[QUOTE=allanglos;4724770]
Hey, you asked for proof that Patience voted and that it wasn’t just me removing Peggy. What else do you want?[/QUOTE]
Proof that you had bylaws, and proof that according to them, Patience was voted in to the BOD.
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Still waiting for a copy of the bylaws and the first meeting minutes to show how the “3 directors” were actually chosen - per article 7 of the inc. documents.
Since you keep ignoring this request, does that mean the documents don’t exist?
Beth
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I am still waiting for dates
Date of the first meeting to decide on BOD
Date the bylaws were voted in
Date Patience was voted in according to the voted in bylaws
[QUOTE=pegasus44;4724583]
The FL corporation has the same name as the MD corporation. It was started on Jan 3rd, a full week before I said I would be stepping down from day-to-day duties. Here is the copy of the Articles http://sunbiz.org/pdf/63751864.pdf
It is a completely separate entity. Call here and ask 850/245-6052.
The FL corporation does not have IRS non-profit status. The IRS has confirmed that the MD corporation’s non-profit status can not be transferred to or shared by the FL corporation. Call them and ask: 877/829-5500.
I doubt seriously that the Secretary of State in MD would get involved if there wasn’t a violation occurring here. They are busy people.
Peggy Ingles
pegasus44@verizon.net
The FL and MD corporations are the same! And with the same EIN.
BTW, any 501©5 is treated as a non-profit by the IRS even if it has NEVER APPLIED for such status. Yep, call the IRS. Or read IRS Pub 557, page 46. Any 501©5 is not required to apply.
However, we are still incorporated in MD. The FL registration was only to protect us until we found a new resident agent. Which we have.
The bylaws for the FL registration were not signed until 5 days AFTER you resigned. And not filed until a month later.
And these bylaws are the same as the MD bylaws. The only changes were the addresses and the fiscal year.
As soon as the MD resident agent becomes official, the bylaws will change back to MD addresses. The fiscal year will remain.
[QUOTE=phanilah;4724783]
Still waiting for a copy of the bylaws and the first meeting minutes to show how the “3 directors” were actually chosen - per article 7 of the inc. documents.
Since you keep ignoring this request, does that mean the documents don’t exist?
Beth[/QUOTE]
I’ve already answered it. The three directors were chosen BEFORE the charter was sent in, but then Peggy only put her own name on the charter as a director.
The bylaws are also the same as the ones currently posted, except for the addresses and fiscal year.
[QUOTE=allanglos;4724801]
I’ve already answered it. The three directors were chosen BEFORE the charter was sent in, but then Peggy only put her own name on the charter as a director.
The bylaws are also the same as the ones currently posted, except for the addresses and fiscal year.[/QUOTE]
So, you don’t have any minutes of any of this? Peggy has already stated that minutes & By Laws don’t exsist. So we are asking that you present them as you say they do. If you don’t have any, then none of what you are saying happened can be proven. So, it is down to just You and Peggy and neither of you can vote the other off. You need to get with Peggy and legal council and hash this out.
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Here ya go. This is Peggy welcoming our new director. This was BEFORE the charter was submitted…
PaybackWednesday, December 5, 2007 7:32 AM
From: “Peggy Ingles” <pegasus44@verizon.net>View contact detailsTo: patience4444@sbcglobal.netCc: “Laura Wood” <allanglos@yahoo.com>Hi Patience,
I’m so glad you are going to be a part of this! We agree with you about spreading the money to the top…but want entry levels to be encouraged too. So we can do lower and upper, then meet in the middle as it grows. How does that sound?
I look forward to working with you on this program. Let’s make a difference!
Peggy Ingles
As a possible prospective breeder, this thread is going to put me off, IN A BIG WAY…when it comes to Stallion Auctions!
Why would anyone encourage this drama & why should it unfold here? I feel sorry for the stallion owners, who have soooo graciously donated to this program. What a shame!:no:
[QUOTE=allanglos;4724801]
I’ve already answered it. The three directors were chosen BEFORE the charter was sent in, but then Peggy only put her own name on the charter as a director.
The bylaws are also the same as the ones currently posted, except for the addresses and fiscal year.[/QUOTE]
So the magical bylaws have finally appeared.
If the bylaws for the FL entity are supposed to be exactly the same as the MD entity, except for addresses and fiscal year, then why do the bylaws state there is supposed to be a Pres, VP, Tres and Sec and by your own comments on the ABN thread - the ONLY officers appointed for the MD entity were you as President and Peggy as Secretary? What happened to the other two positions, you just decided to violate the bylaws and not appoint anyone?
