On 02/02/2018 09:20 AM, DeLong, Owen wrote:
> However, disclosure to the membership is not disclosure to the public. It is
> disclosure to the “owners” of the business

The members are absolutely the owners of MICE.

In general, I think that disclosure to the member-owners is
substantially similar to disclosure to the public, as the member-owners
are not held to any binding NDA.

> who by the very nature of this discussion> are obviously decision makers in the process.

This thread is an opportunity for the members to provide input to the
board. The board is the decision maker.

> It is pretty normal to disclose quote details to the decision makers.

Agreed. As I noted, the board is fully informed of the pricing.

> Is there a MICE-MEMBERS list that isn’t open to the public?

No. We can certainly discuss that separately.

> certainly disclosure
> to individual members that request the data (consider this such a request from Akamai)
> is entirely appropriate.
The authority of the owners is as a collective, not individually. An
individual member-owner of a coop can request anything they want, but
that does not obligate the coop to provide that information. Buying a
telephone line from a mutual telephone company makes you a member-owner,
but does not give a member-owner the authority to compel production of
the details of pricing on their telephone switch support contract. Nor
does buying electricity from an electric coop give a member-owner the
authority to unilaterally compel release of business records relating to
energy purchase agreements, even though such details are absolutely
critical to the long-term financial viability of the business.

This is not limited to coops, either. If I purchase a share of Cisco,
Akamai, or any other publicly traded company, that makes me an owner,
but I cannot individually compel the company to provide me confidential
business records.

I think that MICE as a business has a legitimate need for non-disclosure
of certain details. For example, if the owners require that pricing
details on our purchases is made public, it is reasonable to fear that
vendors may give MICE smaller discounts. For another example, if the
owners require that port traffic numbers are made public, we may lose
members (e.g. Akamai) who wish their port traffic numbers to be
confidential, even from the other member-owners.

This isn't to say that the board or management can do whatever they want
and keep the owners in the dark. Obviously, the company's management and
board need to provide various reports on the company's activities.

-- 
Richard