Nationals Decision on the merger and changes in their proposal

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Paul Cooper (HKN Beta Epsilon Alumni)

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Sep 4, 2008, 12:01:05 AM9/4/08
to HKN/IEEE merger
There hasn't been much activity on this group in the while, but
hopefully people are still monitoring it as it appears there have been
so new developments with the Merger.

A few of our members recieved an email from Nationals that pointed
them to the following document on Nationals website:
http://hkn.org/pdfs/HKN-IEEE_merger.pdf

This document has spurred discussion at the Beta Epsilon chapter
regarding the actions Nationals are taking.

Overall most agree that the proposal that HKN has put together has
done an excellent job at addressing our primary concerns with the
merger. We are very glad that all HKN members will be given a trial
year in IEEE so that they can induct without an increased membership
fee. We are also glad that there will still be a "lifetime" HKN
membership status which will not require you to pay IEEE dues to
maintain your HKN member benefits.
Finally we agree with the numerous benefits that having IEEE and HKN
merged will produce mainly the increased stability IEEE will bring
(and hopefully some new leadership, as our current leadership has
serious issues).

There is some contention on the decision that Nationals is making to
go sign the merger with the results of the vote we had earlier this
year. Our debate centers between whether we feel it is worth the
effort to fight Nationals on signing off on the merger if we now agree
with the general plan. Some feel that we should not hinder nationals
if the plan now appears to be of good benefit to us and that the
effort would be better spent on other pursuits. Other members feel
that Nationals needs a new vote to move forward on the merger and that
we need to fight to uphold our Constitution.

Personally all of the changes to the new merger proposal make me
support the new merger proposal with IEEE-HKN, however I have
specifically called this a "new" merger proposal. We voted on the
merger proposal that Nationals presented last year and 58 chapters
(out of the 120 chapters who voted) voted against the merger (48%
against). This merger requires changes to the Constitution which by
Article XVII of the Constitution requires a "3/4 majority of the
Active Chapters voting" to approve the change. It is unfathomable and
unacceptable that Nationals is going to move forward on this merger
based upon the simple majority that approved the merger. This is
especially true since they have now changed the proposal for the
merger (even though the changes appear to be favorable to HKN).
Nationals needs to have a new vote.

I would now support this new proposal, but based upon the vote of the
chapters we cannot move forward with this merger. It is against our
constitution and it disenfranchises those who have voted on this
decision.
We need to mobilize to express our discontent with Nationals and work
with the other chapters, to get a new vote before Nationals moves
forward on this merger.

I wanted to make sure that everyone was aware of Nationals plans
regarding the merger and I welcome your thoughts on Nationals
actions. Please let me know if you have any questions or concerns.

Thanks
Paul Cooper
Past Beta Epsilon President

Laurie Miller (Omicron past president)

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Sep 4, 2008, 11:22:27 AM9/4/08
to HKN/IEEE merger
If we were to have a new vote on the new proposal and it passed by a
3/4 majority of the Active Chapters voting after Bruce Eisenstein's
involvement in the BoG had ended, I would welcome the merger under
these new terms as well.

I'm still very concerned the the current BoG has been treating HKN as
their personal toy and as though our constitution and bylaws mean
nothing. They have repeatedly violated the bylaws, attempted to
circumvent the constitution, and generally exceeded their authority.
That Bruce Eisenstein stands to to gain personally from this is
extremely disturbing.

I'm also a member of IEEE. I cannot possibly support doing damage to
my professional association of choice by supporting an action that
would award a seat on its foundation in an unethical manner.

On Sep 3, 11:01 pm, "Paul Cooper (HKN Beta Epsilon Alumni)"

Eddie Pettis

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Sep 5, 2008, 2:52:35 PM9/5/08
to hkniee...@googlegroups.com
On Thu, Sep 4, 2008 at 8:22 AM, Laurie Miller (Omicron past president)
<Laurie....@gmail.com> wrote:
> If we were to have a new vote on the new proposal and it passed by a
> 3/4 majority of the Active Chapters voting after Bruce Eisenstein's
> involvement in the BoG had ended, I would welcome the merger under
> these new terms as well.

(I've graduated from Purdue, so please do not consider these comments
reflective of Beta Chapter.)

The procedure is to obtain a ruling from the HKN Constitution and
By-Laws Committee to determine if a constitutional amendment is
required. If a constitutional amendment is required, then we require
a 3/4 vote of active chapters. Tom Rothwell (Chair of the
Constitution and By-Laws Committee) suggests that the new merger
doesn't require a constitutional amendment. If no amendment is
required, I believe it requires a 2/3 vote. Whatever the case may be,
we _need_ a constitutionally valid vote on the merger. Regardless of
interpretation from the Constitution and By-Laws Committee, we cannot
go forward without at least 2/3 vote on the _revised_ terms of the
merger.

