USAT Board’s Proposals to Amend Bylaws

A number of documents pertaining to the Board’s proposed bylaw amendments have now been posted on USAT’s website. Here is a summary of the issues:

CHANGE THE ELECTION DISTRICTS. The 2004 Petition (henceforth 04P) created eight separate districts with both geographic integrity and relatively equal populations (of annual members). The current board accepts the one district – one director concept of 04P, but wants to change the eight districts to match the current USAT regions.

Problem #1: There are 10 regions in USAT, so to avoid increasing the board’s size, the current board proposal (CBP) proposes merging the three smallest districts (Pacific Northwest, Rocky Mountain, and Midwest into a single district. That means Wisconsin and Minnesota will be in the same district as Washington, Oregon, Alaska, and Hawaii. So much for geographical integrity.

Problem #2: Under the 04P, California was its own district and still is one of the two most populous. Under the CBP, California is merged with Arizona and Nevada (into the Southwest District), becoming the largest district (7313 annual members, according to the board’s own figures). Meanwhile, the smallest district is the Southeast, with just 3834 members (the Southeast Region has Alabama, Mississippi, Georgia, South Carolina, Tennessee, and the panhandle of Florida). So much for one-person, one-vote.

Problem #3: The CBP retains the 04P requirement to redistrict: “Redistricting shall occur when the largest region has at least double the annual members of the smallest region” . Which means if CA/AZ/NV gain just a little vis a vis the Southeast Region, we will trigger an immediate redistricting election. Is this good planning?

Lew’s comment: The idea of making the regions and the voting districts one and the same isn’t all bad – though the current board makes it sound like this was a problem introduced by Dan and me. Baloney: the regions and the voting districts were MUCH MORE DIVORCED under the bylaws before 04P. Michigan and Ohio have always been in the Mideast Region, while Texas has always been in the South Midwest – BUT THEY WERE ALSO BOTH IN THE CENTRAL REGION FOR VOTING PURPOSES!! My question is this: if the two have to be equivalent (they never were before), isn’t it more logical to change the regions, rather than creating unfair voting districts?

LENGTH OF TERMS. The 04P introduced one-year terms, the CBP wants to change that back to two-year terms. Fine in concept – but there are some problems:

Problem #1: Later this month, we will elect the first board under the new bylaws, with the terms of the eight general directors to begin on July 1, 2005 and end July 1, 2006. But if the CBP gets approved, we will be automatically extending the terms of those newly-elected members by six months to 12/31/06. Not the end of the world, I suppose: just a little weird.

Problem #2: If the CBP passes, the board would be elected on a staggered cycle – four one year, four the next. Has its benefits, of course, but it also means one-half the country would be disenfranchised each year.

ELECTION SCHEDULE. The 04P changed the election cycle 180 degrees. We would hold the election in January/February and the new board would take office on July 1. Under the old system, the new board took office on January 1 and found itself stuck with whatever decisions had been made for the upcoming year by the outgoing board. So if license fee amounts became a big issue (for example), the new board found it couldn’t do anything about it until a year and half after the election. The July 1-July 1 cycle meant that board members could make decisions about the upcoming year, and then would still be there to implement the decisions. The idea was improved accountability.

As you might expect, however, the CBP wants to change the cycle back to where it was before. Didn’t even want to give the new one a try.

ELECTION RULES. The 04P made numerous changes in election procedures. The CBP makes more changes – and at least from this viewer’s vantage point, the CBP changes are improvements on the O4P.

TERM LIMITS. The 04P said six-years lifetime and you are done. The CBP to make it so that one person can serve up to six years, but then would have to sit out an equivalent period before running for (or presumably, being appointed to) office again. No limit (other than how long you might live) to how many terms you could actually serve.

SUNSHINE POLICY. I’ll break this one down point by point:

Minutes of Board Meetings: The 04P says 10 days, the CBP wants 40 days. But the current board hasn’t even lived up to the more relaxed standard so far.

Minutes of Committee Meetings. The 04P says 10 days, the CBP wants 40 days. But not a single set of minutes has been posted in the six plus months the 04P rule has been in place.

Financial Statements. BEWARE HERE!!! The CBP says “no change” (from the rather strict requirements of the 04P) on one page, but then goes on to strike out the ENTIRE language on financial disclosure on the next page. This is fundamental information, and they apparently don’t want to disclose any of it.

Freedom of Information. The 04P gives any annual member the right to demand publication within seven days of just about any federation document. The CBP would leave this unchanged. NOTE: My one and only demand under this provision was made 14 days ago – and so far, no publication (or other response).

AMENDMENT OF BYLAWS. Beware here as well. The board says there will be a second proposal on the ballot giving them the right to amend 95% of the bylaws without our consent. BUT YOU WILL LOOK IN VAIN ON USAT’S WEBSITE (OR ELSEWHERE) FOR THE PRECISE WORDING OF THIS PROPOSAL. They tell you what the current language is – they just don’t tell you what language they intend to replace it with.

