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Thread: BMW Z8 Club e.V. - Annual General Meeting

  1. #1
    The Other Red ZAchterbahn's Avatar
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    BMW Z8 Club e.V. - Annual General Meeting

    Have any of us BWM Z8 Club e.V. members sent proxies for the March 4th Annual General Meeting?

    It is my understanding that our voices have not been heard if these proxies were sent electronically.

    The Club did however accept electronic transfers of our membership fees.

    Does anybody else have a problem with that?

    It is also my understanding that for each original, mailed in, hand deliverd proxy to count there has to be one member present at the meeting. If 30 members show up, only 30 proxies are admitted for voting.

    Is that a correct statement and if so, what are your thoughts?


  2. #2
    It is my understanding that our votes were not counted, but J?rgen & Sylvi are visiting us here in the US in the next couple of weeks so I will have the full story, and be able to make a full statement of my feelings after that.
    Andrew Macpherson

    Expert Z8 Inspections, with full support for both Z8 sale and purchases.

  3. #3
    Team Z8 dwz8's Avatar
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    Hi everybody,

    each member at the meeting can hold up to three proxies. We have learned that proxies are only accepted if the signature is hand-written on it, i.e. only the original, not a copy or fax. This is different from the US, where a copy would be legally acceptable.

    Because of this, a number of proxies from all locations were not accepted, so it was not an exclusive issue with US proxies.
    Best regards, Dieter

    ....

  4. #4
    Administrator thegunguy's Avatar
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    Is there any change to the organization of the Club?
    thegunguy

  5. #5
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by thegunguy View Post
    Is there any change to the organization of the Club?
    Not up to now.
    Best regards, Dieter

    ....

  6. #6
    I am not happy that my money to be taken electronically but my vote not counted electronically.

    No taxation without representation is the ideal America was built on, so it sits very badly with me that there has been a vote taken without us getting the correct instructions to make our voice heard.
    Andrew Macpherson

    Expert Z8 Inspections, with full support for both Z8 sale and purchases.

  7. #7
    The Other Red ZAchterbahn's Avatar
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    Thumbs down Funds by 21st century electronics - votes 18th century style

    Exactly my point , Andrew. However, it is the club member's responsibility to know the bylaws and regulations. So the joke is most likely on us. Here is what is published in paragraph 10/2 of the club's statutes on their website:

    "At the General Meeting members and associate members have one vote each, proxies are admissible only through another member or associate member. The proxy is to be given in writing, dated and shall provide the proxy holder with the date of the meeting the proxy is to be held for as well as the necessary voting instructions. A member or associate member can hold a maximum of three (3) only. If guests wish to attend a General Meeting consent must be given by the members."

    It does not say anything about electronic proxies not being admissible, so I assume this provision is documented somewhere else.

    Christian

  8. #8
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by ZAchterbahn View Post

    It does not say anything about electronic proxies not being admissible, so I assume this provision is documented somewhere else.

    Christian
    I think German law distinguishes between writing meaning "brought to paper somehow" or meaning "written by hand", at least when it comes to signatures.

    To avoid any problem with proxies at the meeting, a legal counsel attended the meeting. He was also in charge of the meeting lateron together with another person from the BMW Club Hierarchy. He decided which proxies were acceptable, and which ones not.

    It's not the Club's fault, we were all caught by surprise, because there was never such a situation before. This is also mandated by the common German law (BGB), as far as I understand.
    Best regards, Dieter

    ....

  9. #9
    Z8Mania
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    This is important information. While the distinction may be justified under German law, I agree with the principle that if you can accept the payment of the club dues (not an inconsequential sum by the way) then it seems only fair that is a way of transmitting one's desires in so far as the club management and organization. However, even if one disagrees with my take on that principle, I think we would all agree that we we should have been aware of this distinction and then we should have been permitted to either send the proxies via mail so they could have the original signatures.

  10. #10
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by Z8Mania View Post
    This is important information. While the distinction may be justified under German law, I agree with the principle that if you can accept the payment of the club dues (not an inconsequential sum by the way) then it seems only fair that is a way of transmitting one's desires in so far as the club management and organization. However, even if one disagrees with my take on that principle, I think we would all agree that we we should have been aware of this distinction and then we should have been permitted to either send the proxies via mail so they could have the original signatures.
    This is absolutely correct, sending them by mail is the way to go.

    I can say that I approached the legal counsel the minute I recognized that all copies, faxes, and prints would be ignored, and informed him that this would come as a significant surprise to our US members. He acknowledged this, however, there was no way around this.

