MEMORANDUM
To: ACA Members, via website post
ACA BOD, ACA Executive Director & others
Via email to: info@adventurecycling.org, governance@adventurecycling.org, memberships@adventurecycling.org nbailey@adventurecycling.org, jzephyrs@adventurecycling.org, awilliamson@adventurecycling.org, jmcdermott@adventurecycling.org
From: James H Cossitt, ACA Life Member, 1976 TA trail rider
Re: Report to the ACA BOD and membership re: dismissal of lawsuit and related matters
Date: February 20, 2026
WHY WAS THE LAWSUIT FILED ? There were multiple reasons the lawsuit was filed but the basic reasons were that ACA was: 1) stonewalling members who made information requests; 2) attempting to conduct vote #2 in a fundamentally unfair manner and in noncompliance with Montana law (as detailed in the lawsuit); and 3) taking cover for 1 & 2 by obtaining questionable / strained legal opinions from a compliant law firm all too eager to tell a client what it wanted to hear. The lawsuit was designed to level the playing field and obtain judicial review of the legal positions adopted by counsel and embraced by the ACA BOD.
The lawsuit did NOT seek a specific outcome; it did seek to impose a fair & orderly process to present the competing views to the members so as to allow them to make an informed voting decision.
WHY WAS THE LAWSUIT DISMISSED ? Because:
1. The outcome of vote #2 indicates the proponents of not selling were able to overcome the stacked deck of bad conduct in the vote #2 process; i.e., whatever hurdles ACA inserted in the voting process to obtain it’s desired outcome were overcome, and by a wide margin;
2. It sought to void vote #2 on procedural grounds, which would leave ACA in limbo and likely require a 3rd vote, more distraction and cost;
3. was the desired substantive outcome of the Plaintiff in the lawsuit (me);
4. The most vocal opponents of the sale, the SAVE group, has indicated a willingness to trust ACA and put energy into rebuilding the ACA;
5. My view that:
a. given the outcome of the vote, it is time to look forward and spend time and energy on a better tomorrow, not look backwards to assign blame or liability in decisions made yesterday;
b. continuing to seek to void the outcome of vote #2 would accomplish little or nothing.
THE PATH FORWARD & ONGOING CHALLENGES: Notwithstanding the outcome of vote #2 and dismissal of the lawsuit, the ACA must address the sentiments expressed in this post:
BikeliciousBabe
• World Traveler
• Posts: 795
Re: So, now what?
« Reply #8 on: Today at 09:23:58 »
• Quote
After all that went on, and the tone put forth. "We know the only way forward and an overwhelming number of members agree with us, and everyone else is wrong.)", I am not one to accept "Oops. Our bad. Let's be friends again." I will wait to see what actions are taken.
How can ACA address that skepticism and the call to action ?
1. The ED and BOD update of 1/30/26 outlined some ideas and made commitments:
Building Trust with You
ACA’s future depends on our collective effort — yours, the staff’s, and the board’s. The challenges we face . . . . . . require shared understanding, mutual trust, and sustained collaboration. . . . . .
Disagreement is healthy in a membership organization; personal harm is not. As we move forward, we must all commit to respectful engagement rooted in genuine care for the organization we love.
2. An amendment to the bylaws to make 50% or more of the directors elected by the membership; THIS IS THE CORE PROBLEM
3. A renewed commitment to the membership not to play games with the voting process.
As part of #3, I’ve taken a far deeper dive into the details of the Montana Non Profit Corporation law than desired and poured about 40-60 hours or pro bono (free) effort into this since November or so. The effort was on behalf of myself to make an informed decision on the vote and on behalf of all members to ensure fairness, balance and a level playing field for competing views, consistent with Montana law and “ engagement rooted in genuine care for the organization we love”.
After all, we don’t settle these disagreements in the back alley or courtyard of the ACA HQ with our fists, do we ? Like it or not, access to the judicial process is the manner in which we resolve these disputes in our society.
My work product remains on my hard drives should it ever be needed again to address the lack of fairness and to compel obedience to reasonable interpretations of Montana law.
Thank you.
