2021 BOD Elections AND Vote to amend the By-Laws - separate the CEO/President from Chairman of the Board

[Bill Strong]

The nomination process was exciting.  There was lots of buzz from people who wanted to be on the Board and from members who wanted to ask the hard questions.  

After 30 days we managed to get 7 nominees from our 4000 members.

Today is Sunday, November 1st and the voting starts today.  The voting "booth" will be kept open for 30 days before the election ends on Monday, November 30th, 2019.  On Tuesday, December 1st, we'll compile all the votes and on Saturday, December 12th we will announce the three members who garnered the most votes.  

Those three club members will officially take office for their three-year term on January 1st, 2021.

 

Here are your Board of Director nominees.

Michael Chisek
Alex Macevicius
Bernie Myers
Troy Truglio
Chris Huggins
Tiffany Alexander
Rodger Coan

 

The instructions are simple:
1. You can only vote for 3 people, and;
2. You can only submit one ballot.
3. Membership name and membership number are required.

We will monitor the results to make sure that no one casts more than three votes total.

Please contact me with any questions and comments at info@champcar.org.

All the best -

Mike Chisek
CEO
ChampCar Endurance Series
ChumpCar International, Inc 

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You as a member are voting on a change in the Bylaws for ChampCar Endurance Series.  The change is to separate the CEO/President from Chairman of the Board.  This change will have the CEO/President of ChampCar report to the Board of Directors.  The Board of Directors may elect a Chair of the Board of Directors from any of the current Board of Directors under Article V Section 3. 

Here is how the Bylaws read now under Article V Section 7:

Section 7. Responsibilities of CEO-President. Subject to the control of the Board, the President shall be the Chief Executive Officer of the corporation and the Chair of the Board of Directors. The President shall supervise, direct, and control the corporation's activities, affairs, and officers. The President shall preside at all members' meetings and at all Board meetings. The President shall have such other powers and duties as the Board or the bylaws may require. 

Here is how the Bylaws will read under Article V Section 7 and the addition of Section 11:

Section 7. Responsibilities of CEO-President. The President shall be the Chief Executive Officer of the corporation. The President shall supervise, direct, and control the corporation's activities, affairs, and officers. The President shall report to the Board of Directors.  The President shall have such other powers and duties as the Board or the bylaws may require. 

Section 11. Responsibilities of Chair of the Board of Directors.  The Chair of the Board of Directors shall preside over the Board of Directors.  The Chair of the Board of Directors shall prepare all meeting agendas and call all board meetings to order.  The Chair of the Board of Directors will set goals and objectives on an annual basis for the Board of Directors.

Vote yes to approve, or No to not change the By-Laws.

Vote here
https://forms.gle/6UaCsa2gjj3VvjgE9

[FlorahDorah]

I see that Bernie has posted a statement outlining his position. In the past we've included such statements from the candidates with election materials. I'm not seeing any such statements with the election materials. Did I miss something? (I could very well have missed stuff as I'm not on here that much anymore.)

[E. Tyler Pedersen]

15 minutes ago, FlorahDorah said:

I see that Bernie has posted a statement outlining his position. In the past we've included such statements from the candidates with election materials. I'm not seeing any such statements with the election materials. Did I miss something? (I could very well have missed stuff as I'm not on here that much anymore.)

 

Nope you didn't miss anything. I am waiting the candidates to put up their bios and other information to cast my votes. 

[Bill Strong]

I have added url's to the ballots. I can't link them. but they are there.

 

[Ian]

In regards to the bylaws change.  How is a new CEO to be chosen?  Are they elected or just chosen by the BOD.  Is there a stated term?

 

I understand the Dana will be taking over as CEO now, but is this just an interim position?  Will the BOD or the members be voting on a CEO?

 

If Dana decides to leave, how is a new CEO chosen?

 

I do not have an issue with Dana as acting CEO, or even being full fledged CEO.  The details of how it all worked out are just a bit murky from a normal member standpoint.

[E. Tyler Pedersen]

1 minute ago, SonsOfIrony said:

In regards to the bylaws change.  How is a new CEO to be chosen?  Are they elected or just chosen by the BOD.  Is there a stated term?

 

I understand the Dana will be taking over as CEO now, but is this just an interim position?  Will the BOD or the members be voting on a CEO?

 

If Dana decides to leave, how is a new CEO chosen?

 

I do not have an issue with Dana as acting CEO, or even being full fledged CEO.  The details of how it all worked out are just a bit murky from a normal member standpoint.

 

The CEO was appointed by the Board of Directors. We interviewed Dana Morrison and all were unanimous on him as the next CEO to lead us into the next phase of ChampCar.  

 

I asked Dana how long he wants to stay in ChampCar and its a long time. 

 

Since the CEO reports to the BOD then the BOD would choose a new CEO if Dana would decide to leave. 

 

We wanted to separate the CEO from the Chair of the BOD thus the change in by laws. 

 

Hope that clears it up. 

[TAlexander]

There was a break down in communication, that bios were going to be used from the forum and not sent to member like we've done before. I've posted mine now.

21 hours ago, FlorahDorah said:

I see that Bernie has posted a statement outlining his position. In the past we've included such statements from the candidates with election materials. I'm not seeing any such statements with the election materials. Did I miss something? (I could very well have missed stuff as I'm not on here that much anymore.)

 

Edited November 2, 2020 by TAlexander

[Team Infiniti]

3 hours ago, E. Tyler Pedersen said:

We wanted to separate the CEO from the Chair of the BOD thus the change in by laws. 

What’s the good and bad about the way it is versus the proposal?

[E. Tyler Pedersen]

12 minutes ago, Team Infiniti said:

What’s the good and bad about the way it is versus the proposal?