Note: The discussion here on slowtwitch has apparently produced one positive result. The most recent amendment to the “open letter” says that Art. XXII on Sunshine Policy will be off-limits to board-only amendments. Shows the board can indeed act quickly if it really wants to. But, if the board’s main proposal passes, they will have already eliminated their duty to disclose anything financial – and will have substantially diluted the other provisions.

<TERM LIMITS. The 04P said six-years lifetime and you are done. The CBP wants it back to the way it was (surprise!!) – serve six years, sit out two-years, then you can come back and serve six more years. Forever, ad infinitum.>

Thanks very much for your analysis, Lew; I’ve ben waiting anxiously for it. I do think you may have misinterpreted the above, however. It looks to me like the proposal has a board member sitting out for a period equal to the length of his or her contiguous term. Thus, serve six years, sit out six.

David

You are correct - and I have amended my analysis of the term limit proposal.

Doesn’t the board have an admin geek that can handle all the minutes etc. that they can’t seem to get out on their own now, in the time frames specified? I realize the board doesn’t receive any renumeration or whatnot, but if you stay on the board, as a board member, I’d at least expect that they’d deliver what they say they’re going to deliver. Or, maybe it’s just because they don’t WANT to deliver it?

As to all of the jiggering in these new amendments. I intend to vote “no” across the board. We haven’t even given the new stuff a couple of years to work or not work, and already we want to change things. Besides, it’ll certainly make for an interesting next few cycles :wink:

Tony

Lew, trree things:

  1. Do you know if this is an all or nothing vote like your amendments?
  2. Do you have any inside sccop on why so few ran?
  3. Did you know that I posted about the amendments yesterday and there were no comments? Non-scientific hypothesis - unless you or Dan posts, no one really cares.

Bob Sigerson

Tony–I think you would make the perfect admin geek!

I agree. I’ve been know at Northwest to do 50 page, with executive summary, aircraft incident reports (including statements, photos etc.) in less than a day. How hard can it be to take down the thoughts and pronouncements of 10 or so triathlete types? :wink:

I’ll volunteer my services, gratis. They can either send me the rough notes, or I can fly out there and take 'em for them. It’s not rocket science, I think.

Geek

Sig:

  1. As far as I know, there are just two proposals. The first is the major rewrite, while the second contains just their proposal to give themselves back the right to amend the bylaws. But I can’t be sure what’s going on, because they haven’t been very communicative and we haven’t yet seen the ballot.

  2. Don’t know why so few ran? It is hard to gather signatures this time of year, however. I helped Jim Donaldson get his, but it takes some effort.

  3. Wasn’t on the net yesterday, so I missed your post.

Lew- thanks for your insights on this matter! Will be great to have Jim on the board next year. Looking at the slate of people running, we have a number of great individuals. Just wish a few more people would run! Z

^
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Lew,

Thanks for the summary. I appreciate your vigilance on this, but I’m also frustrated that the only source of information I have on this subject is the Board and yourself. No offense, but you seemed a little too involved in all this, being one of the original petitioners, a previously failed candidate, etc … I have some questions:

Specifically, with regards to the length of terms, this was one of the provisions in the 2004 Petition that I disagreed with (but ignored based on the petition’s other merits). I’m not too concerned with the term limits and the Board’s proposal seems fair enough … hiatus equal to one’s length of service, which cannot exceed six consecutive years. Anyway, I fail to see how half of the country is disenfranchised each year if they are voting every two years, am I missing something? They are voting on two-year cycles, just as we do for congressmen … or six year cycles for senators.

I agree that it makes more sense to align the voting districts with the new regions, would you care to comment on why they didn’t choose that path? Surely it’s more than to simply spite you.

As for the voting schedule, the budgeting issue seems legitimate enough to me; however, as an active athlete and triathlon club president, I find most of my club management happens between Nov and Feb, so, personally, I find the board’s claim that running election during race season more than ridiculous. Then again, I race a lot, so maybe that’s not the norm … but I doubt it. To be honest, there’ll be problems at any time of year, so I don’t really care, but I agreed with the 04 petion’s original intentions.

With regards to the Sunshine policy, I have never ran a meeting by the Rules, and I know not how difficult it is to produce official minutes, but I’m guessing 10 days would be cutting it close for many organizations. Maybe I will find the time to poll USMS, USAC, USATF and some other orgs to see what standards are acceptable there. On the face of it, 40 days is a tad long, but I don’t really care as long as they get there.

Now, what am I at a loss to understand is where you are getting that they have stricken financial disclosure from the bylaws. There is simply no such text in the proposed bylaws that I’m reading (I don’t have my ballot yet, so I’m looking at the website). As far as I can tell, not a single section was stricken at all and the Financial Records section (XXII.2) was left unchanged… did I miss something?

