In a comment to our post about The Grand President's "Clarification" to his letter about the AVCs (aka Alumni Boards) needing to sign Trust Agreements, "Curious" said
"I'm not clear why S&P has refrained from comment on this issue, I thought that was what S&P did. Did I miss something?"
You are right, and we should have said something earlier. We had hoped that there would be comments from the readers, but they are apparently either stunned into silence or afraid to speak up.
Let me begin by noting that I am not speaking as a lawyer, an AVC president, nor as a sitting District Governor, so my opinion is just that - an opinion.
The Grand Chapter got flim-flammed into passing lousy legislation and it should be fixed at the first opportunity.
We could discuss how and why and who until the next Conclave but it will still be a messed up by-law. You can check out the legislation from the last two Conclaves here. There are many things not considered:
- Such as how various state statutes on the formation of corporations would impact the enforcability of a Virginia corporation's assumed authority over an independent corporation in those states.
- Such as whether assets that have been created with no financial interest from the national organization somehow "belong" to the national organization.
- Such as how it is OK to give the NBD a blanket authority to make changes to the Grand Chapter Bylaws to effect the resolution and not have those changes explicitly reviewed by the subsequent Conclave.
There is probably more that any half decent lawyer could dig up, but you get the idea. Just to illustrate how ill-considered the by-law is, in his clarification the Grand President made an ad hoc, extemporaneous change to the Trust Agreement so the AVCs would not think they are being sold out. You just don't make changes on the fly to good legislation - even if you can. Now there will probably be some parlamentarian geeks out there who will add up jots and tittles to show that everything done is strictly correct. Maybe so, but that does not mean it is right.
Archie has stated that "all of this will be re-considered by the National Board of Directors prior to the 2007 Conclave in Atlanta, Georgia, if the present Bylaws are complied with." No word on what happens if they are not complied with. Well, except for the part where the Housing corp. can't talk to a chapter about helping with financing unless and until all the papers are signed and sent in. And the part about not objecting unless you have already signed the papers. Of course, the NBD can replace an AVC acting against the best interests of the Fraternity, although we are assured that will only happen in "dire" cases.
Lets review the bidding here:
- The NBD got to make its own bylaws with no oversight or review.
- The AVCs must sign over the right to their assets before they can even protest the propriety of being made to do so.
- If they refuse, and things look "dire" the membership of an AVC corporation could be replaced by members picked by the NBD.
Is anyone else just a tad uneasy with this?
The by-laws are on the books, however. As the G.P. pointed out it is the stated law until modified and he is committed to exercising its provisions, as are other Grand Chapter agents such as the District Governors. They must do that regardless of their personal feeling about the correctness of the by-law because otherwise they are in breach of their duty. All the lawyers out there understand about the obligation to represent the client's interests and not inject personal feelings. The DGs who are not lawyers are now learning it.
From our admittedly remote vantage point it looks like there is trouble brewing. This is not a particularly auspicious way to begin encouraging increased alumni involvement. Too little light. Too little sharing. Too little communication too late.
From an undisclosed location, I am Diogenes and I approved this message.