    Of course, now that we know we could explicitely allow for first hand faxes in the bylaws. However, this will require a change in the bylaws, and for that you need a 2/3 majority, mostly supported by proxies...
    Bottom line: problem is recognized, solution is known (sending by mail), improvement certainly possible.
    Best regards, Dieter

    ....

  11. #11
    Z8Mania
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    Thanks Dieter. I meant so say we should have the option of:

    a- appearing in person (I believe we've always had this)
    b- sending proxy by mail to the club directly
    c- appointing a fellow member to deliver the original proxy.

  12. #12
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by Z8Mania View Post
    Thanks Dieter. I meant so say we should have the option of:

    a- appearing in person (I believe we've always had this)
    b- sending proxy by mail to the club directly
    c- appointing a fellow member to deliver the original proxy.
    Jerry,

    these options exist now.
    Best regards, Dieter

    ....

  13. #13
    Z8Mania
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    Right, of course. But without knowing about the difference between US and German law, many of us assumed there was an option "d": "send in a pdf or fax". I don't know if you've ever heard this expression about assumptions but it goes like this: "when you assume you make an a_ _ (fill in with the letter "s") out of U and ME" ....

  14. #14
    Sport Button On Routineer's Avatar
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    Typically, such exercises in governance and procedure arise due to contention with respect to substantive issues, where such issues are presumed to be addressable only by a change in organizational structure and/or leadership. So what are the real issues at the bottom of this?
    Routineer

  15. #15

    The Club and the current situation.

    After taking some time to talk with J?rgen about the current situation I can now give everyone a heads up on what's happening in a few short paragraphs.

    In a nutshell a small group of disgruntled club members made a scathing personal attack on all the volunteer members of the board. They had their reasons, but settled on accusations of improper expenditure. Of course this was entirely false, and every record kept by the club shows that every expenditure was voted on and agreed by all those in charge. The system of club accounting in Germay is the same as a Non-Profit here in the US, so it is impossible to hide or embezel funds.

    However this vicious and painful attack made all the board members resign. J?rgen would have too, but had he left the Club would have been taken over by the Munich Civil Courts as dictated by German bylaws governing official Clubs. This would have meant that the Club lost everything, and would have been forced to disolve.

    Despite these deeply wounding personal attacks J?rgen will stay with the Club, though in a lesser capacity, as he is totally dedicated to the Z8 and the members who love the car. There is still so much that the Club needs to do to keep our cars on the road, like the degrading and potentially engine destroying oil cap fault that the Club had just discovered.

    So, in summary, we should all stand by Jurgen and the Club through what will be a turbulant few months, but those who love the car over petty politicing will win, and the Club will be there for us all in the future.
    Andrew Macpherson

    Expert Z8 Inspections, with full support for both Z8 sale and purchases.

  16. #16
    Sport Button On Routineer's Avatar
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    Digging Just A Little Deeper

    Andrew: You say the disgruntled club members "had their reasons" for attacking, the board, but were they valid reasons? The spokesperson of the "opposition", Claus Bachmann, with the aid of his daughter Nina, writes "that "bylaw section 2 was brocken" (sic) but he has not responded to my week-old email request for explanation of what exactly was done in violation of that particular by-law.

    Overspending is one thing, and can be judgemental, but clear violations of the by-laws "ist nein grau -ist schwarz und weiss.

    Seems odd that Bachmann and Nees & Nowak, send a response to the board's 2-page resignation letter, which came out a few days later with 15 pages that reads like a criminal indictment.

    Wasn't the resignations of the board enough? Are they now attempting to rationalize their vitriolic behavior. Or are they preparing to make a legal claim. It's like the Wunderlich's are injured and say I quit, but the Bachmanns seem to want the fight to contunue.

    Sad. Sickening,
    Routineer

  17. #17
    There are those within the Club who want to shut down the Club.

    The trouble began when elements within a large corporation who are in the business of manufacturing automobiles and parts decided that the Club has become too powerful for its own good. Inevitably the member who started this 'revolution' works for that corporation.

    Then there was the issue of the Club buying up the last 7 pairs of EU taillights, which a second hand car dealer by the name of Claus Bachmann became enraged about because he couldn't legalize the all the cars he had imported, and blamed the lack of taillights on the Wunderlichs. As an owner he joined the Club, and added fuel to the fires of this bitter and petty 'revolution'.

