9/07/2013

Does a Document Dump address the UTO Four's Protest?

 September 6th was a busy Friday for those interested in or concerned for the United Thank Offering.   

Early in the day the Public Affairs Office of TEC published "A statement from the Presiding Bishop about United Thank Offering."  Included by link in that statement was a set of documents and correspondence related to the UTO and the Church leadership concerning the proposed bylaws, a memorandum of agreement, and an essay written by a member of the UTO Board.

The document dump was on the surface commendable, but on careful reading did it do any more than show that the divide between the Church leadership and some if not all of the UTO Board? 

Late in the day Episcopal News Service published, "Church, Presiding Bishop respond to UTO Resignations."  Again there are several links worth noting and quotations from UTO and Church leadership. 

Neither item mentions the word protest in relation to the resignations. But of course the resignations were a protest. It might have been helpful to acknowledge that the UTO Four resigned in protest, for otherwise they are simply unhappy and unreasonable individuals who used to be on the Board.  

Happily that is not case over at Telling Secrets, where Elizabeth Kaeton says, "The four women from the UTO board who resigned in protest have been referred to as "whistle blowers". That is, in my perspective, an honorific title, worthy of the historic, prophetic ministry of the UTO"  She in turn references Ann Fontaine, a blower of whistles at times, who has published the proposed bylaw changes, over on "What the Tide Brings In."

The Presiding Bishop's statement, and the documents referenced, along with Ann Fontaine's publication of the proposed bylaw changes, along with the statement of the UTO Four pretty well provides the line up of public documents related to the resignations.  I leave it to the reader willing to wade through it all to decide if the UTO Four have overreached or if the Church Leadership (the PB's list being "the President of the House of Deputies, the Chief Operating Officer, the Executive Officer of General Convention, the Treasurer, and I") has been heavy handed.

I said in a recent blog that "I am firmly convinced that all parties to the current difficult situation have the best interest of mission at heart. It turns out that "mission" understood by the corporate entity called the Domestic and Foreign Missionary Society and "mission" understood by the UTO and its Board are quite differently configured." Having all these documents still leaves me believing so.

As I read it, if these bylaw changes take effect there will indeed be some real changes in UTO activities.  There will be no Executive Committee (I don't know if that is good or bad), there will be no Communications Committee, there will be no Finance Committee. The sorts of committees that are pointedly in place for action - execution of program and policy, communication of ideas and execution of financial decisions - will all be discontinued.

The problem, however, is not about the details of the bylaws. If we were meant to go toe- to- toe, mano- to- mano over fine points of the law we would be well advised to get out of the Way and give up on the business of being Christian.  Bylaws, like the Law, was meant to serve us, not us them. They are just bylaws. 

The problem is that these are bylaws, the purpose of which is to make UTO one of the collection of groups called "committees, commissions, agencies and boards" - CCABs, of the Episcopal Church.  TEC General Convention website considers UTO Board an "agency or board."  The slide show presentation about CCABs asks

 " What is a Board?"
– "A Board is established by Canon"
– "Membership elected by the GC"
– "Supervises area of the church’s work"
– "Reports to General Conventon"


Only some of this fits the UTO Board.  It is not in the canons, its membership is not elected by General Convention, but it does supervise a area of the church's work and reports to General Convention. 

The CCAB Manual says of boards and agencies, two of the ten types of CCABs,  

Boards oversee semi-autonomous components of the Church, such as the General Theological Seminary, the Church Pension Fund, the Church Archives, and Transition Ministries. Since a board’s actions do not require ratification by the General Convention, their triennial reports are limited typically to an update on their work and request for continued funding.

Agencies are legally independent corporations affiliated with the Church, such as Episcopal Relief and Development. They have their own officers and boards which may be partially selected by the General Convention or ratified by Executive Council. Agencies are expected to develop their own mandates and make their own business decisions.


The UTO Board shares some characteristics of a Board and some of an Agency. On the whole it is more an "agency" than a "board", but it is not "an independent corporation affiliated with the Church." It is, as the UTO Four pointed out, "autonomous but interdependent" or as the description states for Boards, "semi-autonomous components" of the Church.

What is going on is the push back and forth about the extent to which the UTO Board is a Board or Agency under CCAB guidelines. The Presiding Bishop, Officers and Staff (I don't like the term "Church Leadership" one bit) are quite right to want some clarity on all this, as they are the corporate officers who are responsible for seeing that those doing work on behalf of the church are adequately guided so that the Church, the workers and all those they effect are protected from fraud, mismanagement, malpractice and malfeasance, and from general harm.  