Lastly, the text of the other amendment is on the website (in the Platform pdf document) and reads: Amendments to the Bylaws
Section 1. Amendments to or Repeal of the bylaws.
The Bylaws of USA Triathlon may be amended or repealed only by vote of the membership as specified in Article XXI, Section 4 below. Section 4. Amendment or Repeal of the Bylaws.
With the sole exception of the vehicle for reapportionment contained in Article VII, Section 4 (a), there are three and only three methods for amendment or repeal of federation Bylaws:
Standard Initiative
Special Initiative
Vote to Approve Resolution by Board of Directors

STV: Anyway, I fail to see how half of the country is disenfranchised each year if they are voting every two years, am I missing something? They are voting on two-year cycles, just as we do for congressmen … or six year cycles for senators.

LEW: I was just noting that though there will be a ballot sent each year by USAT, only half the country will actually vote for a board member in any one particular year. Wider engagement and participation by the membership is my primary goal - but would a more frequent opportunity to vote affect that positively or negatively? I’d vote for annual elections, but I could live with bi-annual without any trouble.

STV: I agree that it makes more sense to align the voting districts with the new regions, would you care to comment on why they didn’t choose that path? Surely it’s more than to simply spite you.

LEW: I’m not privy to their thoughts . . . but, that said, the person who headed the election task force - and who wrote every last word of the board’s bylaw amendment proposal - is Mike Highfield. Highfield is the person who conceived and designed the regions in the first place, so I suspect he is at least somewhat emotionally invested in his baby.

STV: Now, what am I at a loss to understand is where you are getting that they have stricken financial disclosure from the bylaws. There is simply no such text in the proposed bylaws that I’m reading (I don’t have my ballot yet, so I’m looking at the website). As far as I can tell, not a single section was stricken at all and the Financial Records section (XXII.2) was left unchanged… did I miss something?

LEW: When I posted this analysis (on Monday morning), the proposed set of amendments on financial disclosure was on two separate pages. The heading was at the bottom of one page - and after it, they had written “no change”. But the text was actually on the NEXT page, and there they had strickent the entire language (by printing it and then drawing a line through all of it).

Now, this morning, they have amended the provision to simply say “no change”. It is nice to know that someone on the board is monitoring this forum and acting with dispatch when a obvious problem arises.

STV: Lastly, the text of the other amendment is on the website (in the Platform pdf document) and reads: Amendments to the Bylaws
Section 1. Amendments to or Repeal of the bylaws.
The Bylaws of USA Triathlon may be amended or repealed only by vote of the membership as specified in Article XXI, Section 4 below. Section 4. Amendment or Repeal of the Bylaws.
With the sole exception of the vehicle for reapportionment contained in Article VII, Section 4 (a), there are three and only three methods for amendment or repeal of federation Bylaws:
(1). Standard Initiative
(2) Special Initiative
(3) Vote to Approve Resolution by Board of Directors

LEW: That language is what the CURRENT bylaws provide - though only the headings of the three methods are preprinted in the document on the USAT website. The board says it wants to give itself the right to amend certain parts of the document without submitting it to a vote of the membership. Question is: where is the languge of the proposed amendment? Which parts, precisely, can they change without consulting us? By what mechanism will this be done (in the previous “open letter”, they talked about a 2/3’s majority of the board - but where is the actual language they want us to approve?)

Lew:Now, this morning, they have amended the provision to simply say “no change”. It is nice to know that someone on the board is monitoring this forum and acting with dispatch when a obvious problem arises.

stv: Well, seeing that the ballots were already in the mail, could it be that was a simple clerical error? As I said, I haven’t seen a ballot yet …

Lew: That language is what the CURRENT bylaws provide - though only the headings of the three methods are preprinted in the document on the USAT website. The board says it wants to give itself the right to amend certain parts of the document without submitting it to a vote of the membership. Question is: where is the languge of the proposed amendment? Which parts, precisely, can they change without consulting us? By what mechanism will this be done (in the previous “open letter”, they talked about a 2/3’s majority of the board - but where is the actual language they want us to approve?)

Ahh, I see what you mean by the existing text, but the same document specifically says the board would be able to change any bylaw except Articles VII(1-5,7), XXI, XXII … that is board composition, election districts, terms & limits, vacancies; elections; sunshine policy. But it does not say what procedure would be required to amend the bylaws … I don’t know the bylaws all that well (but I’m learning) … it could be that standard board voting procedures would apply.

http://www.usatriathlon.org/Elections/USAT_Proposed_Bylaws.pdf

BTW, the financials are on the website

http://www.usatriathlon.org/Pages/Financials.htm

Sadly, they were simply labeled “USA Triathlon Reports” on the home page, down at the bottom. Still, they are there (not that I’ve looked at them).

–stv

As posted in an earlier thread, they can also be found by hitting the “About USAT” buttom on the left side of the USAT home page.

My house mates and I got our ballots in the mail today. I’m going to bet that both of these proposals will pass, they are very well worded, convincing, and frankly, most people will not even read them. It’s a shame.