    Of course BMW Spares Department were happy to tell the world that the Z8 Club 'Bought up all the remaining stock of tail lights', which is true, but they failed to mentioned that there were only 7 pairs in total, and that the club bought them to ensure that their members could get them as genuine replacement parts.

    As to Section 2 of the Statute it clearly states that the Club cannot have any financial interest, as is mandated by German law governing any official Club. That is one of the reasons that the wholly Club owned subsidiary, Z-Acht GmbH was formed. The formation of this corporation to create and sell parts, and to hold finances for Club events is mandated by German law, and is run as a Corporation within and beholden to all the tax and liability laws governing corporations in Germany. Honestly to say that the Club had been in breech of Section 2 shows just how stupid these spoilers are, and reveals their deeper, darker desires.


    So those are the two main elements in this 'revolution', but happily these miserable spoilers will soon be sidelined by people who actually love the car and the Club, and are not interested in playing petty politics.

    I'd like to add that these trouble makers weren't present as I was at the Founding Party, or on the Villa D'Este or Milla Miglia drives, and have little idea of how hard J?rgen, Sylvi and the entire volunteer team have worked for a decade to make the Club effective as both an owner resource and as the planers of what have been the very best automotive experiences of my life. So far their evil ways have caused great personal harm and suffering to everyone who has given massive amounts of time and energy to the Club to do their very best for all of us as an owner community. They have no interest in running the club or helping us, the greater Z8 community, they have one goal, to hurt and destroy what has been so well built because of their personal motives and petty grievances.
    Andrew Macpherson

    Expert Z8 Inspections, with full support for both Z8 sale and purchases.

  18. #18
    Team Z8 dwz8's Avatar
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    Well said, Andrew, nothing to add other than that three members have agreed to take preliminary board seats to relieve those who have been harmed personally and in their integrity. Together with J?rgen, we will ensure that everybody will be treated honestly and fairly, and we will prepare the extraordinary meeting where a new board will be elected.

    Just as a member of the Club I want to state:
    Quote Originally Posted by Routineer
    ...that reads like a criminal indictment.
    This is exactly how it reads in German as well. I can see allegations of fraud, misappropriation, and more. Interestingly enough, at the member's meeting a couple of weeks ago, all alleged issues have been discussed in depth. After that discussion, the same person who sent out the "criminal indictment" filed a motion to discharge the entire Board of Directors of liability. The board was discharged without objections. Then, a couple of days later, the "personal view" letter was send around. Form your own opinion on that.
    Best regards, Dieter

    ....

  19. #19
    Z8 Ate My Homework! Norcal's Avatar
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    Can we not vote people out of the club? Must we accept/retain all members?

  20. #20
    Z8 Guru 2112's Avatar
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    I see the pattern of not letting any good deed go unpunished exists in Europe as well.

    I thought that was a uniquely American phenomena.
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  21. #21
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by Norcal View Post
    Can we not vote people out of the club? Must we accept/retain all members?
    The board can start a process to exclude members from the Club. These members have the right to appeal this decision, the member's meeting will then have the final vote.
    Best regards, Dieter

    ....

  22. #22
    Team Z8
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    Can we, US members, do anything to help at this time. If so, please direct our efforts in the right direction.

  23. #23
    Yes, the most important thing is to remember the infinite wisdom of Carl Jung when he says that your enemies will always reveal themselves to you in what they accuse you of. I expect we will be seeing some quite serious criminal indictments, and they will be falling on the heads of the accusers.

    At this time we are in a waiting moment, but our votes will be counted at the next election, with ample warning. I'll collect them all mail here via US Mail, and FedEx over a single package with all our signatures in good time.
    Andrew Macpherson

    Expert Z8 Inspections, with full support for both Z8 sale and purchases.

  24. #24
    The Other Red ZAchterbahn's Avatar
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    Andrew,

    Assuming that all US/foreign members vote and their proxies are submitted timely and properly, the club statute limits the amount of proxies to 3 per member in attendance at a general meeting, which may cut our voices short again.

    There are no restrictions for international membership and acceptance of international dues by wire but when it comes to casting votes there is an element of discrimination against those who are unable to attend a general meeting, unless there are enough members present to carry all proxies submitted. The bigger the club and the more international it becomes, the more likely a share of proxies will not be admitted even if properly submitted.

