Important News about the Future of POA

AdamZ

AdamZ

Touchdown! Greaser!
Joined
Feb 24, 2005
Messages
14,869
Location
Montgomery County PA
Display Name
Display name:
Adam Zucker
Back when Chuck started Pilots of America it was meant to be a temporary home for many of the folks who frequented the old AOPA board while it was OTS for reconstruction. As fate would have it this temporary parking spot has become home. Chuck has really been the " owner" of POA and has graciously shared it with all of us. Of course there are many who have contributed to the sucess of the board and many great friendships have been forged.

POA has grown over the years to a point where it has become difficult to own and manage in the manner which it was early on and some changes are needed. Chuck has had the forsight to plan that ,while growing ,POA will remain the the front porch of aviation. Chuck has decided that the form of POA ownership needs to change. The purpose of the change is so that we can all continue to enjoy POA and to ensure mangement continutiy. In the very near future we plan to incorporate POA into a Non Profit Non stock corporation so that POA will continue to function and exist BC (Beyond Chuck). Once this change takes effect POA will essentially cease being Chuck's property and will be an entity of its own.

In order to make this transition POA will incurr some fees for filing, advertising and the like. All legal services are being preformed gratis but POA will still incurr state filing fees, expiditing service fees, advertising fees etc to the tune of about $450.

We are turning to the POA membership to raise these funds so that we can take the steps described above to secure POAs future.

Donations can be made to POA through its PayPal account at Subscriptions@Pilotsofamerica.com

Any amounts collected beyond the required costs will be applied to the ongoing costs of running the board.
 
Re: Imortant News about the Future of POA

Done.

Adam, and all of the MC, thanks for your ongoing efforts in PoA's behalf.

And Chuck: thanks loads for the work you've put into starting and nurturing Pilots of America.

"Pilots of America- Aviation's front porch."
 
Re: Imortant News about the Future of POA

PayPal and I don't get along very well. :mad3:

Is there an address to which I can send a check?

-Skip
 
Re: Imortant News about the Future of POA

Done!

Big Thanks to you guys for running and managing this place. I met many local pilots online here and may not have if it wasn't for the POA. Glad to help!
 
Re: Imortant News about the Future of POA

Skip Miller said:
PayPal and I don't get along very well. :mad3:

Is there an address to which I can send a check?

-Skip
Click to expand...

Make the check out to, "Cash." Lots of zeroes... before the decimal! :D
 
Re: Imortant News about the Future of POA

SCCutler said:
Make the check out to, "Cash." Lots of zeroes... before the decimal! :D
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Oh, well in THAT case, the address is Chuck Haeberle, PO Box ....
 
Re: Imortant News about the Future of POA

Can you enlighten us to any governess changes? Where will this new entity be incorporated and under who laws? What are the reporting requirements and who will be the corporation officers?
 
Re: Imortant News about the Future of POA

AdamZ said:
Back when Chuck started Pilots of America it was meant to be a temporary home for many of the folks who frequented the old AOPA board while it was OTS for reconstruction. As fate would have it this temporary parking spot has become home. Chuck has really been the " owner" of POA and has graciously shared it with all of us. Of course there are many who have contributed to the sucess of the board and many great friendships have been forged.

POA has grown over the years to a point where it has become difficult to own and manage in the manner which it was early on and some changes are needed. Chuck has had the forsight to plan that ,while growing ,POA will remain the the front porch of aviation. Chuck has decided that the form of POA ownership needs to change. The purpose of the change is so that we can all continue to enjoy POA and to ensure mangement continutiy. In the very near future we plan to incorporate POA into a Non Profit Non stock corporation so that POA will continue to function and exist BC (Beyond Chuck). Once this change takes effect POA will essentially cease being Chuck's property and will be an entity of its own.

In order to make this transition POA will incurr some fees for filing, advertising and the like. All legal services are being preformed gratis but POA will still incurr state filing fees, expiditing service fees, advertising fees etc to the tune of about $450.

