Your Ongoing Support is Necessary to Rescue Your ACS

Roger Clarke, on behalf of a group of senior ACS members

7 November 2019, rev. 11 November 2019

This document is at http://www.rogerclarke.com/SOS/RescueYourACS-Part2.html
Its prequel is at http://rogerclarke.com/SOS/RescueYourACS.html

Funding for the Action

The group needs your assistance. This may be achieved by negotiation, or mediation,
but it may be necessary to get court orders to overturn the resolution.

You can contribute via the crowdfunding page.

For alternative channels to provide financial support, email the convenor

The Story So Far

The Proposal

The ACS executive called a General Meeting at 9am on Friday 25 Oct 2019.

The motion on the agenda was to convert the ACS from an incorporated association to a company limited by guarantee.

The new constitution would destroy the ACS as a professional society, and substitute for it an industry association and/or a marketing corporation.

The new Constitution would remove the last vestiges of member influence over the organisation's strategy:

• it grants all power to the executive
• it reduces members' influence over the executive to almost nothing
• it converts Branches into Divisions under the executive's control
• it completely removes the Congress through which members can currently voice their views to the executive
• it enables those in power to determine who is permitted to nominate for positions of influence

Passage of the resolution would make it very difficult for members to ever recover control over the Society.

The Case Against the Motion

A very weak case against was included in documents posted by the ACS executive on 3 July 2019.
Very few members noticed. Objections from Branch Committee members were ignored.

Many members only became aware of the corporatisation plans after a Notice of Meeting was distributed on 3 October 2019, 22 days before the meeting was to be held.

A group of senior members prepared and distributed an analysis of the proposed constitution.
A substantial amount of information was provided at Rescue Your ACS Part 1.

The group sought proxies against the motion.

The ACS executive blocked the group from distributing information to the membership list. It was therefore necessary for the group to use its own networks, and to encourage members who received it to pass it on to others.

We estimate that we reached 500-600 of the estimated 5,000-6,000 voting members in this way.
163 proxy-votes were cast against the motion, most of them appointing members of the group as proxies.

The General Meeting

At the meeting, a further 23 personal votes were cast against the motion, but the ACS executive declared that it had amassed 430 proxy-votes and a further 131 votes cast in person at the meeting.

The resolution required 75% approval to pass.

With a total vote-count of 747, 560 would have failed, and 561 would have passed the motion.
The ACS executive achieved precisely 561 votes, and declared the motion approved.

The Action

The contention is that the process whereby the resolution achieved a 75% majority of votes evidenced many irregularities, and as a result is not an appropriate reflection of the members' will. Examples of the irregularities are as follows:

• The Notice of Meeting misrepresented the scale and nature of the changes to the constitution
• Some proportion of members of the Society did not receive a usable copy of the Notice of Meeting
• The information provided to members with the Notice of Meeting was strongly oriented in favour of the motion,
  and almost no information was provided about negative aspects
• The ACS executive blocked the case against the motion from being distributed to the ACS membership list
• No independent Returning Officer was appointed
• Proxy-votes were visible to ACS staff
• Two proxies against the motion were unreasonably disallowed
• The Meeting Chair, despite being required to be impartial, spoke for 15-20 minutes as President, in favour of the motion
• The Meeting Chair unilaterally limited the debate to 2-minute statements by 4 speakers Against and 4 For,
  and no questions from members were permitted
• The Meeting Chair closed the meeting immediately after announcing the result, without inviting questions or comments,
  and without even looking around the room for any raised hands

The group is initially seeking a negotiated or mediated solution.

If court action proves to be necessary, access will be provided to the court documents here, once they have reached open court.