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Call to Action: ACBL Zonal Governance Reorg

Introduction:

Please bear with me through this material; at the end, I ask you contact your ACBL Board Member with your thoughts. 

Background:

In July of 2018, at the Atlanta NABC Annual Meeting of the ACBL,  I presented a plan to reorganize the ACBL into Zonal Governance -- through the combination of existing Districts to the greatest extent possible. With the equal help of Steve Moese, details of our Zonal Governance proposal were posted on this website: https://bridgewinners.com/article/view/zonal-governance-proposals/ If nothing else, Steve came up with some really cool maps! 

Between July of 2018 and July of 2019 the Governance Committee of the ACBL, Chaired by BOD Margot Hennings, District 6, worked to present a possible  ACBL BOD reorganization plan; but the sledding was tough, and it appeared  -- going into the Las Vegas BOD meetings -- that not much was happening -- as far as moving the ACBL towards Zonal Governance.  

However, at a rare Friday meeting of the BOD July 20th in Las Vegas, the BOD discussed and voted upon the following by-law amendment as non-agenda item-192: 

2019 Executive Committee Bylaw Proposal 

My Interpretation of the Proposed By law Change:

Amending the by laws to allow the Executive Board to bind the corporation "to the fullest extent permissible by law" -- is essentially a motion to reduce the size of the board. Note the actual size of the reduction from the current 25 members-- leading to the new smaller board size -- under the proposed amendment -- was a decision specifically reserved for later action by the full board. Certainly, the Zonal Governance proposal we put forth last year could be implemented under this proposed by-law amendment. I would love the comment of a licensed NY lawyer on this by law proposal. 

The full board voted 16 in favor of item-192 and 9 against -- to begin the process of allowing governance through an Executive Committee. Unfortunately, present ACBL By Law 10.1  requires a 2/3rds vote or 17 of the 25 members to vote to begin the by-law amendment process. (So you have the information for the future:  Art 10.1 then continues to require notice published in the ACBL Bulletin and a second vote of the BOD at the next meeting, again with 17 votes needed for passage -- the second time before the BOD.)

To summarize, a motion to begin the process of amending the bylaws to conduct business through an Executive Board failed by one vote in Las Vegas. Accordingly, there is hope this by-law amendment motion will be reheard and passed in San Francisco at the November Fall ACBL BOD Meeting. Your actions can make a difference, please read on for information you may need to make an intelligent contribution or comment.

ACBL BOD Vote on Passing Power to an Executive Committee (which could be the basis for Zonal Governance Reform):

The recorded vote on item #192 by District Director was as follows:

The 16 ACBL District Directors voting for the delegation of power to a smaller (exact size as yet to be determined) ACBL Executive Board were: 

  • District 2 Paul Janicki, District 3 Carlos Munoz, District 4 Joann Glasson, District 6 Margot Hennings, District 7 Michael Kovacich, District 8 Georgia Heth, District 9 Jay Whipple, District 10 *Russ Jones, District 11 A.J. Stephani, District 12 Dennis Carmen, District 14 Sharon Anderson, District 15 Warren Smith, District 16 Paul Cuneo, District 19 Julie Smith, District 20 *Merlin Vilhauer, and District 22 David Lodge.

The 9 ACBL District Board Members voting no (to retain the status quo of 25 Districts) were:

  • District 1 Leo Weniger, District 5 Brian Ellis, District 13 Suzie Subeck, District 17 *Bonnie Bagley, District 18 Clair Jones, District 21 Jackie Zayac, District 23 Kevin Lane, District 24 *Al Levy and District 25 Bob Bertoni.

Effect of Intervening ACBL BOD Elections adds Complexity:

Four presently voting Directors are noted with an "*" beside their names because their seats are currently open for election. This means that between now and San Francisco (when we want the by law motion reheard) those four elections will be concluded -- the four new members will then be invited to attend the San Francisco meetings as observers and then those newly elected members will actually take office January 1, 2020. This is important because -- if the motion passes on reconsideration in San Francisco, the new members elected between now and San Francisco would then be actual voting members of the ACBL Board for the second vote by the BOD  -- as required under present Art 10.1 -- at the following BOD meeting - Spring 2020.

Of the four districts with elections this fall -- two members,  ACBL President Russ Jones District 10, and Merlin Vilhauer District 20, voted for the Executive Committee power delegation. Merlin is running in a contested election, while Russ is not running -- but his election is contested. Bonnie Bagley District 17 and Al Levy District 24 voted against the delegation of power to the Executive Committee and neither are running for reelection (both districts have contested elections). Click here to view the election candidates.  District 9's Jeff Overby is  running uncontested and  will replace Jay Whipple who voted in favor of the motion. To repeat, new members elected this fall will not vote until Spring 2020 meeting -- but that will be the second vote required by the BOD, we hope.

I urge everyone to participate in this process by contacting BOD members concerning their vote. You will find a list of emails for the current BOD here: https://www.acbl.org/about-acbl/administration/board-of-directors/   

The Board of Governors Meeting was a Grumpy Lot:

At the Vegas BOG meeting held Sunday morning July 22nd, much unhappiness was expressed by various members of the BOG regarding the state of the ACBL. The two biggest complaints were the legal malpractice (which has cost the League a few million dollars) and  the failure of the BOD to take action to reduce itself. At one point during the meeting there must have been five different motions on the floor all asking the BOD to take various different actions to move towards a smaller size. Eventually, Allison Brandt (District 4), sponsored the following BOG motion which passed: "ACBL President Russ Jones will create a Task Force from the Board of Directors to deliver a plan for the reduction in the size of the Board of Directors. This plan must be delivered to the Board of Directors for a  meeting in November 2019." So, this Task Force will apparently report in San Francisco prior to the rehearing of this motion.

Conclusion and Call to Action:

If this amendment eventually passes, I suspect the battle to settle on the size of the new Executive board will be bloody; none-the-less, this proposed amendment is a powerful motion for change. Essentially, the newly designated, reduced in size, Executive Committee could bind the corporation without the vote of non Executive Committee members -- resulting in a smaller board. A proposal such as that put forth by Steve Moese and myself last year could be implemented under such a by law. 

This is closer than we have ever gotten to fundamental change and we need each of you to contact ACBL Board Member (or write the whole Board) and express your support for a by-law amendment (item 192) to operate the ACBL through an Executive Committee to the fullest extent allowed by law. You can write your district director by inserting your district number into the following email address: I live in D16 and my Director, Paul Cuneo email is -- district16director@acbl.org or you can look the address up for the Board Members here: https://www.acbl.org/about-acbl/administration/board-of-directors/ Thanks for reading this far, we are working towards a more efficient administration of the game. 

Disclaimer: I am not licensed to practice law under the State of New York which State Statutes I believe to apply to this matter. 

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