It is important then not to assign malicious intent to the work of the Presiding Bishop, officers and staff.

At the same time it is important to acknowledge that the purpose of making the proposed changes in the bylaws is precisely to place the UTO Board among the CCABs of The Episocpal Church - to define it as one of the ten types of CCABs mentioned in the manual.

The struggle is about precisely what sort of CCAB the UTO is. The difficulties have to do with how much of the UTO Board's work is directed from within the board and how much is directed directly or indirectly by Officers and Staff of the DFMS. Everyone agrees that UTO is part of the Episcopal Church, but how it relates to the institutional life of the Church is the question.
 
House of Deputies Presidenet Gay Jennings said, "It's important to note that the proposed bylaw changes, which are only in draft form, seek to have UTO observe the same reporting, transparency and governance standards as other Episcopal Church committees and commissions." (emphasis mine).

The problem, dear friends, is that UTO is primarily an activity of Thanksgiving prayer and grateful response. That is not a corporate CCAB sort of thing. It is, to say it clearly, an activity of believers. It was not established by a corporate entity, but by women of the Church, and it exists now as an expression of believer's prayers by people of the church.

When past UTO leadership considered becoming a separate corporation some of us argued that UTO was too much a part of the DNA of The Episcopal Church as a community of worshiping and believing people to be separated out. So the effort has been made to find a way for UTO to express its work withing the structural life of the Church. I still believe the separation of UTO from distinct relationship to TEC would have been a mistake. But clarity about inclusion is not easy.

The work and effort to find a way forward has been extraordinarily difficult, for memories persist of past discounting of UTO as "women's work" (and therefore of lesser importance) and current suspicions of power, still exercised in a top down hierarchical way.  There is nothing of the circle in these bylaws, nothing of the importance of the local and specific, nothing of the vision found by people of no power but considerable faith. Bylaw change is not enough to solve the problems of trust.

The document dump shows something of the struggles that have gone on and the way in which UTO and Church officers responded and reacted to one another.  The primary conclusion to reach is that trust is at a very low ebb. UTO folk are suspicious, Church officers claim to be shocked but act angry, and in the end we still don't know why some of the changes are proposed and how much of these proposed changes are open for negotiation.

It is, as they say, a mess.  A mess, I believe, that is part of a larger struggle for the future of the Church. Will its work be determined by legal constraints of corporate life, or will its work be determined by a constraints of incarnation? Or both? Or, God help us, neither?






15 comments:

Ann said...

More letters here

Ann said...

Also I don't think publishing an unsigned rant against the 4 and leaving email addresses and phone numbers on correspondence without people's permission is commendable.

Jared Cramer said...

Sorry, Mark. I was the "Unknown" before. Don't know why my name didn't go through.

Even if UTO does predate Executive Council, heck, even if it predated the Episcopal Church, at some point the leadership chose to be a part of the Episcopal Church legally—not to be a separate corporate entity like ERD. That means there are structures and accountability to the actual fiduciary. Regardless of what the understanding has been up to now, that seems pretty clear from a legal standpoint.

Thus, the fundamental question of "who is in charge here" seems to be the basic sticking point. In the end, it needs to be clearly established from a legal and canonical standpoint that the fiduciary of DFMS is ultimately "in charge." That does not mean the UTO board does not have authority, or that Executive Council should ignore them, any more than it means a Vestry should make a habit of ignoring the desires of a committee or ministry group under their authority.

To me, the document dump helped in clarifying that their seems to be immense push-back at this process and that the four who resigned did so in the midst of the work on the bylaw revision. To resign because something was proposed (instead of when it was actually approved), seems to me to be the height of not working together in good faith.

Elizabeth Kaeton said...

Mark,

I agree with much of what you say and I thank you for the clarity of your thoughts.

As important as it is not to ascribe ill will or intent on the part of the officers of DFMS, it's also important to note that the call for this action did not arise out of concern for financial malfeasance on the part of UTO.

I have especially strong feelings that this situation ought to be freed from the restraints of signed confidentiality agreements and be done out in the open. It is an important situation for the church, with many lessons to be learned from it. As I posted at the end of my blog:

"Yes, it is about women and power and the institution. Sexism and misogyny are still alive in the church, even though a woman is PB, just as racism is still alive in this country, even though there is a Black man in the White House.

This is also about the "creative tension" between the "grassroots" - necessarily autonomous - efforts for mission and the "Increasingly regulatory function" of the institutional church.

There are many lessons to be learned that can be very helpful to those of us who are experiencing the same tensions in ministry at local and diocesan levels.

Indeed, the tensions between autonomy and interdependence and independence are central to being Episcopalian and Anglican."