We are turning to the POA membership to raise these funds so that we can take the steps described above to secure POAs future.

Donations can be made to POA through its PayPal account at Subscriptions@Pilotsofamerica.com

Any amounts collected beyond the required costs will be applied to the ongoing costs of running the board.
Click to expand...

Thanks, Adam, for your assistance and support -- and all management --. Mine shall be on its way, shortly.

Within the above the spell checker must have been out of order. sucess, forsight, mangement, continutiy, incurr, expiditing should not have been accepted. Preformed passed, only because it's a word, though not the right one. But it all comes out in the wash, eh?

HR
 
Re: Imortant News about the Future of POA

smigaldi said:
Can you enlighten us to any governess changes? Where will this new entity be incorporated and under who laws? What are the reporting requirements and who will be the corporation officers?
Click to expand...

Scott, basically we are changing the form of entity from personal or Intellectual property to the corp form so that POA will continue to exist after Chuck decides hes made enough money in life and moves to a desert island it also is intended to give relieve Chuck of a good deal of responsiblity as a " sole owner"

That said the entity will be incorporated in Pennsylvania because, well frankley thats where POA gets free legal services and it makes it easier. The officers will essentially be the MC members whom ever they are from time to time. This will be a non profit non stock corporation so its not as though the MC or anyone else for that matter will ' Own' POA. Hope that gives you the info you need.
 
Re: Imortant News about the Future of POA

Nevermind. No comment.
 
Re: Imortant News about the Future of POA

AdamZ said:
Scott, basically we are changing the form of entity from personal or Intellectual property to the corp form so that POA will continue to exist after Chuck decides hes made enough money in life and moves to a desert island it also is intended to give relieve Chuck of a good deal of responsiblity as a " sole owner"

That said the entity will be incorporated in Pennsylvania because, well frankley thats where POA gets free legal services and it makes it easier. The officers will essentially be the MC members whom ever they are from time to time. This will be a non profit non stock corporation so its not as though the MC or anyone else for that matter will ' Own' POA. Hope that gives you the info you need.
Click to expand...
Will we be able to see the corporation bylaws?
 
Re: Imortant News about the Future of POA

smigaldi said:
Will we be able to see the corporation bylaws?
Click to expand...

I'm not sure it's going to be all that formal. I guess that's up to the MC that will remain after the transition, however.

There main reason I want PoA to become its own legal entity after I step down is simply "Preservation of Tradition". If I transferred ownership to an individual, one day some future owner might decide "Hey, we could bring in revenue with banner ads" or the like. I also want to see PoA continue to operate under a Management Council, as it always has done, and not under any individual rule. I've gone to great lengths to ensure that I was never crucial to the policy decision making here at PoA.

With Jesse manning the servers, I'm now no longer technically crucial either (Whew!), and once the licenses are transferred to the new company, I won't be crucial at all. :)
 
Re: Imortant News about the Future of POA

If needed, I'll volunteer my services as a Professional Registered Parliamentarian, as well.

FWIW, unless the board of directors (as in the MC) decides to make the corporation a non-profit membership corporation, there's no particular need for the bylaws and whatever the state of Pennsylvania calls the articles of incorporation to be anything more than the bare minimum required by law. I doubt there'd be much of interest to read.

I'm also not too sure there's much point in having any form of membership where the members have any real say in the governance of the organization; the range of decisions the members would be called upon to make is pretty limited.
 
Re: Imortant News about the Future of POA

jmaynard said:
I'm also not too sure there's much point in having any form of membership where the members have any real say in the governance of the organization; the range of decisions the members would be called upon to make is pretty limited.
Click to expand...

The only thing I'd like to see is that if the membership is funding this change would be a system of election of MC or a system of removing members of the MC that are not acting in good faith of the site.

But yeah, the MC needs to keep the power, as that's why they exist.
 
Re: Imortant News about the Future of POA

Greebo said:
I'm not sure it's going to be all that formal. I guess that's up to the MC that will remain after the transition, however.