I am happy that the BoG is taking the opposition seriously. However,
I believe we need constitutional amendments guaranteeing that
membership in any other organization is not a requirement for lifetime
membership in HKN. Right now, we are taking the BoG's word. If
anything has been obvious from this event, it is that we must question
the words coming from the BoG. It will be much more difficult for the
BoG to remove these protections if we have an explicit amendment. I'm
pretty certain that such an amendment will draw overwhelming support
among the chapters because it protects their members from paying
additional fees.

I'm glad to see that chapters are still in favor of forcing our
national organization to play by the rules. Keep up the good work!

--
Eddie Pettis, Ph.D.
Beta Chapter and Gamma Phi Chapter alumnus

Rahul Yargop

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Sep 6, 2008, 8:33:59 AM9/6/08
to HKN/IEEE merger
Could someone outline which parts of the constitution and bylaws need
to be changed as per the latest information from nationals?

As I understand it, they may not need to change anything in the
bylaws, since it does not affect induction requirements, fees, etc.
If there is nothing that needs to be specifically changed, they will
treat the merger as something like the business agreement with the
Experience network, and will not require our approval.

Thanks,
Rahul Yargop
Member, Alpha

On Sep 5, 1:52 pm, "Eddie Pettis" <pettis.ed...@gmail.com> wrote:
> On Thu, Sep 4, 2008 at 8:22 AM, Laurie Miller (Omicron past president)
>

Eddie Pettis

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Sep 6, 2008, 12:12:39 PM9/6/08
to hkniee...@googlegroups.com
On Sat, Sep 6, 2008 at 5:33 AM, Rahul Yargop <rahul....@gmail.com> wrote

> Could someone outline which parts of the constitution and bylaws need
> to be changed as per the latest information from nationals?

That is currently being examined by Beta Chapter's lawyer.

Dan Aguiar (current Beta President) should provide an update when available.

--
Eddie Pettis, Ph.D.
Beta Chapter and Gamma Phi Alumni

Andrew Muehlfeld (Alpha - UIUC)

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Sep 7, 2008, 2:22:48 PM9/7/08
to HKN/IEEE merger
Like most of you who have spoken up, I am very pleased with the new
terms of the merger, and I am strongly in favor of following through
now. I commend Dr. Eisenstein and the Board of Governors for
eventually taking a close look at what is important to us, and
providing a solution which we favor. The fact that students had to
take legal action to do so is disappointing, and devastating to the
relationship between members and administrators, but better late than
never.

Although I am pleased with the new terms, it breaks my heart that when
the Board of Governors finally takes into consideration the input of
HKN’s members, and revises the deal to become something that would
have almost unanimous support, that they pass their greatest
opportunity to repair the relationship with their members. I am
fairly confident that if Dr. Eisenstein sat down with a few of us to
draft a Constitutional amendment regarding the merger, with our input,
and submitted it to the chapters for a vote, we would pass it almost
unanimously. To me, at this point, the path to merging is no longer
about technicalities, but is about the relationship that HKN’s
administration has with the people of HKN themselves. Dr. Eisenstein
and the Board of Governors have an opportunity to regain the trust,
confidence, and favor of HKN’s students by working with us to pass a
Constitutional amendment. Alternatively, they can dig themselves
further into a hole by continuing to fight a losing legal battle with
the very people they have been elected to act in the best interest
of. To me, it is irrelevant whether the merger needs a Constitutional
amendment. What matters is that the BoG learns from its mistakes, and
comes to appreciate the value of its relationship with HKN’s
students.

I propose that the Board of Governors submit an amendment, such as the
following, for approval by chapters. To demonstrate a change in their
approach, they should ask for input from a few student leaders from
some of the most active chapters and agree on the final wording before
submitting for a formal vote. Doing so would indicate that they are
willing to work with us, instead of working behind the scenes and
surprising us with yes or no, black and white decisions, as has been
the recent trend.

Proposed Amendment:
“The Eta Kappa Nu Association is an Organizational Unit of the
Institute of Electrical and Electronics Engineers, as described by the
November 2007 Memorandum of Understanding. Membership in IEEE is not
a requirement for membership in HKN.”

To further demonstrate the Board of Governors’s commitment to working
with its student members, I borrow Professor Allen Taflove’s
suggestion, of Northwestern University, in proposing the following
adjustments to Article X. (Changes in uppercase letters)

Article X
Board Of Governors
Section 1. Membership. The Board of Governors shall consist of the
following ELEVEN members of Eta Kappa Nu.
A. …
B. EIGHT Directors, one from each of the four geographical regions,
two at-large, ONE UNDERGRADUATE STUDENT, AND ONE GRADUATE STUDENT.
Section 2. Terms and Election of Directors.
A. Regional and At-Large Directors shall serve for three-year terms
and may not be reelected. UNDERGRADUATE AND GRADUATE STUDENT
DIRECTORS SHALL SERVE ONE YEAR TERMS. FOUR Directors shall be elected
each year.
B. Regional Directors AND STUDENT DIRECTORS shall be nominated by the
Active College and Alumni Chapters of that region or by The Board. The
Board shall solicit nominations from the Chapters in the appropriate
region(s).

