Summary of the meeting?

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Greg Novak (Beta Omicron, Marquette)

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Mar 9, 2008, 3:13:46 PM3/9/08
to HKN/IEEE merger
Can anyone provide a summary of the meeting for those of us unable to
attend or call in?

Andrew Muehlfeld (Alpha - UIUC)

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Mar 9, 2008, 8:34:34 PM3/9/08
to HKN/IEEE merger
Yup.

Dr. Eisenstein, Vice President of HKN, met with about 14 students, 1
faculty advisor, and 1 administrator at HKN's Chicago headquarters.
He opened the meeting with a twenty minute recap of the FAQ, followed
with a thirty minute detailed explanation of finances directly
addressing the five statements I had questioned, answered questions
from students present for about an hour, answered questions from call-
in students for about fifteen minutes, and ate lunch with us for an
hour.

Here is a thematic summary of what Dr. Eisenstein said. Details will
come in a post soon, but this should get you started:

1) There is NO financial crisis. Student interpretation did not match
the impression the FAQ intended to give. We are not on the verge of
financial disaster.
2) There are TONS of phenomenal things we could do with extra money,
like provide awards, scholarships, budgets for every chapter, and
globalize. We want money to do these things, which the merger would
provide.
3) He addressed the five financial statements I questioned, with great
detail and clarity. Three of them he explained well to my
satisfaction. One of them he admitted should have been worded more
specifically to convey what he intended it to convey. The fifth
statement, which he sent to Alpha's advisor in an email, was false,
and he admitted he sent the email based on figures he remembered,
without looking them up. In short, he regained my trust.
4) In addition to addressing the five statements, he addressed our
financial health in great detail. We are NOT in an immediate
financial crisis. We're not at all financially healthy either.
Something needs to happen, or our financial situation will
deteriorate. He provided thorough explanations with numerical data,
which were convincing to me (and I was among the most skeptical).
5) This year, more of the decision makers in IEEE are pro-merger than
we can ever expect again. IEEE requires 2/3 of its own board to
approve the merger. It BARELY passed. With annual turnover IEEE
decision makers, Dr. Eisenstein expects the deal would never pass with
2/3 again. In his opinion, this is the only year it could ever
happen. The IEEE decision makers will finalize or scrap the deal in
their June meeting. For these reasons, the BoG has been pushing hard
to get student approval right away.
6) Dr. Eisenstein agreed that the Board of Governors was, in one of
the student's words, "blinded by love." They saw so much good in the
merger that the drawbacks barely occurred to them. This "blindness"
is part of why they did not seek more student input.
7) Everyone involved in the earlier discussions was forced to sign non-
disclosure agreements. Melissa didn't even know about the
discussions. That is why they did not inform students earlier.
8) During lunch, we discussed the breakdown of communication between
student members and the BoG. Dr. Eisenstein acknowledged the problem
and apologized. He promised to bring up the issue at the next BoG
meeting, ask the regional directors to communicate frequently with
their students, and look into making meeting minutes available to
students.
9) Dr. Eisenstein said that the BoG values students' ideas.
Unfortunately, non-disclosure agreements prevented them from polling
students for ideas while drafting the Memorandum of Understanding.
While we are welcome to provide input regarding the undetermined
aspects of the merger, the BoG cannot change the written terms of the
Memorandum of Understanding at this point. IEEE has approved the
Memorandum of Understanding as it is written (and publicly available),
and will not meet again until June. When they meet in June, IEEE will
ask the HKN BoG to sign the contract. We have the choice between
signing it exactly as it is, or declining. If we decline, Dr.
Eisenstein tells us it will never, ever, pass in the IEEE board
again. Dr. Eisenstein has explained, with what I feel are fairly good
reasons, that our only two choices are to sign the contract exactly as
it is now, or never, ever merge with IEEE.
10) The BoG plans to move forward if 1/2 of chapters approve the
merger.




men...@gmail.com

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Mar 10, 2008, 12:28:49 AM3/10/08
to HKN/IEEE merger
On Mar 9, 8:34 pm, "Andrew Muehlfeld (Alpha - UIUC)"
<amueh...@gmail.com> wrote:
> 10) The BoG plans to move forward if 1/2 of chapters approve the
> merger.
Did the BoG mention how they will reconcile this with the need to have
3/4 of the active chapters ratify any changes to the constitution?

