Why I will be voting AGAINST the new constitution

[kasper]

Transfer of existing members and assets is enabled by a positive vote on the special resolution to adopt the new constitution. This SR (which is being finalised as we speak and must be presented to members at least 3 weeks prior to the meeting at which the vote will be held) will not be a simple "let's adopt a new constitution" proposition. It will be a multi-part proposition specifying the steps that will need to be taken to implement the new corporate structure. But it will be a single yes/no vote because otherwise we risk the untenable situation where some elements get approved and others don't - as we saw with some of Don's SRs a couple of years back.

So lets be clear ... for all initial members all of the items of acceptance of methods of communication under proposed Cl57 will be wrapped up in the single yes/no vote on the program and steps required?

 

On this alone I would vote NO because I might not want to receive all correspondence by web posting ... I actually think that in a member association the communications should be active not passive ...

 

Once you start rolling up ALL the steps and actions/agreements/acceptances into a single yes/no when half the detail is not visible you are in my opinion asking for a very big NO vote even from those who in principle agree to the the core cahnges

 

 

[fly_tornado]

No one from the current board should be eligible to become a director, this will remove the perception that the board is looking to cement control of the executive.

 

 

[TK58]

http://www.recreationalflying.com/threads/draft-constitution.137578/page-16Try reviewing these comments on the draft before us NOW and you might reconsider - NOTHING in here relates to the philosophy or structure of the change proposed but PURELY relate to simple draftin gerrors and practical applications of the new constitution to the EXISTING RAAus admin processes ... consultation on these basics are a no brainer ... except if you are the RAAus CEO/Board ... still not clear on who and how the consultation is being managed

I should add, thanks for taking the time to be specific about your concerns. It makes it much easier to address them than feedback such as "the document's full of errors".

 

Cheers,

 

Tony

 

 

[kasper]

I should add, thanks for taking the time to be specific about your concerns. It makes it much easier to address them than feedback such as "the document's full of errors".Cheers,

 

Tony

Cheers - but frankly I have been specific and followed the response process requested by RAAus since day 1 of this exercise and I am bloody well sick of wasting my time going through and setting out basic drafting issues multiple time that are then not responded to or even addressed - this is a really really REALLY poor example of consultation and improvement of a draft.

If its led by a board member let him/her stand up and say 'was me gov' so we can take that into account at next election

 

If it was led by the CEO then I frankly want to see much better from him and have him apologies to the membership and have that taken into account in his performance/remuneration review

 

See I AM FURIOUS with the RAAus at the moment ... I am remaining basically civil in referring to them but that is about the limit of it and the occasional expletive is creeping in with a touch of sarcasm. Sorry but thats the reality of a member of more than 20 years facing the last year of RAAus interactions and 'consultation' on a major change to the structure of the organisation.

 

 

[TK58]

No one from the current board should be eligible to become a director, this will remove the perception that the board is looking to cement control of the executive.

There may be a perception (in some quarters) that this is all about "cementing the power of the Executive", but it's actually about improving the organisation by ensuring competent governance and a corporate structure fit for purpose.

 

How would you do it better - keeping in mind that among the goals are continuity (there's a lot of corporate knowledge held by the board) and ensuring that directors are actually qualified for the role, not simply the only person to put their hand up (as is the case with half of the current board, including all three SQld reps) or the winner of a popularity contest (the rest of the board)?

 

 

[TK58]

I believe you are factually wrong on the current situation re money owed to RAAus and renewals ... we DO issue invoices before payment ...

I suspect we're not going to agree on this, but try this example. You pay for a 6 month subscription to a newspaper. Near the end of the 6 months the newsagent issues an invoice for a further 6 months. You decide you don't want to receive the newspaper anymore so you disregard the invoice. What will happen? Will the newsagent pursue you because by not paying the renewal you now have a legally enforceable debt? Or will you simply not receive the paper any more? Same with your car insurance. The insurer issues a renewal notice. If you don't pay it they don't come after you for the debt, because there isn't a debt. They simply stop providing you with cover. Why would you think RAAus is any different?