I don’t buy for a minute that these are the bylaws that people have been asking for - if they were, it wouldn’t have taken a month to be told that. IMO, I think these were drafted for the FL entity, since the bylaws fit the structure of the FL entity much better than the MD entity…and now you’re trying to pass these off as original bylaws because you didn’t have anything previously to justify how things have gone.
Can you provide the date and meeting minutes for when the 3 directors were actually voted in?
Beth
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An email from Laura, in part, dated 12/29/09 referring to by-laws:
[B]"On Dec 29, 2009, at 3:14 AM, laura wood wrote:
You told me in 2008 you had most of the Bylaws done, but of course you never sent them to me. Again, I made the mistake of trusting you. No problem, we can redo them."[/B]
Can you explain this statement if we already had bylaws? I have the entire series of emails.
BTW - the bylaws you posted on your website are not dated or signed and only refer to your new corporation. As the holder of the corporate records (as secretary) I think I’d know if we had adopted bylaws.
Peggy
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[QUOTE=cajunbelle;4724818]
As a possible prospective breeder, this thread is going to put me off, IN A BIG WAY…when it comes to Stallion Auctions!
Why would anyone encourage this drama & why should it unfold here? I feel sorry for the stallion owners, who have soooo graciously donated to this program. What a shame!:no:[/QUOTE]
No kidding. And as someone who was looking forward to breeding 2 Payback babies this year, I’m extremely disappointed that Ms.Wood felt the need to start this awful mess. All of this was done and set into motion without any of the stallion owners’ knowing. Very suspect from the beginning, especially since everyone has always dealt with Ms.Ingles. I’m still breeding my one mare to a Payback stallion as that is a done deal, I have high hopes that Peggy can get through this and move forward. It has been a great program.
[QUOTE=allanglos;4724816]
Here ya go. This is Peggy welcoming our new director. This was BEFORE the charter was submitted…
PaybackWednesday, December 5, 2007 7:32 AM
From: “Peggy Ingles” <pegasus44@verizon.net>View contact detailsTo: patience4444@sbcglobal.netCc: “Laura Wood” <allanglos@yahoo.com>Hi Patience,
I’m so glad you are going to be a part of this! We agree with you about spreading the money to the top…but want entry levels to be encouraged too. So we can do lower and upper, then meet in the middle as it grows. How does that sound?
I look forward to working with you on this program. Let’s make a difference!
Peggy Ingles[/QUOTE]
Where does this say she will be on the BOD? She is being welcomed to be “a part of this”, but the same could be said of anyone helping out, giving advice, breeding, or donating.
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[QUOTE=phanilah;4724822]
So the magical bylaws have finally appeared.
If the bylaws for the FL entity are supposed to be exactly the same as the MD entity, except for addresses and fiscal year, then why do the bylaws state there is supposed to be a Pres, VP, Tres and Sec and by your own comments on the ABN thread - the ONLY officers appointed for the MD entity were you as President and Peggy as Secretary. What happened to the other two positions, you just decided to violate the bylaws and not appoint anyone?
I don’t buy for a minute that these are the bylaws that people have been asking for - if they were, it wouldn’t have taken a month to be told that. IMO, I think these were drafted for the FL entity, since the bylaws fit the structure of the FL entity much better than the MD entity…and now you’re trying to pass these off as original bylaws because you didn’t have anything previously to justify how things have gone.
Can you provide the date and meeting minutes for when the 3 directors were actually voted in?
Beth[/QUOTE]
Oh good grief. What’s the point? It didn’t take a month. They have been on our website for anyone to view, and you know that. I am not passing off anything. If people have been asking for them for a month, who did they ask? It wasn’t anyone on the BOD.
How about asking for the minutes where Peggy was appointed Treasurer, huh? This is just ridiculous. She WAS the secretary. She is supposed to supply these records. Of course she isn’t going to admit anything now.
How many times do I have to say that all three of us were on the BOD before the charter was even submitted?
Ya know, any resonable person would have to ask themselves, why…
… did the charter list only Peggy as a director, when she knew there were three, because that is what she wrote in the Seventh Article, and because she had already welcomed Patience to the board. She also knew I was a director. Hell, the whole program was my idea. But she didn’t put my name down, either. Again, how is it that Patience is assumed to not be on the BOD and I am, when neither of us are on the Charter? There was no meeting after the charter was submitted to vote in a BOD because they already existed.
…why did Peggy put just her name on the check writing bank, but tell us otherwise?
…why was all the income deposited in the wrong bank account, and into the one with only her name on it?
…why was PayPal access refused us. Only Peggy had access, yet a multiple user account could easily have been set up.
…why was the domain put in her name instead of the organization?
