A Failed Process, or Is It?

Discussion in 'Sun City General Discussions' started by BPearson, Sep 13, 2022.

  1. BPearson

    BPearson Well-Known Member

    On Sept 12, 2022 several of us sat through a lengthy member/board exchange session. I expected a larger crowd, it wasn't bad. There's any number of issues that triggered the turnout. Clearly softball was well represented as were the dog club members looking for indoor space. Added to the crowd were a number of us who have long argued for a more transparent, open process.

    The meeting started with an explanation of the proxy process. The good news is they are allowing us to print out our own proxies online (obviously it saves on their printing cost). The bad news is, the really bad news is that we still can't get a proxy signed on RCSC property. That makes absolutely no sense, unless of course is the goal is minimize collecting proxies.

    For those who don't know, proxies, signed signatures collected by RCSC members, can be counted to establish a quorum at the yearly annual membership meetings. In 2009, the RCSC had a requirement of 100 members be in attendance for a membership meeting to be held (one every 3 months).

    After some wrangling, it went from 100, to 3500 down to 1250. The net of the change resulted in the RCSC not holding a membership meeting for 12 years. In 2021, between butts in chairs (more than 700) and proxy votes (more than 700) the RCSC had to conduct a meeting.

    The crowd was vocal and they were prepared. Timely motions were filed and introduced at the meeting. No vote was allowed by the RCSC on the motions even though the Articles of Incorporation stated clearly we had the right to vote on them.

    The motions were differed to an ad hoc committee to rewrite the bylaws. When you watch the meeting from the 12th you will see the confusion coming from that rewrite. Will the bylaws we use be the old ones or the new ones? It appears as if the President will vote against new ones being implemented, but refused to guarantee the new ones wouldn't come into play.

    I'm not sure it matters, because once again we were told, no matter what we do, it won't change the RCSC's actions. We were told point blank, even with a quorum, even with a standing vote count for any motions submitted at the annual membership meeting, nothing will come of them. They will be kicked back to the board for "study."

    Then they went on to tell us proxies used in the process to reach a quorum die at the end of the meeting. They also implied the next course of action, should the board not act on motions voted on by the members, would be either at the next annual membership meeting (a year later) or by the membership collecting signatures from 10% of the members( roughly 3300). To be clear, those petitions under the current bylaws cannot be signed on RCSC property.

    All in all, it was more of the same, different day. So why my optimism? Why my question mark at the end of the header? This meeting was posted about 12 hours ago and sent to the membership on their email list. As of 10 am Tuesday morning, there has been 430 plus views. They never used to get that in months and months on their web site.

    Members are paying attention and come this election, these meetings and the cavalier attitude management and some of the board members are taking will become the lynch pin for change. After watching you will see exactly what i mean.
  2. Linda McIntyre

    Linda McIntyre Active Member

    Thanks, Bill. I haven't had a chance to witness that bit of, well--I can't find an appropriate description. My fervent hope is there is enough pent up disgust with this nonsense that the members rise up, get the necessary proxies and vote in a new Board that knows that it is time to listen, follow the rules, and understand that this isn't their personal playground. I'm not going out on any legal limb here, but the decisions about proxy gathering and voting smack of bad faith at a minimum. So, who is hosting the largest proxy gathering event in SC? Just saying. Of course, that's probably a violation because it would be perceived as a form of "pressured" solicitation or vote gathering. They just want to make it difficult.
    LoriEllingson, BPearson and eyesopen like this.
  3. BPearson

    BPearson Well-Known Member

    A little over a day and a half in and there are 650 views of the meeting. Amazing.
  4. Cheri Marchio

    Cheri Marchio Active Member

    Sun City Advocates newsletter is being opened and clicked on like crazy in just under 20 hours since the send. Many comments have been generated.

    Members want to be in the know. It's all good!
    LoriEllingson and BPearson like this.
  5. BPearson

    BPearson Well-Known Member

    Great to hear Cheri. Imagine living in a community where members pay attention. The purpose of the Sun City Advocates was to, "Communicate, Educate and Participate", and clearly it's working. The real test will come later this year when we need to turn out the vote. Electing three candidates who believe members voices be heard will be a massive paradigm shift and begin to restore the communities values.

    One other thought; it might just be a good thing the RCSC doesn't allow comments on their Youtube channel...if you know what i mean.
    LoriEllingson likes this.
  6. eyesopen

    eyesopen Active Member

    Dale is wrong, again!
    From Arizona Title 10 Corporations
    10-722. Proxies

    C. An appointment of a proxy is effective when the secretary, inspector of election or other officer or agent who is authorized to tabulate votes receives a signed appointment form or an electronic transmission of the appointment. Unless the articles of incorporation or bylaws provide otherwise, an appointment is valid for twelve months unless a shorter or longer period is expressly provided in the appointment form.

    This is what was printed on last year’s proxy form:
    “As provided for in the Bylaws, all proxies must be validated by the Cardholder Service office before they can be voted. In order to have proxies validated prior to the meeting, they must be filed with the Secretary of the Board no less than ten (10) days prior to the Membership Meeting. All validated proxies are for ninety (90) days from the date submitted to RCSC.”
    Last edited: Sep 14, 2022
  7. FYI

    FYI Well-Known Member

    Well, eyes.... I wish you were correct but....

    First of all, I believe 10-722 is the incorrect Statute because it pertains to corporations with shareholders. I believe the correct Statute is actually 10-3724 which relates to non profit corporations.

    Second, when a statute says something like, "Unless the articles of incorporation or bylaws provide otherwise", it means that the Articles of Incorporation or Bylaws takes precedence over the State Statutes. Only when the corporations Articles of Incorporation or Bylaws are silent on an issue do you refer to the State Statutes for the rule. Unfortunately our Bylaws specify the 90 day limit on validation so that's what we must live by!
  8. eyesopen

    eyesopen Active Member

    FYI, oops, wrong AZ Title 10 proxy reference.

    Arizona Revised Statutes Title 10. Corporations and Associations § 10-3724. Proxies
    C. An appointment of a proxy is effective on receipt by the secretary or other officer or agent authorized to tabulate votes.  An appointment is valid for eleven months unless a different period is expressly provided in the appointment form.

    Correct about Dale making up proxies are invalid immediately after the annual meeting! They are valid 90 days from submitted date.
    Last edited: Sep 14, 2022
    LoriEllingson likes this.

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