 

 

[fly_tornado]

How would you do it better - keeping in mind that among the goals are continuity (there's a lot of corporate knowledge held by the board) and ensuring that directors are actually qualified for the role, not simply the only person to put their hand up (as is the case with half of the current board, including all three SQld reps) or the winner of a popularity contest (the rest of the board)?

No one from the current board should be eligible to become a director, this will remove the perception that the board is looking to cement control of the executive.

 

Its that simple,

 

If the new directors ban the old board from being RAA members, you'll know how reform can work.

 

 

[kasper]

I suspect we're not going to agree on this, but try this example. You pay for a 6 month subscription to a newspaper. Near the end of the 6 months the newsagent issues an invoice for a further 6 months. You decide you don't want to receive the newspaper anymore so you disregard the invoice. What will happen? Will the newsagent pursue you because by not paying the renewal you now have a legally enforceable debt? Or will you simply not receive the paper any more? Same with your car insurance. The insurer issues a renewal notice. If you don't pay it they don't come after you for the debt, because there isn't a debt. They simply stop providing you with cover. Why would you think RAAus is any different?

RAAus is different because the renewal comes with a due date and an invoice number attached - the fact that RAAus may not choose to pursue it does not matter - if in fact there is a created invoice that has by the passage of time past the due not been paid you fave factually failed to pay money owed to the Company and it falls within the operation of the words of the new constitution.

And I am repeating again for clarity - I am not saying this is the intended outcome - what I am saying that the actual operations of the RAAus and the words of the new constitution will lead to an outcome that is unintended.

 

Equally you intend to continue with failing to pay membership annual = removal of voting rights of the 'member' ... well the current draft constitution DOES NOT do this. Once I am a member of the company I only cease being a member when an event under Cl16 occures ...

 

"A person immediately stops being a Member if they: (a) die (b) are wound up or otherwise dissolved or deregistered (for an incorporated Member) © resign, by writing to the Company (d) fail to pay any monies owed to the Company (e) are the subject of a Directors resolution pursuant to Clause 14 (f) are expelled under the dispute resolution and disciplinary procedures of the Company, or (g) have not responded within three (3) months to a written request from the Company that they confirm in writing that they want to remain a Member."

 

Nothing in there about failing to pay an annual renewal ... so I am a member for life

 

and the voting power of members is under Cl29-33 are completely silent as to payment of annual fees

 

Basically the intended outcomes are NOT within the draft. I have been saying this for the past 6 months and other than people repeating what the intended outcomes are nobody from RAAus has responded to the technical language issues from the constitution that mean the intended outcomes will not exist - I have been trying to help achieve a draft that reflects the intended outcomes so we can THEN have a conversation about do we want the outcomes.

 

Please don't shoot the messenger when they point out the issue drafting a piece of constitution that does not fit the stated intentions

 

 

[shags_j]

UPDATE:

 

HI All,

 

I had a phone call from the president Michael Monk. His phone number is public and I urge ANYONE who has an issue with the drafts to contact him. I was very satisfied with the conversation and suggest that you phone. If we don't advise the board of what we want, nothing will change.

 

First the Errors: As per the email you all should have received today you will note that there is still another draft which will be the one that we will be voting on. Hopefully the errors will be fixed.

 

With regards to the clauses that do not provide members with their respective rights (ie. declining membership without a reason etc) I believe some of these will be rewritten. Perhaps not as open as I would like but we will see what the next draft brings. There will also be a members charter that will contain a lot of our rights and hopefully that will clear up some issues.

 

Either way we have to realise that any change is still better than what we have (Ian can attest to that). At the moment they can reject a membership renewal if you "bring the organisation into disrepute" which is very vague. The new constitution, even as it is, is still better than that.