 

Right now the CEO and Chair is one of the same.  I have never seen this in any by-laws in my life where the current CEO sits as Chair of the Board.  Usually the Chair of the BOD is a past CEO or someone who is an advisor to the BOD, not the person who is in charge of the day-to-day of the organization.  With separating these two out, the CEO will report to the BOD and have the checks and balances set forth within the organization.  Dana does not want to sit on the BOD and he wants to report to the BOD.  He wants to focus on the day-to-day and run the organization.  He wants to be able to report his information to the BOD and have the BOD advise him on new ideas that he has to move forward with.  

 

Hope this helps clarify the change.  This is my own personal opinion and did not come from the BOD.

 

Thanks!

[JDChristianson]

3 minutes ago, E. Tyler Pedersen said:

 

Right now the CEO and Chair is one of the same.  I have never seen this in any by-laws in my life where the current CEO sits as Chair of the Board.  Usually the Chair of the BOD is a past CEO or someone who is an advisor to the BOD, not the person who is in charge of the day-to-day of the organization.  With separating these two out, the CEO will report to the BOD and have the checks and balances set forth within the organization.  Dana does not want to sit on the BOD and he wants to report to the BOD.  He wants to focus on the day-to-day and run the organization.  He wants to be able to report his information to the BOD and have the BOD advise him on new ideas that he has to move forward with.  

 

Hope this helps clarify the change.  This is my own personal opinion and did not come from the BOD.

 

Thanks!

Thanks Tyler

 

I feel like it’s an additional check and balance that is a good thing for the organization. 

[Ian]

1 hour ago, E. Tyler Pedersen said:

 

The CEO was appointed by the Board of Directors. We interviewed Dana Morrison and all were unanimous on him as the next CEO to lead us into the next phase of ChampCar.  

 

I asked Dana how long he wants to stay in ChampCar and its a long time. 

 

Since the CEO reports to the BOD then the BOD would choose a new CEO if Dana would decide to leave. 

 

We wanted to separate the CEO from the Chair of the BOD thus the change in by laws. 

 

Hope that clears it up. 

 

It clears most of it up thanks.  So all the control rests with the BOD.  And now that the CEO is no longer sitting member they "serve at the pleasure of the BOD".

 

I think Dana is a great choice.

[E. Tyler Pedersen]

1 minute ago, SonsOfIrony said:

 

It clears most of it up thanks.  So all the control rests with the BOD.  And now that the CEO is no longer sitting member they "serve at the pleasure of the BOD".

 

I think Dana is a great choice.

 

Remember this is still a member owned not for profit organization.  The BOD does oversee the CEO, but the CEO should be completing the day-to-day operations of the company.  The BOD should not get involved with day-to-day items unless the CEO needs help from the group.  

[FlorahDorah]

Very interesting. Is the Board then responsible for the long-term, strategic vision for the organization? 

[E. Tyler Pedersen]

26 minutes ago, FlorahDorah said:

Very interesting. Is the Board then responsible for the long-term, strategic vision for the organization? 

 

Between collaboration of the CEO and BOD we should be responsible for the strategy vision of the organization.  We will listen to the CEO and have ideas for what ChampCar should be in the future.  Also we should be listening to our members on how to keep this organization strong for years to come. 

 

Again these are all my opinions not an overall BOD statement.

[TAlexander]

2 hours ago, FlorahDorah said:

Very interesting. Is the Board then responsible for the long-term, strategic vision for the organization? 

I agree with Tyler; it is a joint responsibility between CEO,  Board of Directors, & member feedback . (My opinion only, not a statement from the BOD)

[FlorahDorah]

Is there a document summarizing ChampCar/ChumpCar BOD responsibilities? 

[E. Tyler Pedersen]

44 minutes ago, FlorahDorah said:

Is there a document summarizing ChampCar/ChumpCar BOD responsibilities? 

 

The bylaws.

 

https://champcar.org/mainweb/wp-content/uploads/2017/12/ChampCarBylaws.pdf

[Bill Strong]

48 minutes ago, E. Tyler Pedersen said:

 

The bylaws.

 

https://champcar.org/mainweb/wp-content/uploads/2017/12/ChampCarBylaws.pdf

 

and if the bylaw updates are approved I will update the ChampCar logo as well.

[FlorahDorah]

56 minutes ago, E. Tyler Pedersen said:

 

The bylaws.

 

https://champcar.org/mainweb/wp-content/uploads/2017/12/ChampCarBylaws.pdf

 

So then I shouldn't be reading about board members' opinions on their duties. 

 

In the real world, a leadership team puts together a strategic plan with short- and long-term goals. A corporate board reviews and provides input on the plan. The board then provides oversight on whether the company is meeting those goals and whether changes need to be made to adjust to the market. 

 

Things can be different for our little organization, but the bylaws should spell that out. 

 

(Please don't make me go and read them. It will hurt my brain. Just make sure the CEO and BOD is in agreement on duties.)

 

[E. Tyler Pedersen]

14 minutes ago, FlorahDorah said:

 

So then I shouldn't be reading about board members' opinions on their duties. 

 

In the real world, a leadership team puts together a strategic plan with short- and long-term goals. A corporate board reviews and provides input on the plan. The board then provides oversight on whether the company is meeting those goals and whether changes need to be made to adjust to the market. 

 

Things can be different for our little organization, but the bylaws should spell that out. 

 

(Please don't make me go and read them. It will hurt my brain. Just make sure the CEO and BOD is in agreement on duties.)

 

 

I would always defer to the bylaws on what we should be doing as a BOD.  I just give my own opinion on what I think versus making an actual statement on behalf of the Board.

 

I don't want you to have to go read the by laws either, but the Chair should be working with the CEO developing strategic goals for the BOD and for the series. 

[Bill Strong]

she said duties.