There main reason I want PoA to become its own legal entity after I step down is simply "Preservation of Tradition". If I transferred ownership to an individual, one day some future owner might decide "Hey, we could bring in revenue with banner ads" or the like. I also want to see PoA continue to operate under a Management Council, as it always has done, and not under any individual rule. I've gone to great lengths to ensure that I was never crucial to the policy decision making here at PoA.

With Jesse manning the servers, I'm now no longer technically crucial either (Whew!), and once the licenses are transferred to the new company, I won't be crucial at all. :)
Click to expand...
Incorporating will not prevent that from happening at all.

If or when you step down the new corporate officers can do whatever they like as long as it is in line with the by-laws. If it is not, they change the by-laws and then do what they want. They are only bound by the laws of the state in which you are incorporated. I am a BoD member of a multi-million dollar corporation and this is how it works. We are not bound by the what the founding president of the group wanted, we are bound by the objectives that we set for the organization and the oversight constraints we place upon ourselves. With no stock holders we are only accountable to ourselves.
 
Re: Imortant News about the Future of POA

Fair point - but the MC at present is, or at least I believe that they are, committed to that same preservation of tradition. (One tradition being that we spend a LOT of time disagreeing about how to handle things... ;) )

If, down the line, PoA becomes something completely different, I won't be able to change that anyway - but I'll know I did all that I could think of to help prevent those changes for as long as I could.
 
Re: Imortant News about the Future of POA

I'm more than happy to contribute to this, but I'd want to see steps taken to make the governance of the organization more transparent before I do so. Things like how the MC is selected, their term of office, some limits on what fundamental changes can be made without consent of the membership.

Otherwise, I suggest the MC (who will "own" the site) should pay for it themselves.

I have no problem with the MC, I'm just not willing to give money to an organization that gives me no insight and no voice.
 
Re: Imortant News about the Future of POA

Scott and Nick the way I read your posts I sense doubt that Chuck or the MC have the best of intentions with regard to this change. Once the MC raises the funds and has our inital Board retreat at the Palm Desert Resort. ( I assure you we got a good deal apparently AIG had to cancel out a few rooms for their stay and we have taken advantage of a very good last minute deal) we can craft appropriate bylaws with golden BRS systems put inplace to properly protect the MC.

In all seriousness. Chuck is getting tired if he gives the board to me and I run it well fantastic. Then I get tired and give it to Mike and he does right but then he gives it to someone who promises to do the right thing and starts charing fees to use the board sells advertisments , sells email lists and perhpaps makes a good bit of change for himself. Thats what we want to avoid. Could it happen with a corp. Sure it could but as a non profit non stock corp its not likely and sure enough its gonna be harder to do so. I respect a healthy inquiry, no one on the MC has any ill motives or anything to hid so I'd like to make this transaction as transparent as possible.
 
Re: Imortant News about the Future of POA

AdamZ said:
Scott and Nick the way I read your posts I sense doubt that Chuck or the MC have the best of intentions with regard to this change.
Click to expand...

You're misreading my posts then, Adam, because both you and Chuck, as well as Mike, Bill, and Chip all do whats right for the entire board all the time, to the best of my knowledge.

My concern is that as it stands, the MC has no review process, which is fine, because it's Chuck's site, he can do what he needs/pleases. If we're going fund this change, I think we need to have some changes to ensure that the MC operates within the desires of the membership.

Remember, the MC exists for the membership, not the other way around.
 
Re: Imortant News about the Future of POA

TMetzinger said:
I'm more than happy to contribute to this, but I'd want to see steps taken to make the governance of the organization more transparent before I do so.
Click to expand...
Tim, although I appreciate your perspective, I look at it a bit differently.

This is and will be a volunteer effort by pilots for pilots. Lord knows I have been on the board enough to appreciate what has been done to keep me entertained and learning. I look at this change as an opportunity to pay IN ARREARS for all the knowledge and enjoyment I have received over the years. If it craps out tonight and never comes back, I am still way, way ahead. So I am willing to let those who have brought POA this far decide the framework for the future.