-Joseph Greathouse, Beta Epsilon Active

Andrew Muehlfeld (Alpha - UIUC)

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Mar 10, 2008, 1:34:32 AM3/10/08
to HKN/IEEE merger
No, they didn't. I asked Dr. Eisenstein about it after the official
last question. He offered to discuss it after the official meeting
ended, but we did not bring it up again. We probably should have.

I forgot one other major theme:

11) "Nothing is changing." Dr. Eisenstein said over and over again
that except for the things they have specifically told us are changing
(IEEE membership) nothing else will change. There was concern about
phrasing in the FAQ that "there is no plan to change...". Dr.
Eisenstein made it very clear that "the official plan is to NOT
change." The Board of Governors will retain full autonomy, and we
will continue to elect them in the same manner we do now.

Joseph....@gmail.com

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Mar 10, 2008, 9:16:13 AM3/10/08
to HKN/IEEE merger
All,

I want to make it clear that if all the "IF's" and "MAYBE's" happened,
then the merger would be a good thing. The ONLY guarenteed money to
be given to HKN is the exact same as our current assets. The rest of
the money is planned to be given if deemed appropriate at the time.
We may or may not see this money. While I agree there are many goog
things that can happen with lots of money, there is NO GUARENTEE that
we will get it.

Secondly, there are NO OTHER ADVANTAGES to the merger that could not
happen with a partnership with IEEE.

Thirdly, while he said over and over that "NOTHING IS CHANGING", it is
NOT NECESSARILY TRUE. There is nothing guaranteeing that. What is
guaranteed is that we will not be our own organization. I am
disappointed that those at the conference were placated by maybe and
probably when what we've asked for is guarantees.

As for their explanation for not talking to use because of the NDA ...
they shouldn't have signed it then. Actually it wasn't even legal to
sign the MOU without consulting the chapters. The reason that they
couldn't talk to us about it was because they were MOVING FORWARD
ILLEGALLY without our consent.

SOMEONE, PLEASE ANSWER ME: What good (other than the non-promised
money) can come of the merger that cannot happen without a partnership
instead of a merger. And no I will not accept being told that I'm
arguing semantics like he did in the meeting. These are not semantic
differences.

And second question ... why do we believe what he says over what is
written?

Sincerely,

Joseph M Ernst


On Mar 9, 8:34 pm, "Andrew Muehlfeld (Alpha - UIUC)"
<amueh...@gmail.com> wrote:

Andrew Muehlfeld (Alpha - UIUC)

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Mar 10, 2008, 3:07:45 PM3/10/08
to HKN/IEEE merger
I am glad to answer any questions that were not addressed in the
summary or other posts by people who attended the meeting. Short of
transcribing the entire meeting, it is hard to know precisely which
concerns people would like to hear the most detail about. Please
continue posting with any concerns that haven't been addressed in
sufficient detail yet. While some of my response is drawn from
details of the meeting, parts of it are drawn from other sources, all
of which are publicly available.

IEEE has $210 million extra that it doesn't know what to do with. It
has received criticism from IEEE members for sitting on all that money
without doing anything useful with it. A key issue in the upcoming
IEEE president election is how they would boost membership. See the
November issue of IEEE's newspaper, "The Institute" for details.
Given the available cash and the desire to boost membership, I view it
as very unlikely that IEEE would try to avoid the contributions. You
are correct that there is a potential loophole, but be realistic when
you evaluate whether or not you believe anyone would use it.

