My conspicuous silence on USAT

Triathlon Forum
1

a variety of people have asked me why i haven’t had anything to say since the board rejected the complainants’ protest on the elections. the reason is, my heathy sense of paranoia has served me well in business and in life, and i didn’t want to say anything about my response to all this until it was too late for anyone to do anything about it.

up to this point there have been three players in this drama: the current board members (a faction of which is known as the “dark side” by their detractors). then there are the (so-termed) “evil people,” aka the complainants who’ve sued the current members. and the USOC, who’s stepped in to “help.”

now there’s a fourth player, and depending on how you look at it, it’s you. lew kidder and i rewrote USAT’s bylaws, or rather about a third of them, and got something well over 100 annual members to sign a petition requiring USAT to subject these new bylaws to a vote of the entire 48,000-person membership. this is a right of the members according to article VI, section 7 of the bylaws.

i fully expect someone, or some organization, to attempt to keep the members for exercising that right. and i’m prepared to go to court if need be, on behalf of the annual members, in order to keep the rights of the members protected.

the reason i kept this under wraps is because the board could, at any time, have voted out of existence the right of the members to vote on an issue directly, simply by changing the bylaws and wiping out the right of the members to hold elections on anything other than board members (some board members were also planning to rewrite the bylaws giving each of them 4 year terms instead of 2 year terms).

among other things, the bylaws proposed by lew and i make it impossible for anyone but the members to change the bylaws. the board can put a bylaw change on the ballot, but it can’t change the bylaws without you all voting on it (if our petition is successful).

it also cleans up the elections, changes voting districts, changes terms of office (everybody gets 1 year, and the term will run from july to july), and requires all financial statements, board meeting minutes, etc., to be published on USAT’s website immediately upon adoption.

there is a news story about this, accessed via the slowtwitch home page, that describes it all, and a link to the entire set of rewritten bylaw articles.

i’m on my way to colo springs tomorrow, and i shall hopefully find out from USOC’s attorneys that they will not attempt to step in and keep this right of initiative from being exercised. i hope that’s the case, and i’ll find out tomorrow. if we do have a ballot arriving on these new bylaws, it’ll go out in 2 to 3 weeks, as there is a triathlon times magazine scheduled to be mailed at that time. therefore, time is of the essence, and i’ll be reporting here on the progress.

2

Thanks for all your hard work on this Dan.

3

Good work, Dan.

I just knew there was a reason you came down off the mountain to show up at the tri club meeting last week…carrying a clipboard and acting furtive. :wink:

4

… if we do have a ballot arriving on these new bylaws, it’ll go out in 2 to 3 weeks, as there is a triathlon times magazine scheduled to be mailed at that time. therefore, time is of the essence …

Give 'em hell, Lew and Dan!!!

Don’t forget to offer to drive it to the printers (& the post office) for them – you know how those deadlines can cause things to slip…

-Mike Llerandi

5

Very good job, Dan. You sure know how to get involved effectively. I am impressed. Good luck on all of this.

6

Keep it up Lew and Dan! Thanks!

MikeL: Bruce Mace says ‘hi’.

7

Does’nt the USOC have a set of standards that the bylaws must follow since tri is now an olympic sport? I believe USA Swimming has to follow something as put forth by the USOC. But I’m not sure how far reaching that is.

8

“USOC have a set of standards that the bylaws must follow since tri is now an olympic sport?”

USAT changed its bylaws in the early 90s to conform to the USOC’s requirements.

9

Charley, you dog! Shoot me an email & we’ll catch up…

10

Dan - I think you’ve pushed hard for the better of triathlon and USAT. And I think your postions have largely been well reasoned. That being said, I believe the by-laws revision looks like the Omnibus Budget bill – way too broad in scope and mixes a number of policy issues in a sweeping Act. I expect that from Republicans not from you. I agree with most everything such as new terms, the voting structure and process etc. However, I object to the realignment of the regions contained within and the manner its slipped in. Number of board members and regional representation is an entirely different matter than election process. Its been my experience that USAT has been way too California, Florida and Colorado centric. I think that issue for by-laws revision should be proposed as a separate ballot. It sort of like challenging the electoral college system and then deciding to throw in – lets get rid of the Senate while we are at it. The inclusion of it makes it difficult for me to support the entire ballot proposal. Its kind of a deal breaker and very frustrating.