    Here it is from the statute:

    ?10 General Meeting

    2. At the General Meeting members and associate members have one vote each, proxies are admissible only through another member or associate member. The proxy is to be given in writing, dated and shall provide the proxy holder with the date of the meeting the proxy is to be held for as well as the necessary voting instructions. A member or associate member can hold a maximum of three (3) only. If guests wish to attend a General Meeting consent must be given by the members.

    A challenge to be dealt with.

    Christian

  25. #25
    Team Z8 dwz8's Avatar
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    Christian, you are right, and we are aware of the proxy situation. To avoid the limitation connected to proxies, we are investigating the possibility of an absentee or postal ballot. At first glance, nothing in the bylaws seems to prohibit us from going this way, which would ensure that every member around the world could cast his vote properly.
    Best regards, Dieter

    ....

  26. #26
    I think it is very important for continued support and participation of international members in an international club that their desires and votes are treated with equal respect.

    The idea that an international club is bonded by rules favoring 'localism' totally undermines the concept it is international. This needs to be addressed and changed in the clubs laws with great haste.
    Andrew Macpherson

    Expert Z8 Inspections, with full support for both Z8 sale and purchases.

  27. #27
    Z8Mania
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    All I can say is while I don't have all the information, I think J?rgen has run the club well and really impressed me with the support for the cars. I think the politics are a real shame, we are supposed to be here because of our enthusiasm for the cars. I wish the politics would be left to the politicians. I guess we have some now in the club. What a shame. I agree Andrew, people will reveal themselves. Speaking for myself only, I can only go on what I've observed at a distance which is it seems to me J?rgen, and the rest of the club leadership have done a good job.

  28. #28
    in Coral Gables, Florida DirkZ8's Avatar
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    Quote Originally Posted by macfly View Post
    .....The trouble began when elements within a large corporation who are in the business of manufacturing automobiles and parts decided that the Club has become too powerful for its own good. Inevitably the member who started this 'revolution' works for that corporation.

    Then there was the issue of the Club buying up the last 7 pairs of EU taillights, which a second hand car dealer by the name of Claus Bachmann became enraged about because he couldn't legalize the all the cars he had imported, and blamed the lack of taillights on the Wunderlichs. As an owner he joined the Club, and added fuel to the fires of this bitter and petty 'revolution'.

    Of course BMW Spares Department were happy to tell the world that the Z8 Club 'Bought up all the remaining stock of tail lights', which is true, but they failed to mentioned that there were only 7 pairs in total, and that the club bought them to ensure that their members could get them as genuine replacement parts.

    .....
    Andrew, do I read between the lines that there is disagreement between BMW AG and the Z8 Club ?

    I must say that I was "pissed" when I learned that the club was hoarding the ECE tail lights for the benefit of it's established European members. I had helped a European friend locate and purchase a 4,000 miles Alpina in the US for whom no tail lights were available.

    (PS - I let my club membership lapse 2 years ago but do consider Jurgen and Sylvi good friends)
    Dirk

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  29. #29
    Z8 Guru 2112's Avatar
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    +1 , what Mania said.


    Quote Originally Posted by DirkZ8 View Post
    Andrew, do I read between the lines that there is disagreement between BMW AG and the Z8 Club ?
    )

    I was reading it the same way.
    .
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  30. #30
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by DirkZ8 View Post
    Andrew, do I read between the lines that there is disagreement between BMW AG and the Z8 Club ?
    This is definitely not the case.

    Andrew talked about "elements within a large corporation" to avoid certain names of individuals.
    The relationship between the Club and BMW AG is as good and strong as ever, and the Club is keeping a good eye on the fact that this won't change.
    Best regards, Dieter

    ....

  31. #31
    in Coral Gables, Florida DirkZ8's Avatar
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    Quote Originally Posted by dwz8 View Post
    This is definitely not the case.

    Andrew talked about "elements within a large corporation" to avoid certain names of individuals.
    The relationship between the Club and BMW AG is as good and strong as ever, and the Club is keeping a good eye on the fact that this won't change.
    Thanks for clarifying Dieter. That must certainly be a relief for the members !
    Dirk

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  32. #32
    Z8 Addict Z8doc's Avatar
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    Hey Dirk, I think this is actually the issue....

    Quote Originally Posted by DirkZ8 View Post
    I must say that I was "pissed" when I learned that the club was hoarding the ECE tail lights for the benefit of it's established European members. I had helped a European friend locate and purchase a 4,000 miles Alpina in the US for whom no tail lights were available.
    I do not think that BMW AG necessarily would object to the Z8 Club Gmbh making aftermarket parts for the Z8 or finding solutions to long term technical problems as there are lots of aftermarket companies in the USA and Europe who already do just that. That being the case, what is the issue?

