[arrl-odv:26408] ARRL Governance and the Role of Vice Directors for the Second Century

Tom, I’ve read and reread your recent email (arrl-odv:26404) andyour well-crafted attachment several times, wanting to be absolutely sure thatI understand what you are saying. I hopeI have it right, my apologies if I have misconstrued anything. I find myself both perplexed and a bit disappointed, particularlyby the concluding sentence of the attachment, in which you urge that we not questionthe accuracy of the Day, Pitney opinion. Since the rest of your memorandum appears to be based squarely on that opinion,this request on your part amounts to a plea that the EC’s judgment not bequestioned. As you know, I have already questioned Day, Pitney’sconclusions. I do not claim that I amright, and Day, Pitney certainly is a venerable law firm. However, my analysis of their memorandum, ofthe Connecticut statute, and of the meager case law I could identify, found theirreasoning to be faulty. I detailed thatin a memorandum send to the Board several weeks ago (see arrl-odv:26387 andarrl-odv:26398) in the hopes that someone would look at what I had to say insome detail and let me know where I might be off. In fact, several accomplished attorneys onthe back bench have looked at what I said and have concurred with me. I had and have no desire either to be wrongor to mislead the Board, so I implored the EC to take a more critical look. Unfortunately, the several private responses I have gotten todate from the front bench have said, in essence, what you have said publicallytoday, which I paraphrase as “Day, Pitney said it and we will not review,revisit, or criticize their opinion.” This is disturbing. The Board andOfficers of the League have a fiduciary duty to look after the affairs of theLeague, and part of this duty is to be aware of faulty information that maycolour their analysis. I have raised a BIG RED FLAG. It may turn out to be a false alarm. I may turn out to be misguided or ill-informed. If either of these is the case, I apologize now,and will apologize later, publically to this whole Board. But until we hit that point, I believe theBoard has an obligation to give this a hearing, to look at the reasoning, gettingadditional opinions, if necessary, and, if the reasoning is faulty, to let meknow how and where. Tom, you and I will both be in Cambridge, MA tomorrow. If you would like, I will make myselfavailable any time to chat about this. Perhaps we can find some common ground. If not, I will feel compelled to bring the matter up Monday evening. Thanks and 73, Mike Raisbeck K1TWF
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Mike Raisbeck