On the one hand, we are being advised (some say 'admonished') to be more "nimble for mission". On the other hand, the institution giving that advice is placing regulations on those who do mission as prayer and charity which make it difficult to do that work. And yet, as you point out, there are legal requirements under which we are well to operate.

Had the four representatives from 815 who sat with the 8 women from the board of UTO kept the spirit of the advice of the 2012 Advisory Committee of Executive Council (which you chaired after Ian Douglas was elected bishop), we would not be in this "mess".

UTO has had, within its bylaws, accommodation for a member of EC to serve as liaison from UTO to EC. That has not been since 2000 because apparently, as the Blue Book report states, it was difficult for the EC liaison to attend the required 40 days of meetings of the UTO.

That is not the fault of UTO. The EC dropped the ball. And, it stayed dropped for 13 years. It happens. That's a HUGE commitment of time for any member of EC.


Which is why I feel that the only solution to this "mess" is for UTO to incorporate separately but have within its bylaws representatives from the officers of TEC on its governing board.

We don't have to make this up "out of thin air" Many church schools and day schools and clinics and hospitals have this type of arrangement.

One final note: The absolute WORST that could happen is for people to withhold money from their UTO Blue Boxes. Indeed, just this morning, I placed 4 quarters in my little Blue Box in thanksgiving for the courageous witness (whistle blowing) of the 4 members of the UTO board who resigned in protest. I encourage everyone to do the same. Again, the issue is not about financial malfeasance or misdemeanor. It is, to put it bluntly, a power struggle.

As the African saying reminds us: "When two elephants fight, it is the grass that suffers."

Robert P Morrison said...

Thanks, Mark. This is clear and helpful, A little comment. If my memory serves, you referred to (The Rev'd.)Gay Jennings as being in the House of Bishops, but she's President of the House of Deputies.

Bruce Garner said...

I kept looking at this situation, trying to make some sense of it. I was on Executive Council when the process first began.

From my perspective, what actually happened here was that the "legal" overshadowed "the pastoral."

Yes, there are changes that were/are needed to bring clarity to the relationship and adhere to the usual compliance issues related to being part of a larger body. But I have to wonder if the most recent revision suggested for the bylaws didn't go further than they really needed to go. Is this a case of less being better than more? Of fewer changes being better than many? It certainly seems that way.


Sorting this out will take time and energy, patience and skill and a willingness to step back and look closer before deciding what is really needed.


I hope that the pastoral needs associated with this ministry will take a higher place than the legal and that the legal will be the minimum needed.

Bruce Garner

Tobias Haller said...

Mark, thanks for this. I'm for the creation of a separate 501(c)3 for UTO. I think they'll still work with the parishes (where the rubber hits the road) very effectively, and the clarity of their national work will be even better. Decentralization and flexibility. Sounds good to me.

Bruce Garner said...

I kept looking at this situation, trying to make some sense of it. I was on Executive Council when the process first began.

From my perspective, what actually happened here was that the "legal" overshadowed "the pastoral."

Yes, there are changes that were/are needed to bring clarity to the relationship and adhere to the usual compliance issues related to being part of a larger body. But I have to wonder if the most recent revision suggested for the bylaws didn't go further than they really needed to go. Is this a case of less being better than more? Of fewer changes being better than many? It certainly seems that way.


Sorting this out will take time and energy, patience and skill and a willingness to step back and look closer before deciding what is really needed.


I hope that the pastoral needs associated with this ministry will take a higher place than the legal and that the legal will be the minimum needed.

Bruce Garner

Mike R. said...

In two parishes where I served as Rector the Vestry and I had to,reel in all the checking and savings accounts that groups had. Not because of any malfeasance but because the Vestry was ultimately responsible for the collection and disbursement of all tax exempt funds.

I heard plenty of "the Vestry stole our money." And in some cases I made sure Vestries honored prior commitments. In the end it protects groups to have the money they have raised overseen by the parent organization.

If the "dump" of materials is about a subordinate group using TEC's tax exempt status to raise funds, then TEC had best be the agency tracking and accounting for those funds. Other than UTO obtaining its own 501c 3 there is really no other choice.

I am sad this has been done ham fistedly because the UTO organization has done vibrant committed work. At the same time there is no malevolence in nailing down fiscal accountability.

Mark Harris said...

Ann... I stand corrected. I was commending the releasing of the materials in part because it exposes something of the feelings of the participants. I did not notice the email address / phone number thing. I do think the release of the "Barbarians at the Gates"paper was unnecessary.

Sandra McPhee said...

