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BGonline.org Forums
USBGF Response Regarding Rod Covlin
Posted By: Rod In Response To: USBGF Response Regarding Rod Covlin (Perry Gartner)
Date: Sunday, 2 January 2011, at 4:40 p.m.
I never stated that the board did not have a right to remove me as President or Chairman. Only that they did not have the right to remove me as a board member (reflected in what Perry says). They did, in fact breach the bylaws. Perry has admitted it. The breach should not have been a surprise to the board- I had many conversation with Harvey Gillis about it, as he led the charge to oust me. I would have thought that an informed intelligent board would have read the bylaws when considering something as serious as this. It doesn't speak well for them. Ignorance and incompetence is not a legal defense in these situations. There is even an attorney, Alfred Mamlet, on the board. Karen Davis is intimately familiar with nonprofits, as she runs one. Perry and Harvey run/ran companies.
Insofar as allegations that I somehow breached my fiduciary obligation when I registered the URL and trademarks, since there was no organization when I obtained the original URL and no organization with any name of any URL or Trademark when I obtained them, and no credit card for the organization when I obtained them, it would have been difficult to expediently register any of these directly for the organization. So, rather than crediting me for paying these fees out of pocket and donating the URL's and the trademark ($325, if I recall, paid when I was out of work), Perry and the board seek to redirect your attention away from their breach of the bylaws. And, no, I never asked for a receipt with a high valuation. Being well aware of the IRS laws regarding such things and having spoken to Stick in the past and having looked into the way people donate URL's to organization (namely, this one to the USBGF), I was quite knowledgeable about the fact that organizations do not provide valuations of URL's or trademarks - it falls to the individual or company to get an independent valuation to submit to the IRS for tax purposes. Perry, in short, is full of it. [Kind of like when he told me, after a 5 point last chance match in Vegas, that one of my plays was at least a 0.100 blunder and his play was wrong by 0.494 (and he really really thought about it). But that came as not much of a surprise since I don't think Perry has ever managed to outplay me in a match - right, Jeb? Who keeps voting Perry into the Giants list, anyway?] Further, when Rich and I discussed purchasing the USBGF URL's, we both agreed that I would purchase them since I had purchased the USBA URL's already in the past. My "ownership" was not a secret. "Insisting" implies that I wouldn't do so without a large valuation being included. I have the letter - there is NO valuation provided. Perry, you're shameful. I started the organization with $5,000 of my own money. Neither you nor any other board member reached into your own pockets, even when money started getting tight, until our "Founders" cube level were established and you could all get credit for your donations. Perhaps the board's consideration in respect to the URL's and trademark was shaped by Perry's flawed understanding of the matter. Not a surprise either. I could go on for pages about how he mishandled the logo design selection process (remember those private email between me and you, Perry?) and extra funds that had to be expended as a result. But, I understand that Perry tries to motivate people by telling them "that he won't be around forever", so what can we expect.
The reason I retroactively resigned is because the board made it clear that if I did not they would never consider me to be reinstated. Under duress, under extreme duress given my situation at the time, realizing what supposed friends had done to me after everything else I was being put through, I retroactively resigned.
So, first, the board violated the bylaws. What they did was immoral but illegal, too. Then when the illegality was brought to their attention, they said that they would fix it by changing the bylaws so they could legally get rid of me. Legal? Perhaps. Right? No. Take the following hypothetical: 2 people on an 9 member board want to gain control of an organization in which changing the bylaws requires a majority vote (5) and getting rid of a board member requires a 2/3 vote (6). They convince a 3rd person to "join" them. Those 3 convince 2 others to "join" them. They change the bylaws so only a majority vote is required to remove board members. They get rid of the other 4. The 3 get rid of the other 2. The 2 get rid of the 3rd.
The bylaws were written to protect the organization. Bylaws are meant to be changed, but not for the express purpose the organization wanted to change it.
Right now the bylaws prevent the board members from enriching themselves. What happens if one day the USBGF sits on a $1 million bank account. Is it ok for the board to change the bylaws so that they can pay themselves each $100,000?
A board that schemes to get around their own laws?
Mark my words, it'll happen again, and again, and again. And one day it will cause its own demise. Sadly, the backgammon community is apathetic. Perry, the 6th board member, like to consider himself a founder of the USBGF because he "talked about it for years". No one did anything for years until I did (excepting, perhaps, Phil and Carter).
Anyhow, I have sounded the alarm. But, sadly, it won't do any good.
Lastly, can Perry prove that he is not guilty of a crime? Disproving a negative is often a difficult thing to do. Guilty until proven innocent? The American way exemplified right in the USBGF!
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