11

“Its been my experience that USAT has been way too California, Florida and Colorado centric”

that’s the reason for the realignment (and i’m a californian). right now, california controls 4 of the 8 non-elite board seats. why? because jim girand’s election machine elects himself, then tim becker (from washington state), then the 2 at-large seats. a few california races and a few california clubs can control the board, and currently do. that’s why we’re in the mess we’re in.

getting rid of at-large seats and making 8 equal regions means if tim becker (for example) wants to be elected, he’s got to get himself elected, from people actually from the states of washingtion, oregon, etc.

so, if you don’t like realignment, i understand. and if you don’t like large petitions, i understand. but i hope after a bit of thought you’ll see that the whole purpose of realignment is to reengage voters who have felt (rightly) that their votes don’t count. the purpose of setting california up in its own district is to LIMIT california’s power, not enhance it. if you think about it, i believe you’ll see my point. likewise, texas and florida have their own regions, so that their power is limited to 1 vote out of 8, and triathletes from oklahoma and idaho actually have a voice.

many people have objected to one or another of this petition’s points. one person doesn’t like 1yr terms. another doesn’t like term limits. and one board member said that everything’s good, except the terms should start in june, not july.

this is why the members will vote on this, instead of the board. two many cooks in the kitchen. i suspect that, on balance, the members, who are grown-ups, will like these new bylaw revisions much better than the old bylaws.

here’s something to consider. USOC controls USAT right now, in every functional way. that means a group whose only real interest is in olympic athletes controls the $2.5 million war chest you and i built. are you happy with that? is that why you became an annual member? i’m going to colorado springs today, and part of my time there will be spent trying to make sure members get their federation back, a federation for which they’ve paid money and built up equity. this petition is the ONLY way that’s sure to happen. otherwise, your money may well be spent paying for full time massage therapists for mediocre draft-legal pros, or for salaries for USOC officials that can’t afford to get paid out of USOC coffers, or who knows what? i have no idea how bad it might get, and my lack of creativity in imagining how members might get screwed is what bothers me.

12

Dan,

Will we be able to vote for each issue separately or must we accept or reject the changes in their entirety?

If you must accept or reject the changes in their entirety, and you find out there is little support for one of the issues, can you take that issue out of your petition?

Willy in Pacifica

13

Dan et al, I applaud your efforts on improving USAT however I fear your petition is doomed to failure. You would have been much better off limiting your petition to a single issue: election fraud. There is probably universal agreement that election process is severely flawed, and should be changed; by adding a long laundry list of other changes increases gives members reason to oppose the petition because of their own closely held beliefs.

Resubmit the petition with only the section on changing the election process, and you will be guaranteed passage. I have read your petition thoroughly, and can’t support it because I disagree with several sections (term limits, 1 year non overlapping terms, bylaw ammendment process) and for me, this outweighs the benefit of changing the election process.

14

I see your point Dan. Note: Tim is a regional representative. The challenge is that up in the PNW (Washington, Oregon, Idaho, Montana, Hawaii and Alaska) we’ve really struggled to simply get anybody in a same room. Last year we actually held 2 annual meetings 2 days apart – one in Portland and one in Seattle in order to conduct elections. It was a monumental effort. USAT is losing ground and relevence to age group athletes in our region because of scope and distance. Add Colorado, Nevada, Utah Arizona, New Mexico etc. and you’ve pretty much disenfrachised everybody from any kind of meaningful participation in the region. Catch my drift. Add more seats and split California, Florida and Texas. All of this highlighting the point – that realignment is worthy of (and in need of) a seperate discussion outside of the election process. I humbly suggest creating a bylaws ballot of 3 or four sections.

15

Tim is from Seattle. Not sure how he’s a California rep. I also agree with the thought that USAT has definitely lost a lot of relevance in at least Washington. There are only a couple of sanctioned races and at least some of them have a very bad rep (in Seattle area). Our web site still only has 2003 races on it.

I hope Dan goes to town on the current board. Seems we need to have a better election system. Currently it’s something the Daley’s in Chicago can really appreciate.

16

Dan:

I would agree with many of the posts that the petition is far too broad. Taht’s not to say it couldn’t pass, but I think you decreased the odds- Breaking it down into 2 or 3 petitions would have been better. When the SF Tri Club had its petition, we tried to change too many things and the feedback reflected that. So we amended the petition, eliminating certain issues or redrafting the intent and the signatures rolled in.