I was a member of the INC-055 Task Force from 2009 to 2012. I also served on the study committee that preceded the task force and met in the summer of 2008. At the time I was a member of the Executive Council and chaired the Executive Council’s International Concerns Committee for the 2006-2009 triennium.

I have been aware of and committed to the UTO since I was a very little girl. I remember the blue box on the window sill above the kitchen sink and watching my mother and my father drop coins into the box. The current confusion about the UTO and its role in the life of the Episcopal Church is a matter of great sadness to me and to many many others. Much has been posted on the internet in recent days that is confusing and misleading and does nothing to further the important work that the UTO has performed for 125 years and continues to perform.

Since its founding, the UTO has been an integral part of the life of Episcopal church women and its support has been critical in many parts of the Anglican communion, especially for the support of missionaries. That work must continue.

However, the UTO must comply with legal and accounting requirements for not-for-profits promulgated by the Internal Revenue Service and it must comply with generally accepted accounting principals to protect the contributions that many faithful people have made over the years. In order for an organization to use the tax id number and tax exempt status of another organization, the IRS requires that the organization with the tax id number demonstrate certain elements of control over the organization that is using its tax id number and tax exempt status.

Prior to 2007, the legal relationship between the UTO and the ECW and DFMS was fuzzy at best. As part of the well-documented study undertaken at the behest of the Presiding Bishop, it became necessary to make certain that the UTO complied with IRS regulations and with the regulations and procedures of DFMS. The INC-055 Task Force worked very closely with representatives of the UTO and indeed, Sarita Redd, who was the president of the UTO until her untimely death last January, was a member of the Task Force. Early on in its work, the INC-055 Task Force discussed the option of the UTO forming a separate corporation. That idea was rejected by the INC-055 Task Force and by the UTO Board. The report of INC-055 was never intended to be an end. It was intended as a starting point with the clear understanding that the UTO Bylaws would have to be re-written to comply with current procedures of both the IRS and DFMS. In addition, a formal Memorandum of Understanding would be prepared to set forth the relationship between the UTO and DFMS.

The proposed Bylaws and MOU that have been posted on the internet are just that, they are proposed and not final documents. It seems premature to attribute various motives to the Presiding Bishop and members of the DFMS staff or to the current and resigned members of the UTO Board. What seems appropriate is to let the UTO Board members who remain react to the draft bylaws and MOU and let the Executive Council have an opportunity to review and discuss this issue at its meeting in October.

Sandra McPhee

SCM said...

I don't get this. Why doesn't the UTO simply apply to become a 501(c)3? The idea of piggy-backing on the 'national church' 501c3 is the problem and makes no sense. Just resolve it.

David and John said...

As information is now coming out that sheds light on the situation, I find myself hopeful that this can be worked out.

I wonder if either side has thought about giving some ground and meeting in the middle. For instance, what if the UTO board could consist if members elected half by the provinces and half by the ECW?

To me, there is one thing that's clear, (from a legal standpoint) the UTO must get their house in order. This can certainly be accomplished with a bylaw and MOU update, and this doesn't mean that the current UTO leadership give up all their "power". Of course, it doesn't mean that 815 gets to run the show all by themselves, either.

I am saddened that four UTO board members chose resigning from the board (and making public confidential documents and conversation details) over remaining and standing up for their convictions. The departure of four women who obviously care deeply for the UTO program is a loss to all concerned.

If TEC is really a church of the "via media", then the DFMS and the UTO board should be able to sit down together and let each side give up a little for the benefit of the entirety.

Ann said...

Good idea and the UTO 4 were more than willing to sit at the table and talk about ways forward. Some of them have run non-profits and know the IRS codes backwards and forwards. There seems to be an assumption that they are clueless (as many of us in that generation experience from the larger culture). As to release of documents - the original "dump" came from 815, the PB and COO. In that is an unsigned rant against UTO Board. The documents that were released by others filled in some of the gaps in the 815 dump.

For more from the UTO4 read their blog.

Chris H. said...

David and John, that's just it, the UTO board thought they were writing up a new set of bylaws sharing power, but when they got a copy of what is being voted on in October, all power goes to DFMS. They're just advisors and obviously the "leadership" hasn't listened to a word they've said in years if they wrote the bylaws this way. After the vote is too late to do anything. If people don't want all control going to TEC central they have to speak up now. If, as some of the other documents imply, DFMS is already refusing to pay out grants that the UTO has chosen to give, it's no wonder the UTO board is upset. Sounds like the UTO board is about to become window dressing. And once their money is absorbed into TEC completely, where will it go? Lawyers? Or maybe a "grant" to save 815?