Interesting Changes in COMTA By-laws

I reported in my May 5 blog that COMTA volunteer of more than ten years, John Goss, had been removed from his position, during a meeting he was unable to attend. That led to my reporting a personal experience I had with the organization; I heard through the grapevine that the officers were upset that I had given them negative publicity. I don’t owe them an apology, and there will not be one forthcoming.

I haven’t felt any need to revisit the issue, but an interested party sent me a copy of changes that COMTA had made to their by-laws, effective April 16. I received them while I was on vacation, am just now getting caught up on my correspondence, and I must say, it looks as if they might have been changed in anticipation of getting rid of Mr. Goss.

Here we have an interesting change:

Section 3.12:  A Commissioner who is present at a meeting of the Board at which action on any matter is taken shall be conclusively presumed to have assented to the action taken unless his or her dissent shall be entered in the minutes of the meeting. Such right to dissent shall not apply to a Commissioner who voted in favor of such action.

According to a COMTA insider, who prefers to remain anonymous, the minutes never record votes by commissioner per se unless that commissioner asks that his/her vote be specifically recorded, and since few know this, this section seems intended to silence dissent.  Basically, it says that if you were there, you assented—regardless of how you voted unless it is specifically recorded in the minutes.  The ByLaws do not require votes to be recorded on a roll-call basis.  Seems this is needed before Section 3.12 can be enforced.

Then we have these:

Section 3.14: …In addition, a Commissioner may be removed without cause by an affirmative vote of two-thirds of the Commissioners then in office.

and to top it all off:

Section 4.2:  … Any officer may be removed by the Board of Commissioners at any time with or without cause, whenever the Board of Commissioners believes the best interest of the Corporation would be served thereby.

I stated in my earlier blog that Goss was known for asking hard questions and holding members accountable.  When I contacted COMTA leadership for a quote, before printing my blog about Goss, I got the answer that he was thanked for his past service and wished well in the future.  Later on, COMTA Chair Melissa Wade e-mailed me that due to confidentiality, they could not tell me why Goss was removed, but assured me that if I was elected to the Commission I would have access to the file. Obviously, that’s not happening.

It looks to me like the amended section 4.2 will allow the Commissioners to remove anybody that disagrees with them, or makes them mad in anyway. When you put yourself in the position of being able to remove someone without just cause, what does that translate to? We can remove you if we don’t like your tie? Your attitude? Your questioning our authority?

Board documents, such as practice acts, rules, by-laws and guidelines of any board are living documents, subject to change as time and experience show a need. Hopefully they are always changed with an eye to improving the public protection, service to stakeholders, or whatever the particular entity is charged with doing. I’m not sure that’s the case here.

I’d like to remind the folks at COMTA that big egos at the top, a lack of transparency, poor service to stakeholders,  and changing by-laws to suit whomever is in charge at the time, are the very things that came within a hair’s breadth of bringing down the NCBTMB. I wouldn’t get too carried away with making changes like the ones above. As the present NCB leadership who inherited just such a mess to clean up can attest, it’s not going to serve your organization well at all.

Laura Allen

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