-Skip
 
Re: Imortant News about the Future of POA

SkyHog said:
You're misreading my posts then, Adam, because both you and Chuck, as well as Mike, Bill, and Chip all do whats right for the entire board all the time, to the best of my knowledge.

My concern is that as it stands, the MC has no review process, which is fine, because it's Chuck's site, he can do what he needs/pleases. If we're going fund this change, I think we need to have some changes to ensure that the MC operates within the desires of the membership.

Remember, the MC exists for the membership, not the other way around.
Click to expand...

Nick's point echoes mine. This is Chuck's site, and he can do what he wants. He can give it to the MC and they can do what they want. Want me to contribute (and I really am willing to give) money? Then I want a voice (small as it may be) in how things go. This is a matter of principle for me, NOT a lack of satisfaction or trust in the leadership.
 
Re: Imortant News about the Future of POA

Gentlemen, some of you are taking this the wrong way. the OPs statement stands alone as a request for donations. If you want to donate, do so. If you don't want to donate, do not. If you donate you still don't get to look at the books, just like the red cross, salvation army or any other charity unless they volunteer to open them to you.

Now, will you take an out of state, post-dated,three party check, written on a bar napkin? :p

PM me an address where I can send some $$$$. I don't paypal. :drink:
 
Re: Imortant News about the Future of POA

Good news is, in most every state (and PA is one such state), the governance of a non-profit is pretty transparent.

For me, of course, I have absolute faith in the goodwill of the people involved, and consider it a privilege to make a small contribution to assist in transferring PoA from private hands and into the hands of a non-profit entity.

You pays your money, you takes your chances. This, I think, is not much of a risk.

Thanks to all of you, for all that you do; if the lofty pay is not enough compensation, perhaps the adulation and retirement package will smooth out the lumps.
 
Re: Imortant News about the Future of POA

TMetzinger said:
Nick's point echoes mine. This is Chuck's site, and he can do what he wants. He can give it to the MC and they can do what they want. Want me to contribute (and I really am willing to give) money? Then I want a voice (small as it may be) in how things go. This is a matter of principle for me, NOT a lack of satisfaction or trust in the leadership.
Click to expand...
That's fair enough, and I'm sure the MC appreciates your point.

However, bear in mind that, as docmirror pointed out, this is just a request. I believe that it neither carries nor is subject to any obligation on either your or the Management Council's part.
 
Re: Imortant News about the Future of POA

AdamZ said:
Scott and Nick the way I read your posts I sense doubt that Chuck or the MC have the best of intentions with regard to this change. Once the MC raises the funds and has our inital Board retreat at the Palm Desert Resort. ( I assure you we got a good deal apparently AIG had to cancel out a few rooms for their stay and we have taken advantage of a very good last minute deal) we can craft appropriate bylaws with golden BRS systems put inplace to properly protect the MC.

In all seriousness. Chuck is getting tired if he gives the board to me and I run it well fantastic. Then I get tired and give it to Mike and he does right but then he gives it to someone who promises to do the right thing and starts charing fees to use the board sells advertisments , sells email lists and perhpaps makes a good bit of change for himself. Thats what we want to avoid. Could it happen with a corp. Sure it could but as a non profit non stock corp its not likely and sure enough its gonna be harder to do so. I respect a healthy inquiry, no one on the MC has any ill motives or anything to hid so I'd like to make this transaction as transparent as possible.
Click to expand...
I cannot speak for Nick, but that is not what I was implying at all. I am just stating that if the board is going to incorporate then I ask of it the samethings that I ask of any organziation that ask money form me. That is a more transparent governess. Many things happen behind closed doors right now and while I am not complaining I am also not paying.

Tim jumped to what I was going to be getting at. I was trying to get you guys to think about those things and come back with a plan. But basically if this is incorporating, then I would like to see such things as MC selection criteria, terms of office, how contracts are entered into, who is the treasurer, how will audits be conducted, etc. such that if we were to have a problem in the future there would be ways to solve issues that the members may have with the MC or any other aspect fo the board as it is being run.