Let us stop wasting time and money fighting legal battles amongst
ourselves, acknowledge that we have reached a solution that even the
most resistant chapters now favor, and redirect our efforts to pushing
the merger through openly. Until the Board of Governors adopts this
approach, however, I personally support Beta Chapter’s legal efforts.

Andrew Muehlfeld
Alpha Chapter – University of Illinois at Urbana Champaign

Rahul Yargop

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Sep 7, 2008, 10:06:20 PM9/7/08
to HKN/IEEE merger
Andrew has given a very good analysis of the situation.

Another solution to students having a hand in decisions could be to
mandate that any constitutional changes must be debated at leadership
conferences. This is similar to the way Tau Beta Pi handles such
changes. This would allow students to get a good discussion in before
chapters vote on each change. We could also require that nationals
set up an online forum for all student members which is unmoderated to
discuss issues that require voting. This way, all chapters's views
will exist in a consolidated accessible fashion.

Comments?

- Rahul

On Sep 7, 1:22 pm, "Andrew Muehlfeld (Alpha - UIUC)"

Laurie Miller (Omicron past president)

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Sep 8, 2008, 3:22:31 PM9/8/08
to HKN/IEEE merger

On Sep 7, 1:22 pm, "Andrew Muehlfeld (Alpha - UIUC)"
<amueh...@gmail.com> wrote:

> Let us stop wasting time and money fighting legal battles amongst
> ourselves, acknowledge that we have reached a solution that even the
> most resistant chapters now favor,

We cannot acknowledge any such thing, since we have no reason to
believe this is the case. The only way we can know what the chapters
think is to submit it to them for a vote. Short of that, Rahul's
suggestions are a good start at finding out what they think.

Daniel Aguiar

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Oct 6, 2008, 6:02:10 AM10/6/08
to HKN/IEEE merger
So, I have a question for all of you out there. Beta Chapter is still
in contact with a lawyer, and he claims that we still have very good
legal grounds for stopping the merger from passing. Assuming that we
can stop the merger, how many chapters out there would support us in
doing that? I personally believe the merger needs to be stopped and
everything done correctly, requiring a Constitutional Amendment. I
also think the Board should probably actually talk to some of us
rather than ignoring us at every turn as they have done so far.

Anyway, please either post or e-mail me your thoughts so Beta Chapter
can come to something of a decision on this matter soon.

Thanks,
Dan

On Sep 8, 3:22 pm, "Laurie Miller (Omicron past president)"

Eddie Pettis

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Oct 6, 2008, 2:26:30 PM10/6/08
to hkniee...@googlegroups.com
On Mon, Oct 6, 2008 at 3:02 AM, Daniel Aguiar <daniel...@gmail.com> wrote:
> Anyway, please either post or e-mail me your thoughts so Beta Chapter
> can come to something of a decision on this matter soon.

I don't believe "stopping the merger" is the point. I believe the
point is that the Board of Governors should be required to follow the
process as detailed in the HKN Constitution. Their inability to
follow simple rules makes it very, very difficult to trust them on
anything, including their promise to handle our objections. In
agreement with many of the people on this list, I believe the chapters
need to have the reorganization of HKN and all those promises
introduced as constitutional amendments.

In my opinion, the process should be:
1. Insist that the original vote is unconstitutional and invalid
under the HKN National Constitution.
2. Fight point #1, as necessary.
3. Rewrite the merger document to reflect the two concessions made by
HKN Nationals.
4. Reintroduce the merger as two pieces: the merger document itself
and three constitutional amendments. The constitutional amendments
should (a) authorize the merger, (b) guarantee that no external
membership be required, and (c) limit dues to a one-time fee. My
understanding is that Beta Chapter has already drafted and submitted
amendments (b) and (c).
5. Indicate that the merger document is contingent upon passing the
constitutional amendment authorizing the merger. This should be
explicitly included within the merger document as well as the
instructions.
6. The two constitutional amendments may be handled separately
because they are redundant from the merger document. However, if
passed, they require a 3/4 vote before the Board of Governors can
change them.
7. Let the chips fall where they may.

The Board of Governors has been changing the rules as they go along.
To quote The Big Lebowski, "This is not 'Nam. There are rules!" As
long as the Board of Governors acts outside of the process described
in the HKN Constitution, I cannot support anything they do. When they
demonstrate a commitment to transparency and process, I'll happily
engage in an open dialogue with them about the merger and other
issues.

--
Eddie Pettis, Ph.D.

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