There are lots of advantages to the merger that could not happen with
only a partnership. I will summarize them based on the FAQ, with
emphasis on how they cannot happen with a partnership. IEEE gives us
a corporate home, which promises administrative stability. The
administrative foundation IEEE offers to porivde for HKN is only
available to OUs of IEEE itself. As part of IEEE, HKN would have
access to all contact information. At the meeting, Dr. Eisenstein
explained in detail the history between discussions of contact
information. Several years back, HKN begged IEEE to let us scrub
their databases for email addresses, in hopes of reviving contact with
HKN alumni. IEEE refused. They never allow any outside organizations
to use their lists. A partnership will not do. To use their lists,
we must merge. I agree that a partnership with IEEE could stimulate
awareness of HKN in industry. The magnitude of awareness would be
immensely bigger with a merger. IEEE would play a crucial role in
globalization. They have the infrastructure that HKN has no means of
creating. Particularly, IEEE has regional directors around the world
who could set up HKN chapters locally, rather than the 8 people on the
BoG running all over the place with time they don't have, travel
expenses we can't afford, and language and cultural barriers that
would be difficult to maneuver. IEEE will not dedicate these
resources to HKN just for kicks. They would do so, however, for part
of their own organization.

You are correct in saying there is no guarantee that nothing would
change. However, there has never been a guarantee that things won't
change, regardless of the merger. Regardless of our status with IEEE,
the HKN Board of Governors has always had the power to change things,
and they have used it. They will continue to have the same power of
change they have had and always will have. HKN has NEVER been exempt
from change, and if the merger goes through, it will continue to not
be exempt from change. The MOU lays it out loud and clear: "the IEEE-
HKN-BOG shall be delegated authority within the IEEE governing
structure, governing documents, and the governance and financial
practices of IEEE as to matters directly relating to IEEE-HKN
activities."

I admire your idealogical spirit regarding the NDAs, but it's
unrealistic. When you show up to your first day of any internship,
the first thing you do is sign a bunch of forms. One of them is a non-
disclosure agreement. Certainly there are people it would be nice to
be able to talk about the details of your work with. Think about how
much good it would do for your university if you could tell your
professors what the company's newest secretes are. So then, do you
sign anyway because you have to? Or do you decline because it would
be nice to be able to talk ... and then get fired? Everyone I know
signs them, because that's how it works. When you are in
negotiations, you sign NDAs. That's how it works. If HKN didn't
sign, they never would have had the opportunity to negotiate.

You are incorrect regarding the legality of the MOU. The MOU is not a
contract. Contracts require that both parties promise each other
something, which in legal speak, is called "consideration." HKN has
not promised anything to IEEE. You can read so for yourself in the
MOU's preamble. Therefore, there was no consideration, and the
document is not a contract. The signatures of whoever signed it are
the equivalent of autographs. They have no legal substance, and are
merely a gesture. The MOU is entirely legal.

We believe what he says because it very accurately reflects what is
written. If there is a discrepancy, please post it.

As Laura from Marquette eloquently pointed out: "That's life".
Sometimes you need to make a decision and have only two options,
neither of which are perfect. Sometimes you can't make a third
option. Our two options are to take the merger exactly as proposed
this year, or decline the merger permanently. The merger isn't
perfect, but in my opinion, it's very good.

- Andrew Muehlfeld
Alpha - UIUC


duan...@gmail.com

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Mar 10, 2008, 4:03:36 PM3/10/08
to HKN/IEEE merger
I didn't go to the meeting/call-in either, so what I'm getting is
based off what I'm reading in the e-mails and the posts here. I
apologize if I offend anyone with my post, and my oddly placed/timed
sense of humor. I do think sometimes we need to pull the sticks out
of our asses (doesn't mean I'm not guilty of it sometimes myself).

Point #10 above still worries me. That and what you mentioned in #3
regarding him sending an e-mail to your advisor based on things he
recalled off the top of his head gives me the impression of a guy that
talks without thinking first. If he's allowed to retroactively go
back and correct what he said earlier with a simple, "Oh, I didn't
bother to check it when I sent it," what stops him from doing it again
and again? I'm very glad he freely admits his mistakes - but I'd
prefer a person in his position to maybe not make that mistake.

Please clarify #4? If our tax returns show that our net assets are
increasing (this is per one of your previous postings on the boards),
why will our financial situation deteriorate? If it requires fancy
images, maybe you could try to summarize it or give an overview?

Re: point #6 - it's great they're in love with themselves and this
plan, but as a business practice? Isn't that kind of stupid?
Especially if they claim they do value student's ideas (#9).