I am not saying that any of the current crop of MC members are running rogue, but in the future if member were I would like to know how that would be dealt with. Right now I know that Chuck could just remove him. But after incorpoation that person would be a corporate officer and the removal could be subject to the laws of the PA non-profit organziation. If by-laws are put in place this would protect the board.

Incorporating does not solve problems, it trades problems for new problems.
 
I think I may have a solution for the PoA money problem. I am just passing this on.

Dear Management Council of the Pilot of America Web Site,

I wish to approach you with a request that would be of immense benefit to
both of us. I am an attorney based in Scotland United Kingdom. I want you
and I to make some fortune out of a situation that I am obviously left
with no other better option. The issue that I am presenting to you is a
case of my client that willed a fortune to his only daughter. It is
unfortunate that he and his daughter died on the London Bomb attacks on 7 July 2005. The wife died of heart attack on receiving the sad news a week after. I am now faced with a problem of getting a trusted person who I will make the beneficiary that I would pass the fortune to. And according
to the law such fortune is supposed to be bequeathed to the government if
there is not any relatives or next-of-kin of the decease that would
surface for claim of the fortune.

However, I personally don't belong to such school of thought that proposes
that such fortune be given to the government because this is cheating and
is possible that the top government officials for their own selfish
interest could divert the fortune. Because of this I am contacting you to
seek your acting as the beneficiary of the will. I am my client attorney
and I alone knew about his will. Upon indication of your interests, all I
will do is to amend the will by fitting in your name as the supposed
next-of-kin and back it up with a sworn affidavit, which automatically
became valid. This amendment should be between us and must not leak out to
anyone. It is absolutely confidential.

I have complete information of his bank account details with an
outstanding balance of $48,550,000.00USD ($48.550 Million USD). To make
you be sure of this, I can provide you with details of his bank to enable
you to log on to his account to confirm this balance. I know that you
would be apprehensive and feel that this is a big sum, but it does not
matter because this is a legacy being passed on to a next-of-kin and you
are the available next-of-kin.

As I am not very sure of getting your consent yet on the issue, I prefer
not to divulge my full identity so as not to risk being disbarred. Until I
am sure of your consent and full cooperation then I will not be afraid to
give you my full identity. In the meanwhile, I would prefer that we
maintain correspondence by email and fax. At this point I want to assure
you that your true consent, full cooperation and confidentiality are all
that are required to enable us to take full advantage of this golden
opportunity.

I shall make representation to the legal courts to facilitate the
amendment process within three working days. Since this is a transaction
of immense benefit to both of us, I would want that we shared all expenses
according to our agreed sharing ratio of the fortune. The sharing ratio
shall be 60% for me and 40% for you. This shall also be applicable to all
expenditures that would be incurred in the course of the transaction
because I wouldn?t want either of us to feel cheated. Please note that
this is a legal and risk free transaction that does not in anyway hamper
the monetary laws of your country. It is an inheritance fund.

If you are interested to work with me, please provide me with your name,
address, nationality, age, and date of birth, height, and phone and fax
numbers as required for the amendment of the WILL. On completion of this,
I will send you a copy of the amended WILL which you will fax to the bank
with a back up letter written by your good self requesting for the release
of the fund to you. I will also write to the bank as the legal
representative of my client before his demise, ordering for the transfer
of the fund to you, as the beneficiary of his will.

I will appreciate your urgent response in this regard. Thanks for your
anticipated cooperation.You can as well reach me on mudoock@walla.com

Yours faithfully,
Kirk Murdock.
Click to expand...

So there you go. Shall I send him the subscription email address?? :rofl: :rofl: :rofl:
 
Geez! Why don't we make it a Reg-D and write an offering memo? Only a bunch of pilots could get so wrapped around the axle over these issues.

It's entertainment, folks, like going to a movie, only it doesn't cost as much. Send in a few bucks and move on.
 