…why were financial records sent to an IRS tax preparer but not sent to the BOD for review first?
…why were the financial records sent to a CPA without first going to the BOD for review and verification?
…why was a CPA selected by Peggy without BOD input, and to this day his/her identity kept a secret from the BOD?
…why was a bonding agency also selected by Peggy without BOD input, and also its identity kept a secret?
…why did she think it could possibly be OK to take $18,700 out of our account and deposit who knows where, with no BOD approval?
…why did she out of the blue self appoint herself the Treasurer? Where are the minutes for that?
…why did she “sell” stallion services to her friends without receiving payment, which is in violation of our own rules?
…why did she use Payback funds to finance advertising for her Pegasus Productions customers, and without BOD knowledge?
…why did she forge my signature on a legal document filed in MD, then claim I was out of the country when I was not?
…why did she not share the Internet access to our bank accounts, then “demand an explanation” when I did get access to our own account, erasing any doubt I had that she had just simply forgotten to share the information?
… Why does she continue to refuse to turn over financial information after 31 Dec 08?
…why did she make stories as to why the other BOD members could not have access to the Payback email address?
Why.
[QUOTE=stripes;4724838]
, I’m extremely disappointed that Ms.Wood felt the need to start this awful mess. QUOTE]
Are you kidding me? I didn’t start any of this, and have resisted even getting involved, but you guys kept saying I was being sinister for not “going public”. So, on the one hand you complain because I have not jumped into the mudslinging started by Peggy. Now I am the one who started it? Oh, this is unreal.
[QUOTE=Fairview Horse Center;4724855]
Where does this say she will be on the BOD? She is being welcomed to be “a part of this”, but the same could be said of anyone helping out, giving advice, breeding, or donating.[/QUOTE]
Because, as you know, this was at the same time as the press release naming Patience a director. If you don’t believe me, ask Patience!
Here we go again, you pretending that you haven’t been asked by numerous people to post the bylaws. Not only are you very aware those questions were being asked on the forum (I’ll post on of your great replies to that in my next post), when I raised the issue on our club list, back when this whole this started…at that point, why didn’t you just simply say - the bylaws are the same ones on the website? I’m also interested in how you voted in directors before you had bylaws stating the process - since it appears that is what you did.
How about asking for the minutes where Peggy was appointed Treasurer, huh? This is just ridiculous. She WAS the secretary. She is supposed to supply these records. Of course she isn’t going to admit anything now.
You still haven’t answered why the MD entity only had 2 officers, when the bylaws state there should be 4 - if, in fact, the bylaws posted on the website really were for the MD entity. The rest of your response is just an attempt to distract.
Beth
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[QUOTE=allanglos;4724876]
Oh good grief. What’s the point? It didn’t take a month. They have been on our website for anyone to view, and you know that. I am not passing off anything. If people have been asking for them for a month, who did they ask? It wasn’t anyone on the BOD.
How about asking for the minutes where Peggy was appointed Treasurer, huh? This is just ridiculous. She WAS the secretary. She is supposed to supply these records. Of course she isn’t going to admit anything now.
How many times do I have to say that all three of us were on the BOD before the charter was even submitted?
Ya know, any resonable person would have to ask themselves, why…
… did the charter list only Peggy as a director, when she knew there were three, because that is what she wrote in the Seventh Article, and because she had already welcomed Patience to the board. She also knew I was a director. Hell, the whole program was my idea. But she didn’t put my name down, either. Again, how is it that Patience is assumed to not be on the BOD and I am, when neither of us are on the Charter? There was no meeting after the charter was submitted to vote in a BOD because they already existed.
Um, maybe because I couldn’t sign for you?
…why did Peggy put just her name on the check writing bank, but tell us otherwise?You asked me to set up the account in 2008. You never asked to be added. Til Nov 09.
…why was all the income deposited in the wrong bank account, and into the one with only her name on it?Income was deposited to both the Money Market and checking, depending on what it was for. Ad income had to go right out to pay for ads.
…why was PayPal access refused us. Only Peggy had access, yet a multiple user account could easily have been set up.Explained earlier in this thread.
…why was the domain put in her name instead of the organization?Because I PAID FOR IT and it was under my account.
…why were financial records sent to an IRS tax preparer but not sent to the BOD for review first?Tax day is May 15 - taxes went to CPA 4 months later. You knew that. If you were concerned about it, why didn’t you ASK??
…why were the financial records sent to a CPA without first going to the BOD for review and verification?See above…
…why was a CPA selected by Peggy without BOD input, and to this day his/her identity kept a secret from the BOD?The CPA for financial review was to confirm everything was as it should be, due to your accusations.
