The American Boer Goat Association Board Of Directors announced February 14th that only 9 of it's 19 members met the requirements for Board service as of February 3rd, 2008.
The situation was discovered during the regularly scheduled Board meeting held in Dallas, Texas, on February 2nd & 3rd. "...it was discovered, sometime late Saturday night, that several board members, who were present at the meeting, were not current in their payment of their regular membership dues." according to an "An Open Letter from the ABGA Board of Directors" distributed by email on February 14th.
After review of the ABGA Bylaws and upon legal council the President removed 10 members from the Board. "It (the removal action) in no way implies any act of ill-intent on the part of any of the 10 directors involved. It was a simple oversight on the part of these 10 directors. It is an unfortunate situation, but one that our bylaws are very specific in addressing", according to the Open Letter.
Now comes the process of re-filling the board. "In accordance with ABGA bylaws, section 3.5, the process of filling the vacated director seats has begun. ..." "We will proceed with the appointment process in strict adherence to the ABGA bylaws, by which we are bound."
It is refreshing to know that the President was willing to take this action. It is hoped that the open positions can be filled quickly.
The full open letter is reprinted here because I, unlike the ABGA, understand that not all internet users have access to, or wish to install, a pdf reader.
An Open Letter from the ABGA Board of Directors
The purposes of this letter are many. First and foremost, it should serve to inform you, the membership, of current events within the ABGA and its board of directors. It should further serve to provide you with insight into these recent events and the process by which these events have been, and continue to be, addressed. It should provide you with information that may stimulate questions from you. It should further provide you with a means of getting your questions heard and ultimately answered. Finally, it should serve as an open look into what direction the board intends to take in the immediate future. It is intended to provide you with information from a first-hand perspective.
Recent events have greatly impacted the ABGA and its board of directors. As you may or may not be aware, the board of directors was to meet on February 2nd and 3rd in the Dallas, TX area for the purpose of conducting the business of the ABGA. This meeting was called to order on the morning of the 2nd and business was conducted in its usual manner. During the course of business on that Saturday, we were able to address a significant portion of a lengthy agenda. For various reasons, including weather conditions, previous engagements, and other conflicts, some directors were unable to attend part or all of the meeting. Through a series of events, it was discovered, sometime late Saturday night, that several board members, who were present at the meeting, were not current in their payment of their regular membership dues. This finding was revealed to Executive Director, Robert Swize, late the night of the 2nd, and relayed to board president, John Jones, early the morning of the 3rd. Upon receiving this information, Mr. Swize and Mr. Jones did a thorough search of board members and their current status with respect to membership dues. Indeed, many board members were not up to date. The remainder of the called meeting was suspended, at the discretion of the board president, pending a thorough review of the particulars of this situation.
During the course of the last week, a thorough review of the ABGA bylaws, policy, and minutes from previous years has been performed. This has been submitted to the ABGA attorney for legal opinion. Several conclusions have been reached. It has been determined that 10 directors were late in paying their membership dues. The due date for membership renewal was “prior to January 1” as set by the board and reflected in the minutes from the meeting of the board conducted in November 1999. In accordance with the ABGA bylaws, specifically section 3.3(g), it has been determined that these board members did not maintain their regular membership “at all times”. Thus, in accordance with this same section of the bylaws, these 10 directors have been removed from the
board automatically. This determination has not been made lightly nor easily. It in no way implies any act of ill-intent on the part of any of the 10 directors involved. It was a simple oversight on the part of these 10 directors. It is an unfortunate situation, but one that our bylaws are very specific in addressing. As with all members, the responsibility of maintaining one’s membership is one’s own. The responsibility for this situation lies solely with each of the individual directors.
In accordance with ABGA bylaws, section 3.5, the process of filling the vacated director seats has begun. With 10 positions to fill this will not be completed overnight. At his discretion, the board president, with the full support of the board, will methodically consider all options available. We will proceed with the appointment process in strict adherence to the ABGA bylaws, by which we are bound. The board has determined to set in place a code of ethics for its directors. This code of ethics will guide the board of directors in future relationships between directors and with the general membership. The initial code of ethics will apply to the board of directors, with the plan to extend a similar code, which will apply to the membership at large. It is the determination of the board to have this code of ethics available and in place in the very near future, prior to any appointments to fill the current vacancies. The board is determined to set a high standard for its directors to meet and exceed. In an effort to avoid a repeat of this same situation in particular, the board president will ask that a standing item be placed on the agenda for the annual December meetings of the board. This item will be to remind board members to renew their individual memberships and allow for that renewal at that time.
The board is sure that the current situation will cause you to have questions. You will want answers. The board is committed to providing you with the accurate answers you seek. There may be questions, which we are unable to answer due to issues of confidentiality. If that is the case you will be informed of the confidential nature of the information you are seeking. It is the desire of the board to be above board and forthright. In its current state, the board does meet the requirements of our bylaws for conducting the business of the ABGA. This has been reviewed by the attorney, and he agrees that the current board is legally able to conduct the association’s business. You may be wondering about the 9 regions affected by the temporary absence of their director representatives. It is the desire of the board, those positions currently filled, to represent the association as a whole. Any questions, comments, or concerns can be addressed to any member of the board, and the board resolves to represent any and all members. The importance of regional representation will not be lost in the shuffle. Regional representation will be reestablished in a timely fashion and in the way which best serves you, the member. We realize many more questions will likely follow this communication, and we welcome the opportunity to address your concerns and hear from you.
The board is committed to being forward thinking, positive, progressive, united in purpose, and available to you. With those ideas in mind, the board is united in its resolve to efficiently and expeditiously get to work on the business of the association, to move forward in a positive direction, and to do so in a manner worthy of the support of the membership of the ABGA. You will see a noticeable, recognizable, desirable difference in the way the ABGA board of directors does the work of the association and its members.
To summarize, we, the ABGA board of directors, have been faced with a challenge. We have resolved to meet the challenge head on, in a positive manner, and, in the end, be better for having done so. The desire of the board is to have this situation spur us on to greater things, and for those greater things to be readily apparent in the immediate future.
The original version is at