Ok, thanks for the responses. I to belong to several other hobby groups, some non-profit, some scratch out a meager existence, barely called profit. None of them experienced the grief that ACMOC has gone through. Time will tell.

To start with I want to say Jeff,GWH,Don and a few other BoD members have done wonders to straighten out the mess our past Bod got us into. We now get some kind of acoutting and meeting minutes with every issue of news letter along with them asking us for imput on issues and explainations of what they have done and why a far cry from what we got in past, Burt we must understand there isn't much they can do about what took place in the past like 100s of models missing (STOLEN) and missspent money but I hope they cooperate with the GOV. so those who got checks to themselves without approval and missplaced 10s of thousands in products will have to answer for it and a couple i hope get jail time. As you see everything I ask for in past and refussed by past BoDs about sharing info with members is starting to dribble out to the members. Please keep up the good work.
OK let me see if i can add to this witout pissing someone off. But from info I gatherd from the founding fathers, the attry Phil and the state of Ore. Atty.Gen. This is what I cam up with.
The orig. intent of founding fathers was to have a club that was for Antique Caterpillar collectors with a museum for the public in their local comunity, that all went wayward when the club grew too fast and outsides took control and moved the operation to Ill. and started selling toys. that is why the founding father have pretty much divorced from ACMOC and started all over with ACMM and carring out their goal with a museum and education center. With that their goal was set well with articles of Inc and the IRS with the non profit tax status they chose taking money from others and sharing and educating the public about Antiqute Caterpillars and Machinery with all who were interested.
But with the move came Toys and income from outside from public and members and under the Non profit tax status we started with the IRS says any money from public must go back to public and member income can be spent however, that where the problem comes, legally we can only have income from members because there is no program for the public. Every toy sold to gen public at a show ov ordered from ACMOC in past was illegal and we are still liable for income tax on that money. (notice new wording for members only) we arn't getting a speacail deal it's the law. But the IRS has been lax in Oregon about it and very little forms were ever filled at all after the move to Ill. because very little to no records kept, minutes of meeting or finance records after the books left Oregon. Money was spent on Specail members buy fuel to take their machines to shows and much along with buying things without BoD aproval.9 You might ask GWH or Don what records they got when he took over LOL. And that is where we are in Ill. because there they are not as lax and require a yearly accouting that cost around $10,000 to prepare for the new tax status and some of that could have been avoided but guys we have a bad rec. with the IRS and on a final note I have been told may time by the ORE. Attry. Gen that he was going to ask for and audit and ask IRS to do same of ACMOC past records not sure if they have not done so yet or they have and waiting because there is nothing since Dave Smith turned over records to Peroria people years ago til Don and GWH took over. I have also been told that records that Dave sent forth were past on to ???????? (I wont say their names) but all that is missing too. If we get Back money for all mechendise missing and fuel that went into a few big rigs and money back for trailer that was bought without appov. and such we would have about another $50,000 in the bank. (figure what 100 of the first D2 models missing that are selling for over $300 ea on EBay would add alone)

Just as a note to clarify things, the IRS audited the club for its 2004 figures (I think it was) and we ended up paying back taxes on toy sales. So we do have a poor record with IRS. I have to correct something I wrote yesterday. Phil Ringle, our club attorney from Oregon, a darn good man and Cat collector and Man of the Year for 2006-07, did indeed draft our corporate charter to get 501-c-3 status, but the IRS rejected it and gave us a less favorable 501-c-7 status. Shortly thereafter, the corporate charter was revised to delete some of the language written for 501-c-3 status. Don't understand why IRS refused to give us 501-c-3. But Phil and I have been in contact over the past year about this, and the board wants to try again. That's why we are asking for approval to change corporate charter documents - to try again. Sometimes it takes 2 or 3 trys before IRS relents and gives approval. (And sometimes you don't ever get approval.)

As for Willie's other comments, I am ignorant of those things and think it better that I not comment. I don't know what records Don Dougherty received. We now have a Finance Committee, newly created, and I think there are going to be further changes instigated by our new treasurer Jim Clack. (Don resigned recently.)

GWH

Apparently I stirred up more than I figured---

If the current by- laws require a vote of the entire membership, a post card without any controls (such as verification of membership status) is totally worthless. I could quickly print up 500 and send them in and completely skew the result. I this is just to be a "make me feel good" ballot for the mebership or the Board, I stick with my original comment. If the by-laws require a vote, do it right.

I don't think this organization was set up to be a democracy-- the Board of Directors are suppose to run the operation. That's what we elect them to do.

There is no way that you can totally inform all the membership of everything that is going on within the organization. Get some balls and make the decisions that need to be made and get on with it.

Phil you are correct on part, the ballot system is a joke you get a card to vote and send back in nobody knows how many were printed and who gets them from mail and from who anybody could make hundred coppies and sent them back to whoever like the last election on our big move,was strange how 3 times more somebodies voted for the move then any BoD election we ever had. That ballots need to be coded and sent to members with retur address of outside party for verifacation and counting not to a mailbox that many have acess to. The election to move was a big joke I sent in 12 ballots just to prove my point but KB must have printed a reem of them the way the voting went.
As for your other part the Bylaws are like the constitution of U.S. not legal to change so easy. and I think it's good part on the BoD to ask members how the want their club run and carry out the members wishes not what a few think we should have. But changes are need to change the tax status and even then the IRS may tell us we are just a for profit company and make us pay reg taxes, its close to that now.

Phil Dirt raises one or two important questions.