 

As for the change in structure. We are well overdue for this and I am in full support of the change to a company. I hope that the changes made in this next draft will address a lotof my issues.

 

Cheers,

 

Shags

 

 

[Geoff13]

[quote

 

=shags_j, post: 553233, member: 1670]UPDATE:

 

I had a phone call from the president Michael Monk. His phone number is public and I urge ANYONE who has an issue with the drafts to contact him. I was very satisfied with the conversation and suggest that you phone. If we don't advise the board of what we want, nothing will change.

 

I alike the fact that the board members appear to at least be watching this thread.

 

First the Errors: As per the email you all should have received today you will note that there is still another draft which will be the one that we will be voting on. Hopefully the errors will be fixed.

With regards to the clauses that do not provide members with their respective rights (ie. declining membership without a reason etc) I believe some of these will be rewritten. Perhaps not as open as I would like but we will see what the next draft brings. There will also be a members charter that will contain a lot of our rights and hopefully that will clear up some issues.

Why rush the vote. My problem is the time frame between the final draft and the vote. Very few of us are employed full time in aviation and only get to meet and talk to people we know and trust on these issues on a casual basis. If we see the final draft and are required to vote on it without having the time to fully consider and discuss it I see that as a real problem. Rushing constitutional change can only end badly.

 

Either way we have to realise that any change is still better than what we have (Ian can attest to that). At the moment they can reject a membership renewal if you "bring the organisation into disrepute" which is very vague. The new constitution, even as it is, is still better than that.

Simply cannot agree with that. What we have has allowed me to get my certificate and go flying every week. It may not be perfect but it does work. I am not saying do not change but I am saying lets not rush change for the sake of change. I know people have spent an enormous amount of time on this, but we the members to date still have no concept off what we are being asked to vote on and won't until the final drft ids released. Time to slow down and get it right.

 

As for the change in structure. We are well overdue for this and I am in full support of the change to a company. I hope that the changes made in this next draft will address a lotof my issues.

This comment I totally disagree with. Changing to a company structure cannot be justified imho. In the 2 clubs that I have been involved with that went down this route, it was a complete failure.

 

 

[shags_j]

The board structure isn't working. For example an emails sent to the board by the president needing responses are taking up to 6 months to be answered. Surely the organisation will stagnate like this.

 

I'm all for slowing down and taking our time.

 

Out of interest; What in particular will cause the failure by switching to a company?

 

EDIT: Thinking about all these issues I think the main reason that we need a change in structure is that we have sooo few people willing to nominate for board that it's just really voting for whoever is nominated rather than having options for the best person. Perhaps the board needs to communciate to us when board members are draggin their ass on correspondence etc so we know that changes need to be made when voting time comes around.

 

 

[Geoff13]

The board structure isn't working. For example an emails sent to the board by the president needing responses are taking up to 6 months to be answered. Surely the organisation will stagnate like this.I'm all for slowing down and taking our time.

 

Out of interest; What in particular will cause the failure by switching to a company?

 

EDIT: Thinking about all these issues I think the main reason that we need a change in structure is that we have sooo few people willing to nominate for board that it's just really voting for whoever is nominated rather than having options for the best person. Perhaps the board needs to communciate to us when board members are draggin their ass on correspondence etc so we know that changes need to be made when voting time comes around.

On the contrary what will improve by changing to a company. We should not change because the current structure is not optimal, we should only change if we can demonstrate an improvement with a new/different structure. I have seen no evidence of that. 6 months to answer an email is a result of poor Management and poor people on the board that will not change because of a change in structure.

 

 

[cscotthendry]

I had a read of the draft today and turned up some issues that I didn't particularly care for.

 

A) Doing away with regional representatives in favor of paid professionals. - I see the potential for the composition of the board to gravitate towards career bureaucrats sourced exclusively from Canberra.

 

The problems I see arising from that are

 

1) Either it will cost significant amounts of money to transport these people to regional areas to get feedback, OR,

 

2) they will just sit in their ivory tower and assume that if people have issues they will "make contact electronically", a proposition that looks good on paper, but in reality is not likely to happen much.

