On 12/22/17 10:03 PM, Walt Harasty wrote:
Jay:
As a former corporate attorney, and an Adjunct Professor of Corporation Law, who has formed over 30 non-profit corporations I have no clear understanding of this matter because of the lack of FACTS.
I suggest a special meeting of SBARC be called ASAP where the FACTS should be presented, and based on such FACTS, a determination of what action, if any, SBARC should take.
The underlying problem is that ARRL is deliberately suppressing the ability of ARRL members to know any facts and prohibiting their elected representatives from discussing the facts with the membership.
FACT: At the January ARRL board meeting, the board adopted a "Code of Conduct" for Directors and Vice-Directors. This code prohibits Directors and Vice-Directors from disclosing how the Board members voted on an issue, including their own vote. See 6c of linked document. Furthermore, a board member is required to publicly support board decisions even if that member or his constituents are opposed. See section 8 and 8b of linked document. This means that Dick Norton is now required to publicly support his own censure by the ARRL Board. It also prevents the membership from making informed decisions regarding re-election of sitting board members. We can't see how they voted on issues.
Because the no-public-criticism code is a Board action, it prevents public criticism of the no-public-criticism code.
Link: http://www.arrl.org/files/file/ODV/ARRL%20Code%20of%20Conduct.pdf
FACT: Dick Norton voted against adopting this code of conduct. See page 6 of link below.
Link: http://www.arrl.org/files/file/About%20ARRL/Board%20Meetings/2017/January201...
FACT: At the Visalia DX Conclave, Dick Norton spoke at the ARRL Forum. He stated that he fully supported the Board's decision (as he is now required to do) and mentioned (correctly) that the new code would impact his interaction with the membership. Several members of the audience expressed opposition to the new code.
Link: https://sites.google.com/site/hamsforabetterarrl/
FACT: On November 14, the ARRL board voted to censure Dick Norton for violating the code of conduct, apparently because he mentioned the code of conduct. Four ARRL members wrote to ARRL in support of Dick Norton. The ARRL article does not mention that any ARRL members wrote in opposition to Dick.
Link: http://www.arrl.org/news/arrl-board-of-directors-publicly-censures-southwest...
FACT: A well-respected SBARC member wrote to ARRL CEO Tom Gallagher for an explanation of the Dick Norton situation. The request was at first ignored and when repeated was met with a stonewall response and he was essentially told to go away. (Private email correspondence with me, details provided if permitted by author.)
FACT: Hudson Division Director Mike Lisenco N2YBB has introduced a motion to modify ARRL bylaws to dilute the elected representation of ARRL members by adding the President and three Vice-Presidents who are not elected by the membership as voting members.
Link: http://www.kkn.net/~n6tv/N2YBB_Motions_To_Change_ARRL_ByLaws.pdf
FACT: Sitting Director Doug Rehman K4AC was prevented from running for re-election to ARRL Southeastern Director in 2016 after the ballots had been mailed despite his being previously ruled eligible. K4AC has been a supporter of more transparency in ARRL actions. His opponent was declared elected without a vote.
Link: https://arrlse.org/
I recommend that Dick Norton be present at that meeting.
If he were to attend, he's stuck in the catch-22. He is required to publicly support all Board actions, including his own censure.
If a meeting is called, I recommend that the Bylaws of ARRL and any proposed amendments be made available to the attendees.
Bylaws: http://www.arrl.org/arrl-by-laws
Proposed amendment: http://www.kkn.net/~n6tv/N2YBB_Motions_To_Change_ARRL_ByLaws.pdf
-- Jay Hennigan - CCIE #7880 - Network Engineering - jay@impulse.net Impulse Internet Service - http://www.impulse.net/ Your local telephone and internet company - 805 884-6323 - WB6RDV