First, he suggests that the board of directors is shirking its duty by referring the matter of the amendment to our articles of incorporation to the membership for a vote. Here is a portion of the board committee report to the board on this particular point. The Oregon Revised Statutes, Article 65, governs non-profit corporations.

“To convert our tax status, we need to amend our Articles of Incorporation on file with the Oregon Secretary of State. Those amendments would include altering slightly the purpose for which the corporation was organized, and altering the language concerning income and disposal of corporate assets upon dissolution.

“It appears that the board of directors has no authority to make such amendments. Section 65.434 of the Oregon Non-Profit Corporations Law generally provides that “a corporation’s directors may adopt one or more amendments to the corporation’s articles without member approval”, but then limits the subject matter of directors’ amendments to five things, all of them of minor importance, and none including the amendments necessary to convert our tax-exempt status. Our own bylaws provide:

“Section 10.01. The board of directors shall have the power by majority vote to alter, amend, or repeal the by-laws, or to adopt new by-laws for the management of the club affairs so long as they do not conflict with the existing laws applicable to non-profit corporations for the state of Oregon and so long as they do not conflict with the stated purpose of the club in Section 1.02. [Amended July 25, 1998. Note: This includes amending the Articles of Incorporation. Please refer to the Articles of Incorporation.]”

“The Articles of Incorporation currently state in pertinent part: “The business and affairs of this corporation, including amending the Articles of Incorporation as necessary, shall be managed by a Board of Directors.” This provision can not avoid the limitations on the power to amend the Articles of Incorporation found in Section 65.434 of the Oregon statute. Further, it was unnecessary to place that provision in the Articles of Incorporation as the board already had authority to amend the Articles of Incorporation (although limited as to subject matter).

“Therefore, the membership must approve any of the proposed changes to the articles of incorporation. Section 65.437(b) of the Oregon Non-Profit Corporations Law provides that approval of such amendments requires “at least two-thirds of the votes cast or a majority of the voting power, whichever is less”. Section 65.001(45) defines “voting power” as “the total number of votes entitled to be cast on the issue”. Voting power in our club is about 3,200 votes. Clearly, 2/3 of the votes actually cast are the lesser amount, and accordingly, the amendments must be approved by 2/3 of the votes cast."


Second, Phil suggests that the club is not a democracy. Well, the answer is, it is a representative democracy. While it is true that the Oregon Revised Statutes gives the board of directors the responsibility for the business and affairs of the corporation, the members elect the board, and the members can remove the individual members of the board. So the board is ultimately answerable to the members of the club. Does not that sound something like "democracy"?

As for the possibility that someone will commit fraud and submit multiple copies of the ballot, it is possible but not probable. If it happens, we can defer the matter to a live meeting of members at the 2008 Woodland show, and vote all over again. I can't see any reason why someone would be dishonest about the matter - the vote, either way, doesn't put any money in anybody's pocket, and there is no obvious advantage to an individual member in throwing the election. If you want to stretch that far, it would make ordinary every-day life next to impossible. We will see what happens.

GWH

It is very propbable to skew the vote with a post card mail in George, doing it with the members membership number stamped on it and haveing an independent party count votes is what will keep peace and harmony throughout the organization, I've been there done that with the ATHS, we have had some large problems also in the past, and we're now on the straight and narrow.

Also I talked to our General Manager and he said he would be more that happy to talk to you about the 503 status if you would like.

You missed the whole point---

If the applicable laws require a vote by the membership- do it right. The postcard mail- in system is a joke. You have no way of know whether any of the ballots are from members or not. Wasting postage.

I could care less about how the club is run. I want a decent magazine/ newsletter, a website is nice, but if it isn't here so what? The Directors are elected to run the operation and if the membership don't like the way it's working we can run them off.

The equipment shows are ok but there are always alternatives.

You need to check you definitons- this organization does not fit as a "representative democracy".

Get on with it. You know that the results are going to be what you want so move on.

The Tractor Company had a lot of problems when they started and it still has it share of problems. Problems are not resolved by negative talk-but constructive comments always seem to help resolve. Just hope everyone keeps a clear train of thought and lets the board get it worked out. I really appreciate what they do because I-for-one do not have the time. I guess I just want to reap the benefits and let someone else do the work. Last-keep up the good work work.

Ken the prestent BoD is doing good job and has turned things around but in my mind have made a few bad choices, like notstopping the toy contract with Norscott. I think that before ones becomes the Pres he shoud sit thru his first full term and then if re-elected then can become pres. not atend few meeting and your in,also should only allow one person from any group on BoD at a time (example;Cat Corp.person or retired Cat Corp. person), and we should have districs with set number of reps from each not all from one area.
Guys who think like you are part of problems of the past just pat them on the back and tell them what agood job they are doing when infact they had no accounting system, kept no minutes or records of much and signed contracts and bought things without appoval, never let the membership know of any of the above and let outiders (not BoD members) have the run of things. When hes gone from BoD he has no more right to mail or other stuff then you or I, their only say or actions they should have is show up at meeting and voice themselves as a member making coment and that is what created lots of our problems in past. More then you can imagine. Our last pres was a lying cheat, crooked snake and I think all should know that. Without neg. feedback and coments he would have never walked away from the BoD and we wouldn't have the info that we are getting now from the BoD.
Now with they way Jeff, GWH,Don and few of the BoD have straightend thinks out and been truthful with the members it will be hard for news officers to go back to the BAD ways and hopefully some things like Norscott contract that was done without approval will be undone.This is how changes come about pat them on the bag and give them a treat when they do well and give them hell and kickem in the butt when wrong.