 

B) Paid "directors" as opposed to volunteers

 

I've seen no analysis of the likely financial cost of this to the members and would expect significant membership fee rises to occur the year after this is implemented.

 

C) During a general meeting "a member or the chairman can challenge a members vote on an issue" and the chairman makes the decision on the challenge. This looks like a way to stifle dissent by the chairman.

 

D) There is a clause that states to the effect that where a member is representing a corporation, they can have 2 votes in a meeting. I strenuously disagree with external corporations having a vote on ANY issue brought up in either general meetings or directors meetings. IMO RA-Aus should be run for pilots and aircraft owners, ONLY.

 

E) Where there is a real or percieved conflict of interest for a director voting on an issue, the directors can choose to ignore that conflict and allow that director to vote on the issue.

 

F) I really dislike The clause that says that the directors can from time to time change how directors are elected. This could easily be abused and lead to an entrenched power bloc that cannot be broken.

 

G) There is a clause about "reasonable expenses" incurred by directors being reimbursed, but there is no definition of "reasonable", nor who decides what is "reasonable". Where people are operating on other peoples money, we have seen, in the case of several high profile politicians (hiring a helicopter to go to a friend's wedding, in one case) their definition of "reasonable" can be quite different from what the bill payers think.

 

After reading briefly through the draft, I was left with a strong impression that the new constitution is an attempt to sidestep accountability by the board to the membership. I think is has some serious shortcomings and inconsistencies, and serves only the interests of the directors and not the members. There seem to be very few checks and balances on the power of the directors, leaving not much in the way for members to deal with the possible rise of an entrenched power bloc. There is a statement to the effect that the directors would be accountable through ASIC, but I have little faith in that regulator. It has been shown to be a toothless tiger on a number of occasions; being under-resourced and all too reluctant to pursue prosecutions.

 

I will be voting against this constitutional and organisational change.

 

 

[01rmb]

Don and Tony - thank you for participating in the discussions on the proposed RAA constitution. I believe this is of great assistance to members to consult and gain support for the proposed changes. I wish more of the board would openly participate to assist members consultation.

 

It is not a matter that the proposed constitution document is just better than the current, the proposed document needs to be acceptable and in the best interests of the members. It is far better to get it right than implement a new constitution that has issues for RAA and members and try to fix it up later. Time is tight before the vote in a few weeks when there are areas that need to be addressed to reach the final copy to vote on.

 

My major concern with the proposed constitution and it may be accommodated in other documents such as the member's charter and disciplinary processes (and if so it should be referenced and presented together) is the approval, discipline and removal of membership. The explanation in the supporting notes refers to a fair and equitable disciplinary process with open and fair reporting BUT the constitution allows the board to reject a membership application without explanation or expel a member under the dispute resolution and disciplinary procedures for cause that has not been defined. These need to be addressed much better and ensure independent right of appeal to ensure the stated fairness.

 

This is a critical area of concern since I must be a member of RAA in order to utilise the rights of the pilot certificate and be allowed to fly an RAA registered aircraft. With no membership I can't fly or use the aircraft I own so any disciplinary action that puts my flying privileges at risk needs to be right and not just left to an expectation of 'fairness'.

 

 

[turboplanner]

The board structure isn't working. For example an emails sent to the board by the president needing responses are taking up to 6 months to be answered. Surely the organisation will stagnate like this.

That's a management issue. Elected members to committees, boards of management, directors frequently go for election for the prestige and then sit there and do nothing. It's the President's job to work around those, or manage them, and keep the organisation operating, so this is a President failure if it's a genuine issue. Changing the structure is just like moving the chairs on the Titanic. Of course it's also a revelation about all the assurances that the current board has been working so well together.

