On October 11, the Café published the Talking Points, prepared by the staff of the Church Center, on the UTO Board resignations given to the bishops at their last meeting. The resigned UTO Board members, referred to as the UTO 4, have responded to the Talking Points Sunday:
In the interest of transparency, we, the UTO Four, would like to comment on The Talking Points for Bishops; we appreciate the tone with which these statements were made public. It has been painful for all of us to be painted with such negativity. If we believe that had we been listened to and responded to appropriately, and with a desire for reconciliation, perhaps the situation might have evolved differently. To date, no one has reached out to any of us with a spirit of reconciliation. Recently, the legal counsel for DFMS released a statement regarding the resignations of the four who protested. He stated, among other points:
Finally, I must observe that given the actions of those that resigned, those actions did not comply with the requirements of Canon 1.17.8 which required them to “well and faithfully perform the duties” of their office. I cannot see how the future work of the UTO Board is served by having members with no reasonable basis in fact to do so, suddenly abandon their board duties and launch a public and intentional campaign of misinformation on the Internet.
Certainly we did not “suddenly abandon our board duties and launch a public and intentional campaign of misinformation on the internet.” We have tried to present, as truthfully as possible, a picture of a situation which we believe will have a negative impact on the United Thank Offering and the Episcopal Church. To the best of our ability to have tried to be true to our calling for loving service.
A point by point response continues here. and below:
You can find a document sent on 9/12/13, by DFMS legal counsel to the Province Reps on the UTO Board, regarding the statement made public by those “objectors” who remained on the board at this link:
We find this legal statement full of “misinformation.” You can also find a response from Robin Sumners to the remaining UTO Board members regarding the references to “conversations” between Robin Sumners and the DFMS legal counsel at this link: The Talking Points for Bishops are remarkably similar to this document. This information is being made available, as the document that is being used for discussion refers to these transactions.
And now in regard to the talking points:
1) The issues regarding “financial practices” have puzzled all of us as all of our financial transactions have been done by the DFMS department of finance. We have an approval process with a finance committee that must approve all transactions, and these must go to the finance office with the signature of both the President and the Finance Officer of the Board. The United Thank Offering does not have a bank account, does not write its own checks, does not receive checks or donations directly, and therefore has never been aware of not following “appropriate financial practices.” Our board meetings and training meetings have traditionally been held at Episcopal Camp and Conference Centers; these venues require a contract, a deposit, and final payment after the event. There are contracts signed by our President or Vice President and Finance officer, or appointed deputy. For the 2009-2012 Triennium, there was a three year contract with a translator to be present for the Province IX member, and to translate necessary documents for her, including grant applications. Never has there been a question regarding the validity of contracts entered into by the Board as far as we knew. It was our understanding that the procedures we followed were required by the IRS for being a part of DFMS and using the 501c3 of the Episcopal Church.
2) Regarding paragraph three of the “overview,” that begins “A regular overview of UTO practices…” and continues “these include such matters as a) conflicts of interest, b) the need for authorized budgets for travel and meeting expenses, c) the need for legal and authorized contracts with vendors, d) recognition that legal representation is the responsibility of DFMS, d) board practices that meet churchwide expectations of transparency, and e) the need to include all members, both elected and appointed, in all meetings and communications.”
There are six items listed here; items a, b, c, and e were not discussed with the board by written communication or by conversation in any meeting with the staff at 815. Those of us who resigned have no idea what these items are actually about; we have had some statements made to us regarding some of these items, but they were not discussed prior to the presentation of the bylaws on August 29, 2013. We do know that we had not been able to develop a true operating budget for the triennium as we had not received the regularly required quarterly financial statements regarding the status of UTO funds from the Finance Department since September 2011. It is our understanding that some financial reports were presented by the new UTO missioner at the UTO Board recent meeting.
Referencing item a, we have no idea what this item is about; there was no discussion of this item ever.
Referencing item b, on August 1, with the four board representatives, there was mention that our expenses for this year were excessive; we were told our meeting expenses were out of line with the rest of the church. We were not given time to answer this comment, or to discuss the question. We knew our expenses were extraordinary—we, the whole board, had made two unscheduled trips to New York without ordinary travel planning time; one related to the death of our President, Sarita Redd, in March and a second in July to meet with the Presiding Bishop—neither of these trips was budgeted (we do have a budget, although no financial statements.) In most situations of business, when a department or program was over budget, there would be some questions asked and explanations sought as to the problem, and the possible solution. We were offered no such opportunity.