Re: point #1 (apologies for the misorder :-/ I'm lazy?) I'm re-
reading the FAQ, and if there was a misinterpretation on the part of
the students, I would say it is also their fault for their choice of
words. They wrote that "the finances of HKN have been precarious for
some time" (FAQ, page 5, under "What does HKN gain from this
merger?"). He also wrote that "over the past several years, expenses
have begun to exceed income" (same page, same paragraph as above).
How does this rationalize with the tax information you had found? Or
is this another example of "Oh, we didn't *really* mean that?" (As a
side note, if so, how am I supposed to know???? AHHHH!)

That financial disaster impression was exacerbated by the FAQ, this
cannot be denied. Under "What happens if the merger is not
approved?", he wrote:
"HKN has a structural operating deficit. [...] Under current
projections, it is likely that HKN would continue for another few
years but would then have to be dissolved."
(stupid google won't let me insert tabs... Just imagine that as a
block quote)

Okay, um, *dissolved*????? Sounds like a disaster to me!

Point #7: So is the non-disclosure agreement period over now so that's
why they're telling us? Or is it because the IEEE person posted the
powerpoint on a non private website and it leaked out? If so, what
are the penalties for that guy?

Point #8: (relates back to point #10): Okay, that's very good. Since
they're going to do that, maybe one of us can ask one of our regional
directors or Dr. Eisenstein himself about the 1/2 vote thing?

Point #9 >>If we decline, Dr.Eisenstein tells us it will never, ever,
pass in the IEEE board again.
I apologize in advance for this, but my first reaction was: HAHAHA. I
love the phrasing of that (I think I said something similar to one of
my best friends/worst enemies in elementary school - e.g., "I so mad
at you I'll never ever ever speak to you again! So there!
Poopyhead!") If that's your wording and not his, I'm really sorry
Andrew ;-) (I hope you've realized that I do have a sense of humor...
a horrible one, maybe, but it amuses me well enough)

Point #10 >> The BoG plans to move forward if 1/2 of chapters approve
the merger.
Hey, this point gets mentioned twice because it's that big. Is this
another example of, "Hey, I didn't read the HKN constitution today so
I'm just going by what I remember off the top of my head but I'll take
it back once I actually read it" or is this going to be a, "Well,
we've gone this far without any student input, we might as well
disenfranchise half the HKN chapters now anyways"?

Actually, do I really want to know? Both kind of suck. Maybe I
expected more professionalism. From what I remember of IEEE's pretty
exacting standards, I think they'd prefer somebody who wants to be
associated with them back his facts up before he spouts them.

To end this on a personal note, I don't really care about IEEE. I
have an EE degree, but there's going to be a very small chance I'll
actually end up working in engineering. I went to a few of their
meetings but wasn't interested in what they were doing or in paying
their (yearly) membership fees. If I was born 10 years later and had
to go through college (and puberty, ugh!) again, would I have joined
HKN if joining required the IEEE yearly membership fees? No, I don't
think so. Maybe it's different if I were to work in engineering.

XOXO Gossip... wait, wrong one...

Thanks for reading ;-)
-Lian

Daniel Aguiar

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Mar 10, 2008, 4:26:34 PM3/10/08
to HKN/IEEE merger
The main answer to all your questions about financial issues is that
HKN isn't making as much money as the Board of Governors would like,
which they view as bad. The Board would like to restrict the amount
of spending made from investment return to 5%. They are also
subtracting out some major non-recurring donations in order to compute
the recurring income for Nationals. The result is that Nationals has
had an "operational deficit" of about $20k per year. All of the facts
can be found in the file "HKN Financial Summary 3-7-07.pdf" that I
just uploaded to the files section.

I feel I should also point out that Eisenstein did not seem at all
interested in pursuing cutting costs, such as allowing people to opt
into viewing the Bridge online rather than by mail or canceling the
Experience job search service they started recently, even though I
have yet to talk to a student who finds it all useful. This is just
one more case of the Board not being at all interested in input from
the Chapters.

The Constitutional Amendment issue is a serious one. Chad Lau, Beta
Chapter President, just sent a request to the Board for the analysis
of the Constitution and Bylaws Committee, in concordance with Section
5 of Article X. We hope to receive an answer soon.

