...In reference to this proposal.

Jeff

Would being a member of Organization A while forming Organization B with a primary mission statement of taking a key artifact from Organization A's collection constitute some sort of conflict of interest? Perhaps to the point that they risk forfeiting their memebership in Organization A?

Maybe, but it depends.... (classic lawyer answer). The only way this could happen if the person breaches their fiduciary duty.

The person in your hypothetical would have to be in a decision making capacity with both organizations. Also, the transfer, sale or lease of the artifact would have to be detrimental to Organization A. Think of loosing a "key" artifact. Also, it would depend on your by-laws, etc. However, this is not apparently the case in your hypothetical, or the potential real-life situation.

A more common example is self dealing, which is a big no-no for your BOD. Think if you were on the BOD of an organization, of let's say an auto museum. You, and others on the BOD decided to thin down the collection, sell the surplus cars at a local non-collector auto auction, and then bought some of those cars at the auction. That would be a breach of a fiduciary duty.

Yes, BUT.......

This kind of thing hamstrings more potential projects than we might want to admit.

I'll give you some not-so-hypothetical examples:
*Museum gets a locomotive donated to it because it needs parts for a locomotive of the same model that it's restoring. Meanwhile, another group wants the "leftover" shell to restore for its own project. Head of restoration says "sure, come and get it;" board of directors says "well, we need to get scrap value, plus we have a fiduciary responsibility to OUR board and members....."
*Museum gets a bunch of ephemera donated to them. About half of it fits the mission statement. Another group offers help in sorting, storage, processing, and restoration in exchange for the stuff the first group doesn't want, which they'll keep and dole out to other groups. It never gets anywhere, because the board of directors never signs off on a document allowing it, and all the stuff still sits in a pile in a back closet to this day.
*Mechanical officer brashly swaps a set of heavyweight trucks to the scrapper for the set of trucks that they actually need, from a car that was being cut up elsewhere. Oh, but he didn't go to the BOD first. Never mind that the old trucks have been sitting past the buffer stops of the far siding for ten years or more, and now they can get that other car on the road. The BOD reprimands the mechanical officer...... not that they ever had plans for those old trucks....

There are a few people out there whom I have to just say are "Git 'Er Done" folks. They aren't going to put up with the balderdash of their board hemmin' and hawin' and debating merits until the cows come home. "YOUR way resulted in that chicken coop collapsing on itself back behind the barn twenty years after you saved it, when I could have gotten it to a group that at least might have had it halfway fixed up by now...." I've argued heatedly with these guys now and then, but they always had a perfect response: "And your proposed alternative, with money backing it, is...?"

Crafty deal-makers need to be supervised, and if necessary be held accountable. But God bless 'em. We are all further along because of them.

If your BOD can't function, you need a different BOD. That's a very different problem.

dave

Mr. Mitchell, we are getting far afield from the original post, and the question presented. The question presented, while hypothetical was whehter this person, a member of both groups was in some sort of conflict of interest. The answer is no, unless they are in a decision making capacity. Suppose your museum librarian is a board member and also a used railroad book dealer, and as librarian they decide to dispose of excess books, at below-market value prices, to themmselves, where they turn it around and sell for a profit. You have a problem.

On the other hand, say your librarian is also a board member, and a memember of another gorup that owns a station, and wants to start a small library. You propose a transfer of some books which are excess to the other non profit, which then uses them in its small library. I don't see a problem there.


Sometimes, you remind me of the guy that shows up to the rules review and test every year, and tries to prove some element invalid because he thinks of up a crazy, impractical hypothetical that "defeats" the rule. I also had to listen to hours of this crap in three years of law school classes from students who wanted to be "the smartest guy in the room."

As Mr. Lathrop stated, your real-world examples indicate larger systemic and structural problems with said organizations that go beyond the subject dissused here. At best, it appears that people in your examples are using "fiduciary duty" as a crutch to hide their own incompotence and inaction.

Making deals and trades to further the organization is one thing, making deals and trades to line your own pockets is a problem.

IMHO this group needs to start now making frineds with the class 1's in Wisconsin. Putting $$$ into restoration of a large mainline locomotive and not having agreements in place to allow it to operate is pretty short sighted. I know that Wisconsin & Southern have been steam friendly in the past, but they are also under new ownership, so all bets are off. If no agreement, particularly with CP, can be made then another large steamer is a non starter.

And besides, isn't finding passenger cars the bane of the excursion business?

If it wasn't for the moving valve gear logo, I'd assume it was a website that was just set up with random words and images to secure the website address.
Was I the only one who noticed a photo from an airshow with a helicopter as their primary front page photo???

p51, You're right, the pictures look generic and they certainly are:



Stock Photo

Hamster,
this group is in need of quite a bit...starting with the need for this "FOR PROFIT" organization to read this topic
which should help enlighten them to the fact that their profit will NEVER materialize.

They are also in need of land to build their pipedream roundhouse, an architect to design it, zoning approval, money to build it, mechanical knowledge, a steam locomotive, a passenger train, any and every tool imaginable to rebuild said locomotive and train, and damn near everything else you can name!

What do they have? A laughable website, an idea, and a spokesperson with a remarkable lack of tact.

Their spokesperson made several vague allusions about something on IRMList a few months ago, but this one is a classic:

She "maybe the fertilizer"? LOL...I would not disagree...but if she isn't, she is at least full of "fertilizer"!

Jeff

reference: http://finance.groups.yahoo.com/group/IRMlist/message/16759

Is it me or do I find this project utterly boring even if it is completed. that fact is that we have a very well ran group less then 500 miles with the Hiawatha cars. if they wonted to make it look like the rock island or d&h 4-8-4 then i would be behind them or even better the friends of 261 wonted the locomotive to do the same then fine great. but other then that no its just boring

I think duplicative is a good word. There's a lot going on in the region, where if one were really motivated about fundraising, they could work within the "existing framework" to get stuff done.

The Milwaukee Road Historical Association, for example, is a big supporter of IRM. Why not work with them on developing a museum, or even a display at a museum? Why not work with them, or IRM on fundraising, etc.?

I agree that this concept is, at best, entirely unnecessary given the status of the 261.

I took a look at their website (http://steammarketinggroup.com/home.html) and it occurred to me that there are other potential impediments to their program's financial viability as well. With redundant institutions fomenting local interest in comparable endeavors, differentiating event marketing sponsorships from other types of support structures where the messages are potentially resented and interpreted as self-serving and intrusive is likely to be fraught with jeopardy and fiduciary exposure, while implementing policies to promote superior consumer advertising impressions for sponsors without jeopardizing the capability of the endeavor to fulfill other aspects of its organizational mission will be a formidable challenge. Additionally, coordinating experiential marketing techniques and auxiliary applications in advertising and media to help the enterprise positively heighten brand perception in liquefied bunkum uncleanliness, informal half-hourly, hierarchic unsatisfactoriness and validity with masterly serenade and spice conveniently so as to convenience boulevards, berthed dioxide, cloistered dramatic cytology, triplication uncouthness and unchaining sabbatical considering that this would be in Milwaukee.

...sorry about that, somewhere in there it went from material lifted from the Steam Marketing Group's website to material from randomwordgenerator.net, but I'm really not sure where...

The reports of your exaggeration have not been greatly exaggerated.

I just looked at the website, are these people for real? You're telling me that's a serious business and not a Dilbert Cartoon?
This thing makes draining the quarry and looking for the lost Hudson look practical by comparison...