbook are no longer official after the move to the NFP Act.[/I] .

    Something is a valid CFC Article of Incorporation or bylaw if it has been registered here https://www.ic.gc.ca/app/scr/cc/ext/...?corpId=159794 . Any change to bylaws must be presented for approval at the next AGM and nothing has been presented. So I conclude that we do not have an Ethics Committee but that the directors can create it by a simple motion and that it would exist until the next AGM or until a VM vote at a quarterly meeting where it could be confirmed or defeated.

    We could also increase the number of directors up to 10 with a simple VM motion.

  7. #67
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    Quote Originally Posted by David Ludwig View Post
    I think we need transparency. If I don't know what is going on (and I don't here) I can only, as a judge would charge a jury, disregard all of the previous comments relating to this matter. Hopefully we will all be allowed to make an informed decision based on facts rather than innuendo. For the record, I know neither the incumbent nor the challenger and am, at the moment, unbiased.
    Certainly the Voting Members should have transparency in those cases where any action is taken. In this case no action was taken. While the majority of the Executive voted for an action, President Vlad Drkulec declined to move forward after seeking legal advice from Les Bunning, our long time lawyer. As one of the original movers, I subsequently conferred with Les and then agreed that it was not in the best interests of the CFC to move forward. There is nothing else to be said at this point.

    Sometimes the Executive can be too close to the situation and if we had an Ethics Committee in place this would have been the perfect use for it, and perhaps the first case in 15 years. Having said that, I think we can put this (staffing such a committee) on the agenda for the next Quarterly meeting.

  8. #68
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    Quote Originally Posted by Pierre Dénommée View Post
    I do not recall how many time you told us that :All previous Governors motions and even the previous Handbook are no longer official after the move to the NFP Act.[/I] .

    Something is a valid CFC Article of Incorporation or bylaw if it has been registered here https://www.ic.gc.ca/app/scr/cc/ext/...?corpId=159794 . Any change to bylaws must be presented for approval at the next AGM and nothing has been presented. So I conclude that we do not have an Ethics Committee but that the directors can create it by a simple motion and that it would exist until the next AGM or until a VM vote at a quarterly meeting where it could be confirmed or defeated.

    We could also increase the number of directors up to 10 with a simple VM motion.
    All previous motions are still in force to the extent possible by the promise we made in 2014. A new president would not be bound by those promises. I am bound by them. I keep asking for help with the handbook to codify them and then we can move ahead without worrying about what a new president might do.

  9. #69
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    Quote Originally Posted by Egidijus Zeromskis View Post
    With all respect, the Execs decided to keep those matters to themselves. However, as I read this thread the President opened the Pandora's box, I'll let him to close it too.
    I did not open Pandora's box. Hal Bond did by trying to offer a laundered version of the facts that tried to paint me in the worst possible light after nominations for FIDE rep were closed. Fred's version of events is what actually happened.

    I am not afraid of going to court but I am not going to try to go to court on the CFC's dime when it is so unnecessary.

  10. #70

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    Quote Originally Posted by Victor Plotkin View Post
    According to the modern interpretation, Voting Members have a very limited power. Almost 100% power going to executive. The only moment VM should get some impact - is now, during election. And still - no power, no information... nothing.

    Power - if you can get informed decision. Otherwise - just a random guess.
    You are quite right. When Governors became Voting Member, not everyone understood that this was a serious demotion.

    One of the core purpose of the NFP Act and of the Quebec NFP Act, is to ensure that VM will never be sued. This implies that VM shall have no real power. In Quebec, VM can be sue only if they are de facto administrator, which means that although not elected, they are present at Executive meetings and vote as if they were a regular member of the Executive. All the cases that I am aware of involving de facto directors were CRA related, CRA going after the de facto director when the de jure directors are insolvent.

    5% of the VM could call a VM meeting at anytime, they must supply the agenda. But the VM can only legally vote on subjects that are under the jurisdiction of the VM. Those include proposing changes to bylaws or to the Article of Incorporation. In the latter cases, some changes are considered fundamental changes under the Law and require a 2/3 majority to pass. Some changes are so fundamental that even non-voting members would be allowed to vote on them.

    VM can also control the discipline of the members, not to be confused with the discipline of Chess Players.

    Power to discipline a member

    Article 158 The articles or by-laws may provide that the directors, the members (note: all VM together) or any committee of directors (note:committee made solely of directors) or members (note:committee made solely of members) of a corporation have power to discipline a member or to terminate their membership. If the articles or by-laws provide for such a power, they shall set out the circumstances and the manner in which that power may be exercised.

    VM must be aware that every time they acquire a real power, they also acquire the corresponding responsibility. Any VM who vote on a member's sanction could be held responsible in court.

    Whatever way by which a VM acquires true power, at the same time, he acquires true accountability and true responsibility for his decisions.

    If the Executive is weak enough to let the VM administer the CFC, then all VM who voted on Executive motions become de facto directors with all the disadvantages of such designation, including the possibility of being sued personally.

    The NFP Act allows Committees of members and recognize that they could have authority.
    Last edited by Pierre Dénommée; 08-20-2020 at 07:57 PM.

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