 

EDIT: Thinking about all these issues I think the main reason that we need a change in structure is that we have sooo few people willing to nominate for board that it's just really voting for whoever is nominated rather than having options for the best person.

If the structure has been changed there will STILL be sooo few people willing to nominate; how is the structure change going to suddenly produce all these bright and qualified members from thin air?

If the structure changes management is going to be more onerous with more statutory obligations, and perhaps this is what caused the two failures that Geoff mentioned.

 

 

[pmccarthy]

I had a read of the draft today and turned up some issues that I didn't particularly care for.A) Doing away with regional representatives in favor of paid professionals. - I see the potential for the composition of the board to gravitate towards career bureaucrats sourced exclusively from Canberra.

 

The problems I see arising from that are

 

1) Either it will cost significant amounts of money to transport these people to regional areas to get feedback, OR,

 

2) they will just sit in their ivory tower and assume that if people have issues they will "make contact electronically", a proposition that looks good on paper, but in reality is not likely to happen much.

 

B) Paid "directors" as opposed to volunteers

 

I've seen no analysis of the likely financial cost of this to the members and would expect significant membership fee rises to occur the year after this is implemented.

 

C) During a general meeting "a member or the chairman can challenge a members vote on an issue" and the chairman makes the decision on the challenge. This looks like a way to stifle dissent by the chairman.

 

D) There is a clause that states to the effect that where a member is representing a corporation, they can have 2 votes in a meeting. I strenuously disagree with external corporations having a vote on ANY issue brought up in either general meetings or directors meetings. IMO RA-Aus should be run for pilots and aircraft owners, ONLY.

 

E) Where there is a real or percieved conflict of interest for a director voting on an issue, the directors can choose to ignore that conflict and allow that director to vote on the issue.

 

F) I really dislike The clause that says that the directors can from time to time change how directors are elected. This could easily be abused and lead to an entrenched power bloc that cannot be broken.

 

G) There is a clause about "reasonable expenses" incurred by directors being reimbursed, but there is no definition of "reasonable", nor who decides what is "reasonable". Where people are operating on other peoples money, we have seen, in the case of several high profile politicians (hiring a helicopter to go to a friend's wedding, in one case) their definition of "reasonable" can be quite different from what the bill payers think.

 

After reading briefly through the draft, I was left with a strong impression that the new constitution is an attempt to sidestep accountability by the board to the membership. I think is has some serious shortcomings and inconsistencies, and serves only the interests of the directors and not the members. There seem to be very few checks and balances on the power of the directors, leaving not much in the way for members to deal with the possible rise of an entrenched power bloc. There is a statement to the effect that the directors would be accountable through ASIC, but I have little faith in that regulator. It has been shown to be a toothless tiger on a number of occasions; being under-resourced and all too reluctant to pursue prosecutions.

 

I will be voting against this constitutional and organisational change.

CSC I have usually enjoyed and agreed your posts but this seems like a deliberate attempt to misinterpret the form and intent of the draft. There is no point my trying to contradict your interpretations, it is all in earlier post and on the parallel thread. And by the way, my suggestions on the draft got a response from the Pres within a day.

 

 

[cscotthendry]

CSC I have usually enjoyed and agreed your posts but this seems like a deliberate attempt to misinterpret the form and intent of the draft. There is no point my trying to contradict your interpretations, it is all in earlier post and on the parallel thread. And by the way, my suggestions on the draft got a response from the Pres within a day.

PMC:

All good. I didn't read your posts on the constitution so not sure what was said there. I received the update from RA AUS and thought I better have a look at the draft. I didn't like what I saw. You are entitled to disagree with my opinions, but I'm still have a right to have them and express them.

 

 

[kasper]

CSC I have usually enjoyed and agreed your posts but this seems like a deliberate attempt to misinterpret the form and intent of the draft. There is no point my trying to contradict your interpretations, it is all in earlier post and on the parallel thread. And by the way, my suggestions on the draft got a response from the Pres within a day.