As I recall, all the student delegates to Friday's meeting agreed that
this sort of change did require a Constitutional Amendment and three-
quarters of the responding chapters to approve it. Hopefully the
Board will agree after some thought.

Troy Johnson (HKN Alumnus & IEEE Member)

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Mar 10, 2008, 5:23:12 PM3/10/08
to HKN/IEEE merger
Just a very quick point: the BoG appears to have either not thought
this through at all (scary) or thought it through and concluded that
they didn't need any input from any of the chapters (also scary).

Let's review...

1) BoG signs NDA without telling the chapters. (Of course they can't,
it's an NDA...)
2) BoG signs MoU, only giving the chapters details after IEEE
accidentally makes the information public.
3) BoG says that we'd better approve the merger plan exactly as
proposed (basically the MoU again with the date changed and some more
signatures added) because we can't change it now and IEEE won't
consider a merger ever again.

Basically, they put themselves in a situation where they knew they
couldn't tell the chapters what was happening and also knew that,
eventually, when they could tell the chapters what was happening,
their feedback could have no effect because the proposal could not be
changed and there would never be another proposal like it.

Please urge your chapters to vote against this merger. I've been an
active member of both organizations (at two different universities, a
student chapter recording secretary for HKN and a student chapter vice-
president and treasurer for IEEE) and I am strongly against this
merger because of the BoG's behavior that I've outlined above as well
as the impression from the MoU that HKN will be swallowed whole and
lose its identity in the near future. I support both organizations
and I want to keep them separate.

-Troy
HKN Alumnus (Beta Delta)
IEEE Member (10 years and counting)

Andrew Muehlfeld (Alpha - UIUC)

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Mar 10, 2008, 5:25:08 PM3/10/08
to HKN/IEEE merger
All the students present specifically agreed not to post the balance
sheet distributed at the meeting. I have removed it, and ask that all
who went to the meeting uphold your agreement not to post it online.
We can provide general ideas of what the balance sheet says and answer
questions regarding it. Dr. Eisenstein prepared the document
himself. It was not prepared by an accountant, nor was it approved by
lawyers. If anyone has questions about the finances, please ask, and
I or someone else will answer.

Eddie Pettis

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Mar 10, 2008, 7:10:21 PM3/10/08
to hkniee...@googlegroups.com
On Mon, Mar 10, 2008 at 3:07 PM, Andrew Muehlfeld (Alpha - UIUC)
<amue...@gmail.com> wrote:
> The MOU lays it out loud and clear: "the IEEE-
> HKN-BOG shall be delegated authority within the IEEE governing
> structure, governing documents, and the governance and financial
> practices of IEEE as to matters directly relating to IEEE-HKN
> activities."

I don't believe that people are opposed to change. I believe that
many people disagree with _this_ merger and the future changes that
_this_ BoG may impose in the future.

As we described in our post-meeting response, Beta Chapter envisions
many changes at the _local_ level that will result as a byproduct of
this merger. There will be no changes at the national level, but Dr.
Eisenstein has no idea what will happen at _your_ chapter. Every
chapter needs to base their vote on this merger's impact at the local
level, as well.

> You are incorrect regarding the legality of the MOU. The MOU is not a
> contract. Contracts require that both parties promise each other
> something, which in legal speak, is called "consideration." HKN has
> not promised anything to IEEE. You can read so for yourself in the
> MOU's preamble. Therefore, there was no consideration, and the
> document is not a contract. The signatures of whoever signed it are
> the equivalent of autographs. They have no legal substance, and are
> merely a gesture. The MOU is entirely legal.

You are not a lawyer. I am not a lawyer. Joey is not a lawyer. I
don't really care if the MOU is legally binding or not. We are voting
to give our BoG permission to enter into a legally binding
relationship with IEEE.

> As Laura from Marquette eloquently pointed out: "That's life".
> Sometimes you need to make a decision and have only two options,
> neither of which are perfect.

Agreed. Beta Chapter believes that permanently declining the merger
is the best of these two options.

--
Eddie Pettis
Electrical and Computer Engineering
Purdue University

Andrew Muehlfeld (Alpha - UIUC)

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Mar 10, 2008, 8:53:22 PM3/10/08
to HKN/IEEE merger
Changes will be primarily at the national administration level. Local
chapters will continue to run as the local chapters decide to run
them. The BoG is not changing the structure of local chapters.

