05/12/10
Board addresses quorum and trusts this month
There are numerous motions being presented at the upcoming Board meeting at the end of this month. Many of the motions are the normal process whereby Board Policies are updated due to Member suggestions and comments or changes that occur. Additionally there are a couple motions that are done annually, such as the renewal of our insurance policies and the donation made to the Posse for their services to RCSC, both in security and traffic control. However, there are two topics we are addressing in these motions through changes to our Corporate Bylaws and Board Policies that addresses two very important areas for Members: 1) the membership meeting quorum and voting process; and 2) the trusts. As promised, the RCSC Board of Directors has taken due diligence when considering these issues and has considered the effect to both Members and the corporation.
After much deliberation and a meeting with our corporate legal counsel, the Board has decided on a quorum of 1,250 for a membership meeting. Remember that a membership quorum can be met by both proxy and Members in attendance. As I have said before, we knew that a quorum of 100 was too small and 3,500 was too large, so we have tried to find a happy medium. In addition, to control voting by Members in good standing only, ballots will be the only means of voting at a membership meeting. It was vital that the Board take action in order to protect the Members and the corporation from any small interest group having the power to make changes that may not be in the best interest of the whole.
Hopefully I can explain to you what we are doing regarding trusts as it is not easy to convey in a manner that everyone can understand including me. Before I attempt such, however, let me assure you that our Cardholder Services Office will happily answer any questions. Trusts have several beneficiaries and we are acknowledging them basically into two categories: 1) income beneficiaries – those who receive direct benefit from the property and are vested (generally husband and wife who are the grantors of the trust); and 2) remainder or contingent beneficiaries – those who are not vested and do not receive direct benefit from the property (generally children). Only income beneficiaries will be considered Owners as defined in the amendments to the RCSC Corporate Bylaws. If you are on a per person assessment basis and your property is in a trust, only the living income beneficiaries of the trust will be charged the annual per person assessment. In short, it is not our intent to cause you to lose your per person assessment basis nor to have you pay assessments on your remainder or contingent beneficiaries. We realize that not all trusts are as simple as previously defined so some may require review to determine who qualify as the income beneficiaries, but in most cases it will be simple and straight forward. If you were asked to change your Facilities Agreement and/or were removed from the per person assessment basis because of a trust, you will be contacted by the Cardholder Services Office and the process will be reversed.
-Gene Westemeier, RCSC Board President