    I think the issue IS precisely the alleged "hoarding" of various items, namely the taillights, as they were in short supply in the first place. I do not see this as hoarding as regardless of who purchased the lights, the existing supply would eventually run out, the fact that the Club purchase the existing supply may have accelerated the crisis by a few months, considering that many folks were re-importing US Spec Z8s due to the favorable exchange rate to so (which is why your friend bought one at this time I am sure). This combined with the fact that BMW expected the neon bulbs to "never need replacing" and now that the Club purchased that available supply (7 units), BMW AG is now getting complaints about it's supply and is having to manufacture more (which I am sure is expensive for them to do as the car is no longer in production and the tail light and it's neon parts are NOT shared with ANY other BMW model). With the price of a US Spec tail light at $1300 USD, I am sure a second run of tail lights would be even more than that original cost for the existing supply. Probably something BMW would rather not do.

    However, this is precisely the reason the Club founded the Gmbh to develop technical solutions for the Z8 when BMW either is unwilling to produce the necessary replacement parts or new parts when a problem develops. Just look at how much coercing it took for BMW to finally offer the Performance package when frame deformation occurred or how they were reluctant to address the LSD straight on.

    So, as the Club has been working to develop a long term tail light solution as BMW appears unwilling to do, in the short run the Club purchased the existing supply of tail lights. I have a few spare parts for the just in case issue myself, so I see nothing wrong with that. If anything, I would be pissed at BMW for not making more tail lights to meet the need of other Non-club members. Yes, I could understand being a bit miffed that there were no tail lights being available at that moment but is it not up to BMW to make more when the need arises, regardless of who or where the existing supply went? The existing short supply could have just as easily disappeared due to the folks who are in the secondary car market and importing a significant number of US Spec Z8s solely for the purpose of making money on resale due to the exchange rate (i.e, anyone participating in aftermarket resale are just as guilty for the short supply).

    IF I were someone like your friend who wanted a Z8 for personal use, I would be just as miffed that I could not get the Euro tail light if all the profiteers has gobble them up too. I am sure BMW when making the Z8 did not anticipate the long term collectibility of the car or how the US = Euro exchange rate would stimulate such a great degree of importation of US Spec Z8s back to Germany and not they have found themselves in a pickle over the Z8..... again !!

    So, IMHO, the fact that the Club has a few sets on reserve for it's membership is NOT the issue and the issue is BMWs reluctance to make more parts when needed or support the product (or it's lack of support for the Z8) nor it's customers, whether they be in the US or Europe.

    As far as our proxy votes not being counted, it is my understanding that the Attorney that was present was brought by the opposition. If that is the case, then of course it would be his legal opinion that the proxies were not valid but that does not mean that would actually be held up if it were legally challenged as a different attorney might have a different opinion. When the Club rules do not specify whether a fax copy can or can not be used, it is open for debate legally and it was only that particular attorney's opinion that they were not valid and certainly not absolute. Whether that issue is worth challenging in German court? I doubt that it is in the greater scheme of things but not sure at this point how it will affect my membership when up for renewal next year. Certainly, Dieter's suggestion of modifying rules to specifically allow for absentee voting is a step in the right direction if the Club is interested in maintaining a n International membership.
    Best Regards,

    Jeff
    61995 Silver /// Rot - Original Owner
    Z8 Club of Germany e.V. #102

  33. #33
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by Z8doc View Post
    So, IMHO, the fact that the Club has a few sets on reserve for it's membership is NOT the issue and the issue is BMWs reluctance to make more parts when needed or support the product (or it's lack of support for the Z8) nor it's customers, whether they be in the US or Europe.
    I want to add that the Club is not keeping any reserve for the future. A member has various options to replace a damaged tail light, the Club is not holding them back. If there is any restriction, than it is on non Club members.
    That said, there continues to be a shortage of tail lights, and BMW took a significant risk in letting stock go down to solely 7 units for a worldwide production of several thousands. The issue of flickering tail lights has been known for years now, so they could have been prepared for this.