I am not a lawyer, but I have taken a class on contract law, and as a
result am knowledgeable enough to make the statements above.

Daniel Aguiar

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Mar 10, 2008, 9:29:41 PM3/10/08
to HKN/IEEE merger
Our advisor obtained the financial summary from Nationals freely and
without any conditions. I have uploaded it again, and believe it is
precisely the sort of document that should be available to all HKN
members.

On Mar 10, 5:25 pm, "Andrew Muehlfeld (Alpha - UIUC)"

Joseph....@gmail.com

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Mar 10, 2008, 10:51:31 PM3/10/08
to HKN/IEEE merger
The paranoia about IEC going out of business is a bit much. If they
go out of business we'll hire someone else. This could be a problem
but merging with IEEE is not the only solution. While the decision
now is to let the Board of Governers control HKN post-merger, a 2/3
vote of IEEE board could change that or anything else about HKN. As
far as discrepancies... one that was not brought up in the meeting to
my knowledge was the statement that HKN will cease to exist as we know
it in several years. This is in the FAQ. In the meeting he said
several times that this is not true. If you would like other examples
they are scattered throughout the site.

You're entire discussion of NDAs is off topic. This is not a matter
of trade secrets, or anything that has to be secret at all. This is
the opposite, where they are required to notify and consult their
constituency.

Also, I don't mind the Board of Governors of HKN making changes. I am
worried about them losing the ability to make those decisions. This
is not all that unlikely. IEEE members that are not in HKN might not
like the decisions that the HKN Board of Governors are making. And
rightly so, our interests might not be the same as theirs. That is
why we should be two separate organizations.

As far as the e-mail database is concerned, as an IEEE member I am
glad they do not give out that information. HKN just needs to do a
better job on their own.



On Mar 10, 3:07 pm, "Andrew Muehlfeld (Alpha - UIUC)"

Eddie Pettis

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Mar 11, 2008, 1:08:53 AM3/11/08
to hkniee...@googlegroups.com
On Mon, Mar 10, 2008 at 8:53 PM, Andrew Muehlfeld (Alpha - UIUC)
<amue...@gmail.com> wrote:
> Changes will be primarily at the national administration level. Local
> chapters will continue to run as the local chapters decide to run
> them. The BoG is not changing the structure of local chapters.

As I said, this is an issue for every chapter to evaluate. We have
made our evaluation by looking at the effects of the HKN/IEEE merger
on Beta Chapter in a long-term perspective. See our official response
for further details.

> I am not a lawyer, but I have taken a class on contract law, and as a
> result am knowledgeable enough to make the statements above.

Maybe so, but that doesn't change the factuality of my previous statements that:
1. None of us are lawyers.
2. I don't care about whether or not the MOU is legally binding.
3. We are giving permission for the BoG to enter a legally binding
agreement with IEEE.

I am at a loss to see how our interpretation of the facts vary. I
simply believe that the merger is not worth the long-term effects on
my chapter at the local level.

Joseph....@gmail.com

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Mar 12, 2008, 1:27:15 AM3/12/08
to HKN/IEEE merger
In response to point 5 about the merger barely passing and not being
available again:

In a conversation with Moshe Kam ( IEEE Vice-President ) I learned
that the offer from IEEE is a standing offer with NO EXPIRATION.

They have $1.2 Million in escrow waiting for the merger, but having
the money set aside longer is the only consequence of voting later.
It would require another 2/3 +1 majority vote to revoke the current
offer. It does NOT need to be re-approved even if we vote against it
now and then vote for it next year. We can add this to the list of
mis-information given to us from the national HKN board.

There are several data points in the e-mail about voting records but I
do not want to be accused of taking them out of context so I have
copied his statement below. I have also asked his permission to post
this statement on the google group and he has given me explicit
approval to do so.