Referencing item c in the list, in the meeting with the appointed work group on August 1, we were informed by The Rev. Michael Barlowe, that we could not create or sign contracts. There was no discussion of this item. We were also informed at that meeting, with four UTO Board members present, that all of our finances would now be going through the General Convention Office. This information was given as the last item of information and there was no discussion. We were handed the standard travel reimbursement forms we have used for years as though they were brand new and were informed we would now use these forms for reimbursement and that they would be sent to Michael Barlowe. These steps may have been discussed in the recent board meeting that took place September 25-October 1; these items were not part of discussions that led to the resignations in protest, nor were these items specifically covered in the draft bylaws sent to the board on Aug 29.
Referencing item d in the list, we were informed in the meeting on July 15, 2013, with the whole Board (two members missing) that we could not have our own lawyer; that all of our legal needs would be met by the full-time legal counsel now employed by DFMS. The United Thank Offering was instructed by DFMS to engage a lawyer in 2008. For a discussion of why the United Thank Offering had a lawyer already on retainer, and the continuing purpose of this attorney check this link: beginning with the header: Triennium Goals and Accomplishments (and issues) in Regarding Board Structure, By Laws, and Policies and Procedures 9/1/12 – 7/15/13: (you will need to scroll through about half of the document to reach this header):
Referencing item d2 in the list, the question of “transparency,” this issue was presented to the UTO board for discussion on July 15. Our original 2012 bylaws require that each board member sign an “Oath of Confidentiality” regarding board business. This document relates primarily to the granting responsibilities of the board; the decisions and discussions regarding awarding or not awarding a grant may not be shared publically or individually with anyone not on the UTO Board—granting sessions are considered “executive sessions” and are not to be discussed. This protects both grant applicants and board members from entering into conversations that will be non-productive for all. There is not an appeal procedure for trying to convince a board member or the whole board to reconsider a grant. This “oath” was interpreted by the DFMS legal counsel as a method of the board “keeping secrets” from DFMS. The legal counsel told us regarding UTO Board meetings, that all meetings of the Episcopal Church are public. (We assume that this statement excludes the House of Bishops and the “Code of Silence” recently referenced regarding that meeting. Perhaps the statement was meant only for lay organizations.)
Referencing item e in the list, “the need to include all members,” this item was not discussed with the board. There were two on-line conversations of the “elected members” (Provincial Reps) of the board on August 31 and September 2. These were not official board meetings; they were discussions of how the new bylaws presented on August 29 specifically affected those elected by ECW provinces, and the impact of the bylaws on the relationship of the UTO Board to the Episcopal Church Women. DFMS legal counsel chose to see this as an action as part of a plot to refuse the appointments of members of the board by Executive Council.
The final statement of talking points here is: “Irregularities need to be addressed for the on-going health of the United Thank Offering, and compliance with secular law.” The key word here appears to be “addressed.” The experience of those of us who left in protest was that “irregularities,” whatever were chosen to fit that category, were “addressed” in the draft bylaws without discussion or even having been informed of the issues that DFMS were considering “addressing.”
The next item: “Accusations that revisions will sever the relationship ?between UTO and The Episcopal Church Women are simply not correct.” This has been discussed at length, but the comments in the communication from DFMS legal counsel on 9/12/13, item 3, also make clear the intent of this process.
The response concludes:
There have been thousands of words tossed out in the process of this conflict. There have been accusations from both sides; and both sides believe they have behaved ethically, thoughtfully, prayerfully, and in good faith. There are clearly massive misunderstandings. Yet, there are documents that stand for themselves that make statements that are clear as to intent. There has been no outreach at all to those of us who protested the process. We have been swept aside and left at the side of the road. Yet, we the UTO Four, remain faithful supporters of the United Thank Offering and the Board that is responsible for its policies and procedures; we are saddened at being dismissed as “members with no reasonable basis in fact to do so, suddenly abandon their board duties and launch a public and intentional campaign of misinformation on the Internet.”
We perceived a genuine threat to the continuing place of the United Thank Offering in the life of the Episcopal Church. That threat is real and remains in place.
The UTO Four
Barbi Tinder, President; Renee Haney, Secretary; Georgie White, Continuing Review Committee Convener; Robin Sumners, Communications Committee Convener