Gee what's your secret? I am now sitting at the start of MONTH 7 since the first set of issues on draft 1 went to the CEO and I have heard NOTHING. Second set same. Third set on draft 2 are in ... on current performance on responding to issues when should I hear from Mr Monke?

 

 

[storchy neil]

in stead off hitting joe blogs bill whats his name harry the harper on the head as to their idea put your idea up have you as this change has been around since 2010

 

yes lack of communication from the powers at the top needs to be addressed now

 

as one writer said when he took a lock at it found so many holes it was not funny

 

the trouble is that some just go along with what is being done as long as they can fly until it bites then all shit hits the fan their excuse is I didn't now

 

like one areo club when asked for their constitution could not be found nobody knew where it was

 

sorry don as we said at temora it has to be communicated as this new constitution has to be right other wise I don't want another 2010 meeting and the shit that happened at it neil

 

 

[shags_j]

Kasper: I received responses from the CEO within days. As for the president, Mike is extremely approachable. Pickup a phone and call him with your issues. Trust me the responses from the CEO and the President to myself have been vastly different so it is worthwhile ensuring that both have received your correspondence and have replied.

 

 

[nong]

It is essential that it be IMPOSSIBLE for RAAus to refuse an application or cancel a membership.

 

The idea that one should be of "good character" to operate an aerial vehicle, is absurd.

 

All sorts of embezzlers, wife bashers, husband bashers, drug users, thieves, god freaks, unhealthy eaters, drunks, convicts, wine snobs, folk music lovers, risk takers and CASA employees share the roads with us every day.

 

These same people share the sky ..... for they are us.

 

Let's not saddle ourselves with the quite childish requirement that we pretend to be "as pure as the driven snow", less we live in fear of expulsion or refusal. No need to make a rod for our own backs!

 

 

[coljones]

George W Bush has an MBA - look at where that qualification got the world. I'm not sure how being an aviation lawyer or corporate lawyer helps with a member based servicing and advocacy organisation. Red Cross, RSPCA etc are charities, may have members but they don't provide services to the members or advocate on members behalf.

 

 

[fly_tornado]

Let's not saddle ourselves with the quite childish requirement that we pretend to be "as pure as the driven snow", less we live in fear of expulsion or refusal. No need to make a rod for our own backs!

But that option for the RAA to conduct political witch hunts is essential form of remuneration for directors that money can't buy.

 

 

[Yenn]

I have just gone through the draft constitution which in my opinion is very poorly worded and has various mistakes which shouldn't happen in a legal document.

 

Clause 6 Object seems to be an airy fairy, feel good idea and doesn't really represent what it should.

 

Clause 17 dispute resolution. It seems to be left up in the air. We should have the policy and procedure in the constitution. Not up to the directors at some future time.

 

Rules of procedural fairness are mentioned. What are they? Where are they defined?

 

21.3, 22.6, and 28.1 Are just poorly worded, not good English.

 

33.8 © Why should a proxy vote be legal if the member has revoked the proxy?

 

References to non existent clauses occur several times. That make this document farcical.

 

There is no definition of a "circular resolution" It looks like a possible way for directors to do something underhand.

 

The members charter should be part of the constitution. Not something the directors can make up later.

 

58.(b) Postal delivery in 3 days. That is a laugh. Even the post office doesn't say it can deliver in 3 days. 6 would be a more reasonable number.

 

No doubt others could find more problems, but to me it just seems to have gone off half cocked. Rather similar to CASA re writing the rules.

 

The above has been sent to admin. so I may get some feed back.

 

 

[fly_tornado]

You can imagine whoever drafted the restructure into a company to the board; we can get rid of those 6 board members that don't vote in our clique and as a bonus we'll get paid to vote the way we always vote. Effectively, you will have 4 board members of a clique running the RAA indefinitely. As one director retires another will be selected by the existing dominant group of directors to replace him. You'll end up with a very deaf executive that won't listen to anyone outside of the inner sanctum.