---------------------------------------------
Dear Mr. Ernst:

Thank you for writing to me. I will do my best to answer your
question though I am restricted by the fact that the February 2008
vote took place in an executive session. However the beginning of the
session was open to the public and the results were announced
publicly,
so here is what we know:

The Board of Directors of IEEE voted on a series of motions concerning
the IEEE-HKN merger. The majority of these motions, all of which were
passed, required majority of 2/3 of the members present plus 1. From
the announced results we know that the vote was at least 2/3 of the
members present plus 1. Unfortunately I am prohibited by promise of
confidentiality from telling you by how much the actual vote exceeded
2/3 of the members present plus 1.

Another point of data - when the same motions were brought for a vote
by
the Educational Activities Board a day earlier they were approved
unanimously (14 to zero). This was announced publicly.

Another point of data - when the MOU was brought to the Member and
Geographic Activities Board (then called Regional Activities Board) in
June 2007 it was passed unanimously there (16-0 or 17-0, I do not
remember).

The motions of the IEEE Board of Directors stand and there is no
reason to expect that anyone plans to undo or change them.

Best regards,
Moshe.

---------------------------------------------------------------------------

On Mar 9, 8:34 pm, "Andrew Muehlfeld (Alpha - UIUC)"

Aaron Jow (Mu Chapter Alum)

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Mar 12, 2008, 2:24:39 AM3/12/08
to HKN/IEEE merger
This is the latest comment on the merger from the Los Angeles Area
Alumni Chapter of HKN, written by Tom Rothwell. I'm not a part of that
chapter but I happen to be on their mailing list and so I get their
twice monthly emails:

--BEGIN MESSAGE--
The Los Angeles Alumni Chapter assembled a package of material
regarding the HKN Board proposed merger of HKN into IEEE. After
review and agreement locally, this package was sent to several long
time and significant contributors to HKN over the years, asking for
their thoughts and suggestions as to whether our suggestions were on
the right track for restoring HKN's financial viability and preserving
HKN~Rs independence and autonomy. 100% of the responses were strongly
supportive of taking our proposed approach, and adamantly against the
IEEE-HKN merger as proposed by the Board.

On the basis of that support, the Alumni Chapter President sent that
now broadly member-based proposal package to the Board for their
consideration, saying: "We would like to work with you toward a
solution that allows HKN to preserve its independence and autonomy,
and fulfills our need to improve our financial situation, if you will
allow us to do so." Our major concerns are the preservation of: 1)
HKN's independence and autonomy. 2) HKN's reasonable, true one-time
lifetime membership fee. 3) HKN's not requiring membership in any
other organization.

Sadly, the response from the Board, a letter signed by HKN President
Dr. J. David Irwin, simply rationalized, and tried to justify their
current position, offering no possibility of working together.

On 27 February, the college chapters received an e-mail from HKN Hq.
regarding the IEEE-HKN merger. The message began by acknowledging
that college chapters were making a fuss about the merger, and HKN was
setting a meeting for 11:00 AM Friday 7 March
2008 to discuss the merger (so with no help from us, the students also
see serious problems). The balance of the e-mail was a letter signed
by HKN President Dr. J. David Irwin that was basically the letter that
he had sent to us on 25 February.

The Board will not listen and consider alternatives. Perhaps the
College Chapters, who are the ultimate authority, will.

Hopefully the HKN Board will cease their secrecy in these life-and-
death of HKN matters. They are elected by the chapters to
represent HKN Members, (student and career members). How is that
possible if they choose not to communicate openly with their Members,
including articles on the subject and Annual Financial reports in the
Bridge, until it is a "done deal" as is this merger? This secrecy
practice must cease! It will destroy HKN (and maybe already has).

Sincerely,

Tom Rothwell
Upsilon Chapter President 1954
HKN Los Angeles Alumni Chapter Chairs, and President in 1962
HKN Director 1962-1966
Recipient of HKN's Distinguished Service Award, 1999
A Primary participant in HKN's successful quest for IRS 501(c)(3),
1999-2004
Selected by HKN in 2000 as one of three living Greatest Contributors
to
HKN over its lifetime
HKN President 2002-2003
Chair HKN Outstanding ECE Student Award Committee
Chair HKN Rituals Committee
Member HKN Constitution and Bylaws Committee (since 1962)
HKN LA Alumni Chapter President, 1996-2006
HKN LA Alumni Chapter President Emeritus
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