Also, (and we both know where I stand on your call for a new election) I believe that you attempt to nullify completed election results through by-law amendment will be a fatal flaw in your petition. By-law amendments can’t undo a completed election. What you are seeking is a recall and that needs to be accomplished by recall procedures. One can’t circumvent that through amending by-laws to call for a new election of those already serving terms and elected. The USAT and the elected board could use that to stifle your petition. My $0.02.

Alan

17

Dan, kudos to you and Lew for the petition. I am with the group who thinks it should be broken up. I like the term limits as you have them but it could be a sticking point with enough peple to scuttle the whole thing. I also agree with Alan and the recall should be seperated out of the by-law change for the election process.

Bob Sigerson

18

" . . .I believe that you attempt to nullify completed election results through by-law amendment will be a fatal flaw in your petition. By-law amendments can’t undo a completed election. What you are seeking is a recall and that needs to be accomplished by recall procedures."

What provision of the bylaws supports that point of view? You may be thinking of Article VII, Section 7, which reads: “Directors may be removed by mail ballot of the membership which elected said Director(s). In addition, any director may be removed by a vote of the Board of Directors if a director has missed two in-person meetings of the Board of Directors in any calendar year or three duly called special meetings of the Board of Directors in any calendar year.”

Unfortunately for your point of view, this subsection is just a general statement and contains not a single word about the procedure for such an act. The actual procedure for a “recall” is found in Article VI, Section 7, which deals with the broader issue of any and all actions that can be taken by the membership. The critical portion of the latter subsection is set forth below:

". . . The members may initiate a written ballot vote of the membership on ANY matter upon which the membership is entitled to vote by presentation to the Executive Director of a petition, signed by no fewer than one hundred (100) members, requesting such ballot and designating the specific matter or matter upon which the vote is requested. Such written ballot SHALL be mailed to the membership no less than thirty (30) days after presentation of such petition to the Executive Director . . . " (emphasis added).

The annual members of USAT have the absolute right to use “initiative” to amend the corporate bylaws or even disband the entire company. But if the annual members do have the right to disband, then we must recognize that such an act would in and of itself truncate the terms of any directors then in office. So unless you are arguing that the corporation could not be disbanded unless and until a recall had first been held, it then follows logically that the members have the right to shorten terms of directors then in office by a series of amendments that fall short of terminating the corporate entity.

19

". . . Will we be able to vote for each issue separately or must we accept or reject the changes in their entirety?

“If you must accept or reject the changes in their entirety, and you find out there is little support for one of the issues, can you take that issue out of your petition?”

The petition does not “belong” to either Dan or me, even though we designed and circulated it. It comes from the membership, who are the ultimate owners of the corporation. Amendments to THIS petition would only be possible if we took the petitions back from USAT, and went back to EACH person who signed them and secured their consent to whatever changes we wanted to make. This petition is a living, breathing thing right now, and it will be submitted to the membership as is for a simple up or down vote.

That said, the right of initative remains. And if this set of amendments pass, the members have a right to submit additional petitions to amend the bylaws. Don’t like the districts we’ve created? Submit a different plan to the membership. Don’t like the new election schedule? Submit one you think will work better.

I ask you to consider this, however. Dan and I spent a lot of time with this - and both of us have a whole lot of experience, both with the sport and with life things in general. It was inevitable that people would disagree with this and that in the proposed amendments, but we reviewed every conceivable option and elected the matrix of options making the most sense. The process reminded me of Winston Churchill’s observation on democracy, something to the effect that it was a " . . . the most miserable, messy, inefficient form of government ever conceived - except of course for any of the alternatives."

These amendments may not be perfect in everyone’s (anyone’s) eyes, but they are an enormous improvement on what we have now. The electoral process will be much more fair, if only because we will be putting a truly neutral party in charge of their design and execution. The election districts are much more fair than the ones we have now and stand a good chance of providing effective representation to all major regions of the country. Real information on federation finances and affairs will be available (and available promptly) to anyone with the slightest amount of curiosity, which in turn will sow the seeds for an informed electorate. And the right to amend the bylaws in the future will be reserved to a vote of the membership.

20

Dan, good luck with this.

Of all the issues raised, it seems the most important one is to ensure only members can change bylaws. Once that is done, there would be breathing room for everything else.

Mike