2015 Board Gag order

This message, reminding IEEE Board Members that they cannot speak against the amendment, and that messages advocating for (from the Board!) or against the amendment (“electioneering”) cannot use IEEE alias lists, or IEEE funds for communicating these perspectives to IEEE members.
Below, as a downloadable document, is an updated version of the FAQ PDF referred to in the message.  The updated FAQ includes both pro and con positions reflecting a far more balanced perspective than the initial IEEE distribution.

“Dear 2014 and 2015 Board members and Directors-Elect:As you are aware, in 2014 the IEEE Board of Directors passed a motion that fully endorsed submitting IEEE Constitutional revisions to the IEEE membership. The proposed revisions were the result of more than two years of deliberative discussions, encompassing the full membership of the IEEE Board of Directors including Directors-Elect, the IEEE Governance Committee, and an ad hoc committee focused on these changes. Later this summer as part of the IEEE Annual Election ballot, all eligible IEEE voting members will be asked to vote on the amendment.Recently, there has been some discussion among members regarding these amendments. An informed discussion of these amendments is both necessary and welcomed.As you know at its August 2014 meeting the IEEE Board of Directors, following a full examination of the matter, took action approving the text of the amendments to the Constitution and submitting the Constitution, as amended, to a vote of the membership. Our fiduciary obligations as Board members require us to support that action once taken, regardless of what any personal divergence from that official position may be. When speaking as a Board member, please remember we need to speak with one voice.To help you engage in dialogue with members, we are providing you with the attached briefing document with some of the key provisions that have already seen discussion during earlier deliberations, and during the most recent discussions among members.

I would like to remind you of Sections 13.3 and 13.4 of the IEEE Policies. These policies prohibit the use of alias lists, require balanced reporting, disallow the use of funds for electioneering, and apply to not only the candidates on the ballot, but the constitutional amendment as well.

If you have any questions—or in your discussions with members, you are asked a question you do not feel you can answer with certainty—please do not hesitate to reach out to Secretary Parviz Famouri, whose contact information is included below or point individuals to the secretary@ieee.org email address.

Thank you again for your assistance in this matter.

Howard E. Michel, Ph.D.
IEEE President and CEO”

Revised (to include Cons as well as Pros)  IEEE Constitutional Amendment FAQ rev 6

==== 2016 Note —

It is interesting to note that Howard Michel used IEEE mailing lists in 2016 to advocate for the 2016 Amendment.

 

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2 Responses to 2015 Board Gag order

  1. John Vig says:

    > Our fiduciary obligations as Board members require us to support that action once taken,
    > regardless of what any personal divergence from that official position may be.

    This is not true with respect to the members of the 2015 Board having to support the decisions of the 2014 Board. Every time a board votes to change the bylaws, for example, it is voting to change the decision of a previous board. There is nothing improper about that. A director’s primary fiduciary duty is to act in the best interests of the IEEE. If a director believes that changing a past decision is in the best interests of IEEE, then that is that director’s the proper course of action.

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  2. This is not true. “fiduciary” in connection with “board” appears once in the Constitution and once in the pollcies; referring to the whole board as such and NOT to its members
    Constitution
    ARTICLE XIII – MANAGEMENT
    Sec. 6. Stewardship and fiduciary responsibility for IEEE assets shall be the responsibility of the Board of Directors.
    Policies
    11.4 Reserves
    IEEE Reserves are defined as the total unrestricted accumulated surpluses of all IEEE Organizational Units. The IEEE Board of Directors has fiduciary responsibility for, and the right to direct and control, all IEEE Reserves.

    I really don’t see how these rules prohibit board Members to express their opinions against a board-proposed Constitutional amendment !
    Furthermore, IEEE policy 13.4 says:
    It is the policy of IEEE to facilitate open discussion, including opposing views, of issues and initiatives to appear on the ballot (Constitutional amendment and referendum); this applies to those proposals originated by the IEEE Board of Directors as well as those of other members of IEEE. :

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