Re: Imortant News about the Future of POA

Greebo said:
That's fair enough, and I'm sure the MC appreciates your point.

However, bear in mind that, as docmirror pointed out, this is just a request. I believe that it neither carries nor is subject to any obligation on either your or the Management Council's part.
Click to expand...

Absolutely! There are no bad feelings on my part at all. I'll be perfectly happy continuing to participate and contribute with my posts, if not my money.
 
Re: Imortant News about the Future of POA

SCCutler said:
Good news is, in most every state (and PA is one such state), the governance of a non-profit is pretty transparent.
Click to expand...
So how will one go about requesting the information from the MC? Right now there is no way, most requests are met with a polite response that it is not the MC policy to discuss matters with those that are not MC members. As I said before I have no issue with that. But incorporate and I may want to exercise the laws of PA to ensure that this organization is transparent. Best then to have those bylaws and policies in place. Or if somethign goes wrong how will the MC be able to deal with it? If they are hoping for goodwill someone may be in for a let down. Again, proper setting up of a corporation with transparent policies can prevent these problems. What I do not want is for some sort of power struggle to end up destorying PoA.
 
Re: Imortant News about the Future of POA

smigaldi said:
But incorporate and I may want to exercise the laws of PA to ensure that this organization is transparent.
Click to expand...
It seems to me this would only be a concern for publicly owned Corporations, wouldn't it?

I mean - my real estate LLC is hardly subject to transparency requirements. The Mrs. and I don't have to disclose our financials to our tenants, and the only policies we have to disclose are those that apply to the lease.

PoA isn't "going public". It's becoming an independent legal entity so that it can own the licenses and registrations. That offers the benefit of providing a corporate veil, to protect its owners from risk should something awful happen.
 
Re: Imortant News about the Future of POA

smigaldi said:
What I do not want is for some sort of power struggle to end up destorying PoA.
Click to expand...

Not to sound too contrarian, but setting up a bunch of formal stuff is probably more likely to cause problems than prevent them. Sometimes it's best to just go on faith. If it gets screwed up, and enough people get P.O.'d, someone can start an new board and the P.O.'d people can go there.


Trapper John
 
Re: Imortant News about the Future of POA

Trapper John said:
Not to sound too contrarian, but setting up a bunch of formal stuff is probably more likely to cause problems than prevent them. Sometimes it's best to just go on faith. If it gets screwed up, and enough people get P.O.'d, someone can start an new board and the P.O.'d people can go there.
Click to expand...
Very astute. It's happened before, and it'll likely happen again.
 
Re: Imortant News about the Future of POA

Trapper John said:
If it gets screwed up, and enough people get P.O.'d, someone can start an new board and the P.O.'d people can go there.
Click to expand...
But all the good colors are gone!!

Really does anyone want to be forced or the Cerulean or Magenta board?? Not Me!
 
Re: Imortant News about the Future of POA

smigaldi said:
But all the good colors are gone!!
Click to expand...
Yeah but there's still always colors like:
Puke Green ("olive") - Motion Sickness Sensitive Pilots
Hot Pink - Rainbow Pilots
and so on... ;)
 
Re: Imortant News about the Future of POA

Greebo said:
PoA isn't "going public". It's becoming an independent legal entity so that it can own the licenses and registrations. That offers the benefit of providing a corporate veil, to protect its owners from risk should something awful happen.
Click to expand...
Well that is a new reason. Your earlier reason was so that it would remain as you had envisioned it. It sounds as though you are not quit sure what incorporation is getting you. Are you sure you thought this out?

BTW if something awful does happen get ready for lawyers to ask for all of that stuff I was mentioning. Take this from a person involved in three corporate lawsuits right now. The perception of protection is not really protection.
 
wabower said:
Geez! Why don't we make it a Reg-D and write an offering memo? Only a bunch of pilots could get so wrapped around the axle over these issues.

It's entertainment, folks, like going to a movie, only it doesn't cost as much. Send in a few bucks and move on.
Click to expand...

Exactly.
 
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