…why was a bonding agency also selected by Peggy without BOD input, and also its identity kept a secret?The bonding company was thru a local State Farm agent, to protet the $$ from your erratic behavior.
…why did she think it could possibly be OK to take $18,700 out of our account and deposit who knows where, with no BOD approval?Again, it was in the Payback account, protecting from your actions. You knew where it was.
…why did she out of the blue self appoint herself the Treasurer? Where are the minutes for that?This one alwYs cracks me up…who else was doing that job??
…why did she “sell” stallion services to her friends without receiving payment, which is in violation of our own rules?One person agreed to buy a breeding and then didn’t pay. Let’s ask how you never paid for one you bought Laura.
…why did she use Payback funds to finance advertising for her Pegasus Productions customers, and without BOD knowledge?All co-op advertising was billed, collected and paid thru Payback of course.
…why did she forge my signature on a legal document filed in MD, then claim I was out of the country when I was not?The amendment to the Articles was necessary for our 501c5. Laura landed in Kuwait around June 13th. Amendment was filed July 9th. With your permission I signed it.
…why did she not share the Internet access to our bank accounts, then “demand an explanation” when I did get access to our own account, erasing any doubt I had that she had just simply forgotten to share the information?You always had access, since 2008.
… Why does she continue to refuse to turn over financial information after 31 Dec 08?At the CPA’s, sorry
…why did she make stories as to why the other BOD members could not have access to the Payback email address?Crappy idea to have everyone answering OR having a yahoo account as you wanted.
Why.[/QUOTE]
Why did you not pay for the breeding you purchased in 2008? Why did you not pay your co-op ad fees from 2008? That’s almost $800 Laura. I told you that would not look good.
All of these items have been asked and answered privately. as well as publicly. My responses have not changed. What good will come from rehashing this here?
The facts are the facts, they do not change. None of the above matters, it is water under the bridge.
What is it you want from me or the public now? You can’t expect people to not have questions when things appear sketchy.
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From Laura on the ABN thread (emphasis mine):
SusanRae,
You say “A lot of us have repeatedly asked you and the other supposed BOD members for information, for a month now”. But at no time did anyone email us and ask us anything. Asking us on a forum is not asking us. It is venting to the wind. We, the BOD, posted early on when we became aware of this thread, the position of the BOD and our contact email address if anyone had any questions.
So, back to you being disingenuous. You know full well people have been asking YOU, you even acknowledge it above - you’ve just decided that asking on a forum isn’t really asking…even when it happens numerous times from numerous people. Since YOU also STARTED the thread the above quote was taken from, your claim about the BOD posting “when they became aware of the thread” is even more lack of honesty about this.
If you can’t be honest about that, well…
Beth
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[QUOTE=phanilah;4724908]
Here we go again, you pretending that you haven’t been asked by numerous people to post the bylaws. Not only are you very aware those questions were being asked on the forum (I’ll post on of your great replies to that in my next post), when I raised the issue on our club list, back when this whole this started…at that point, why didn’t you just simply say - the bylaws are the same ones on the website? I’m also interested in how you voted in directors before you had bylaws stating the process - since it appears that is what you did.
You still haven’t answered why the MD entity only had 2 officers, when the bylaws state there should be 4 - if, in fact, the bylaws posted on the website really were for the MD entity. The rest of your response is just an attempt to distract.
Beth[/QUOTE]
I am not pretending anything. I have NOT read that forum. Why is it so hard for you to comprehend that? My last post there is the last time I have been there, period! As it is, it is 2:50 am, i’ve been up 22 hours, and I have to go to work in 3 hours, on NO sleep, just so I can answer these attacks, when you refuse to open your eyes and realize the BOD acted in the best interest of Payback.
Again, it was both Peggy and I that selected our BOD. It was not something I did on my own in a vacuum. WE selected the BOD and then WE drafted the bylaws.
We did not have people wanting the other officer positions, and you do not combine treasurer and secretary due to your favorite term, COI.
[QUOTE=phanilah;4724926]
From Laura on the ABN thread (emphasis mine):
So, back to you being disingenuous. You know full well people have been asking YOU, you even acknowledge it above - you’ve just decided that asking on a forum isn’t really asking…even when it happens numerous times from numerous people. Since YOU also STARTED the thread the above quote was taken from, your claim about the BOD posting “when they became aware of the thread” is even more lack of honesty about this.
If you can’t be honest about that, well…
Beth[/QUOTE]
Obviously, when we became aware of the tone of the thread. Do I have to describe the obvious too? I do not have any what people are asking for on that thread as I HAVE NOT READ IT!
Which is irrelevant, as I am here. And if you had questions, why didn’t you email us?