    Quote Originally Posted by Z8doc View Post
    As far as our proxy votes not being counted, it is my understanding that the Attorney that was present was brought by the opposition. If that is the case, then of course it would be his legal opinion that the proxies were not valid but that does not mean that would actually be held up if it were legally challenged as a different attorney might have a different opinion. When the Club rules do not specify whether a fax copy can or can not be used, it is open for debate legally and it was only that particular attorney's opinion that they were not valid and certainly not absolute. Whether that issue is worth challenging in German court? I doubt that it is in the greater scheme of things but not sure at this point how it will affect my membership when up for renewal next year. Certainly, Dieter's suggestion of modifying rules to specifically allow for absentee voting is a step in the right direction if the Club is interested in maintaining a n International membership.
    The minutes will show that I filed a motion to propose the two people to run the meeting. It was a coincidence that other people suggested the same folks. My personal feeling is that he took a clear line as to what was acceptable and what not. There was quite a number of proxies on either side that were not counted.
    As said before, this is an issue to be worked on.
    Best regards, Dieter

    ....

  34. #34
    Z8 Addict Z8doc's Avatar
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    Thanks Dieter for your help in communicating what is happening. We still need to have that bottle of wine next time we come over.
    Best Regards,

    Jeff
    61995 Silver /// Rot - Original Owner
    Z8 Club of Germany e.V. #102

  35. #35
    Team Z8 JoshB's Avatar
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    It seems a shame that a few individuals could cause so much internal strife diminishing the clubs aim for the preservation of our cars. Somewhat off topic but with as many as several hundred cars going back to Europe and being converted to eurospec you would think there would be a lot of us spec lights for sale. Skip and I just could not come to a satisfactory agreement with the fellow that posted here a few weeks ago
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  36. #36
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    Possible solution

    A possible solution to having our votes count is maybe us Yankee club members should consider attending the next meeting that will have a important vote? Could be a fun trip.

    I'm in,

    Pandaman

  37. #37
    in Coral Gables, Florida DirkZ8's Avatar
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    How about a US Chapter ?
    Dirk

    Alpina #142
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  38. #38
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by Z8doc View Post
    Thanks Dieter for your help in communicating what is happening. We still need to have that bottle of wine next time we come over.
    Jeff, looking forward to it

    Let's make it a bottle of Ridge Montebello 91, to show that Europeans appreciate US wines...
    Best regards, Dieter

    ....

  39. #39
    Administrator thegunguy's Avatar
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    I'd like to know if the following statutes are required by German law governing like entities, or are these merely limitations elected by the Club at formation or added/modified previously.

    1) the limitation of 3 proxy votes per member in attendance
    2) the limitation to only recognizing original copies of proxy votes

    If these are not required by law, what is the process for proposing a change to the Club's statutes? Regardless of current issues and leadership, these two limitations do not serve to efficiently and fairly serve a club with members is many countries and on many continents.
    thegunguy

  40. #40
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by thegunguy View Post
    I'd like to know if the following statutes are required by German law governing like entities, or are these merely limitations elected by the Club at formation or added/modified previously.

    1) the limitation of 3 proxy votes per member in attendance
    2) the limitation to only recognizing original copies of proxy votes

    If these are not required by law, what is the process for proposing a change to the Club's statutes? Regardless of current issues and leadership, these two limitations do not serve to efficiently and fairly serve a club with members is many countries and on many continents.
    1) limitation is defined by bylaws only, not by law
    2) my understanding is that this is constrained by the bylaws as well, however, there may be something in the law with regard to handwritten signatures.

    A change of the bylaws requires a 3/4 quorum of the annual member's meeting. All changes have to be announced in advance (as has happened with the last meeting).
    Best regards, Dieter

    ....

  41. #41
    Administrator thegunguy's Avatar
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    Quote Originally Posted by dwz8 View Post
    1) limitation is defined by bylaws only, not by law
    2) my understanding is that this is constrained by the bylaws as well, however, there may be something in the law with regard to handwritten signatures.

    A change of the bylaws requires a 3/4 quorum of the annual member's meeting. All changes have to be announced in advance (as has happened with the last meeting).
    So, what's the process for proposing a change on these two points for the next meeting?
    thegunguy

  42. #42
    Team Z8 dwz8's Avatar
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    Quote Originally Posted by thegunguy View Post
    So, what's the process for proposing a change on these two points for the next meeting?
    Every member can suggest a change of the bylaws to the Board. If it finds the required quorum at the next regular member's meeting, the change will be made.
    A suggestion needs to be sent well in advance before this meeting, before changes to the bylaws have to be announced several weeks before the meeting.

    The challenge is not this process, the challenge is how to get to a 3/4 quorum.
    Best regards, Dieter

    ....