THE FOLLOWING MESSAGE WAS SENT TO NASW CHAPTER LEADERSHIP 7/6/16
Dear Chapter Executive Directors, Presidents & Presidents-Elect,
I am writing to advise you that our Certificate of Incorporation was recently updated by action of the Board of Directors. This update was prompted by a “due diligence” review of the Association’s governing documents in response to the recent litigation relating to modernization. Our Certificate of Incorporation had not been updated since 1955.
These updates include the following:
The Certificate was updated to provide the Board with the explicit authority to amend the Association’s bylaws. It is accepted business practice that a Board may amend an organization’s bylaws, and based on NASW’s current bylaws and past practices, it has been the Association’s understanding and intent that the Board had this authority.
The Certificate was updated to change the name of “Board of Trustees” and “trustee” to “Board of Directors” and “directors”, consistent with NASW’s current usage.
The Certificate was updated to be consistent with current law and practice to provide that a Board member does not have personal liability for monetary damages for a breach of fiduciary duty as a director of the Association.
The Board of Directors also ratified all existing bylaws of the Association.
These actions were undertaken to provide clarity in the Association’s governing documents and reflect capable stewardship of the Association by the Board of Directors.
Angelo McClain, PhD, LICSW
NASW Chief Executive Officer
National’s whole strategy is to silence their opposition. National’s communications are designed to stop discussion, squelch dissent, and scare people into compliance. They are spending membership's money for the sole purpose of hiring lawyers to make sure the members are falsely persuaded to believe they never had a vote in the first place.
National’s mischaracterizing of this Coalition of Concerned Members as a “small but vocal group” omits that ten NASW Chapters voted NO CONFIDENCE in the modernization plan and its implementation. They also omit that OVER 700 members in good standing signed a petition requesting further discussion of the Modernization plan prior to implementation due to concerns about the Modernization plan.
In response to their latest MAJOR CHANGES to our 60 year old Association that was running smoothly and growing in numbers prior to this debacle, we plan to not only continue speaking up about this unaccountable, unjust and ineffective management of NASW, but to encourage the membership in general to weigh in on determining the kind of Association WE want AND WE WILL NEED YOUR HELP EVERY STEP OF THE WAY.
The coalition hosted a Town Hall meeting in August. Over 120 members participated and you can find links to documents mentioned during meeting HERE.
WHAT DOES THIS MEAN FOR MEMBERS?
This new move by National is again unprecedented! Circumventing the power of the Delegate Assembly (DA) which had been the representative, member driven, important decision making body of NASW (click here for additional DA history).
National has gone to extraordinary lengths to secure their power and full control of our Association once touted as "Membership Driven." Please check out this website regularly for updates as to ACTIONS for us to TAKE BACK OUR ASSOCIATION!
CONCERNED MEMBERS UNITED