Ronin Institute for Independent Scholarship 2.0 (RIIS 2.0) By-laws Group Progress Update:

[Rami Saydjari, MD, FACS, MBA]

We’ve made exciting strides in transforming RIIS 2.0 from concept to reality.  Note that the primary goal of the by-laws group was to set up the legal infrastructure with an interim Council whose primary job is to hold elections in which new members elect a full Council.

Here are key developments towards that goal from the past month:

1. Incorporation & Legal Foundation

• We completed a version of our bylaws that is suitable for incorporation.

• We officially incorporated in California on April 23, 2025. Our Articles of Incorporation were filed and approved within 24 hours. Visit https://bizfileonline.sos.ca.gov/ and enter “Ronin Institute for Independent Scholarship 2.0” in the search field.

• The required California Statement of Information (SI-100) was filed listing our interim volunteer Council (our new designation for Board). Officer positions for the interim Council:

  • Interim Treasurer: Ruth Duerr / Alex Lancaster

  • Interim President: Carolyn Sealfon / Jovita De Loatch

  • Interim Secretary: Rami Saydjari / Elena Fujiwara (Assistant)

• An EIN has been obtained from the IRS, which will now enable us to open a bank account

• Next steps:

  • File IRS Form 1023-EZ to seek federal 501(c)(3) tax-exempt status. (Current review times are between 2 weeks and 4 months due to federal employee cuts).

  • To register a nonprofit organization in California and obtain state tax-exempt status, we need to complete two key filings, both of which seem to require 501(c)(3) status. Until these are complete, we are considered a taxable entity.

    • Form CT-1 with the California Attorney General’s Registry of Charitable Trusts

    • Form FTB 3500A with the Franchise Tax Board (FTB) 

2. Domain and Digital Infrastructure

• The domain transfer of ronininstitute.org to RIIS 2.0 was completed on 4-24-2025. Ownership was transferred from Jon Wilkins to Alex Lancaster, who accepted the domain name on behalf of RIIS and is again helping with infrastructure. 

• Once our corporate status is finalized, the domain will be formally owned by RIIS.

• The old website and email server were hosted on a separate server under the control of the old Board, and were not part of the domain name transfer, and will not be part of the new infrastructure. It is key to understand that owning the domain name does not imply automatic access/transfer of hosting services. They are separate entities.

• Deciding on a new website and email capabilities will be a key job for the elected Council. In the meantime, the interim Council will maintain a bare-bones website and a few forwarding addresses.

3. Governance and Policy Development

• The Bylaws working group (of which the Interim Council is a subset) has been working diligently and transparently for almost a year now. All meetings have been open to any former Ronin Research Scholar, with meeting summaries available, and there is a Lightning Talk presentation. Now that we have our initial bylaws in place, we will be focusing on policies and membership.

• A Belonging Policy and Code of Conduct are in the final draft and will be integrated into Fellowship (membership) agreements.

4. Insurance and Compliance

• Work is ongoing to secure Directors & Officers (D&O) insurance. Quotes are being collected; most providers require proof of 501(c)(3) status, and this may take some time.

5. New Jersey-based Ronin Institute (v1.0) status

• Legally, the old New Jersey-based Ronin Institute is no more. As far as we can determine from public records, that organization filed dissolution paperwork with the State of New Jersey (NJ) on September 20, 2024, which was granted by the NJ Treasurer on September 24, 2024, pending winding up of funds, which apparently finished in February 2025 with the last tax return (see below).

• Whoever remained of the Board of Directors filed outstanding federal tax returns in January and February, which zeroed out all funds. This has been deduced from public records, as there has been no communication from the old Board.

• None of the three Board members who decided to resign and dissolve the old organization have been involved in discussions with the bylaws group. Other than the donation of the domain name (which was owned by Jon Wilkins directly), the former Board has not cooperated with the launch of RIIS.

• We think it is time to leave discussions and conjectures about the previous Ronin Institute behind, as they are nonproductive and moot at this point. 

6. Community Onboarding & Membership

• New members will be invited following onboarding and agreement to the new Belonging and Code of Conduct (based upon the old CoC) policies.

  • We imagine that ex-members of the former Ronin Institute will be granted streamlined affiliation (either Fellow or Associate status) after filling out a membership form and paying the membership fee. The core values of Truth & Empathy are at the heart of RIIS 2.0, and affiliates will need to adhere to those principles.

  • We are still working on a fair and equitable membership dues structure- more to come. We anticipate two levels of membership:

    • Fellow ($100 plus commitment to volunteer time to help build RIIS 2.0) - full voting rights and privileges, and eligible for Council positions

    • Associate (dues to be determined) -  ability to use RIIS 2.0 as an affiliation, and participation in meetings and other events; per our bylaws, those unable to pay can request consideration.

• At this writing, the only legally recognized members of RIIS 2.0 are the current Interim Council members, which is a very temporary state, just needed to bootstrap the organization into existence. We hope to begin the process of adding members very soon.

• With the permission of the current owner, John LaRocco, the current Discord channel may be repurposed for RIIS 2.0.

• The ownership of the old Slack channel is unclear, and it is not clear whether it can be salvaged. A new Slack channel is currently prohibitively expensive due in part to changes in their pricing, and our current lack of 501(c)(3) status

7. Financial Planning

• The interim Council is reviewing budget needs and sources of funding.

  • Membership dues will be the initial and primary source

  • Donations and grants are an option that could be considered  once the elected Council is in place 

8. Working Groups

• Interim Infrastructure: Alex Lancaster, Rami Saydjari, and Jorrit Poelen are managing foundational infrastructure, such as website, domain name, and email in the interim until an elected Council and formal Working Group is established.

• Bylaws Working Group: In the spirit of volunteerism and Do-ocracy, RIIS 2.0 has seen important contributions and efforts from people such as Herbert Bernstein, Tom Buckholtz, Allan Tameshtit, Keith Tse, Arika Virapongse, Laurel Haak, and Nick Jackson, who have joined us in our Bylaws Working Group efforts.

9. Volunteerism

We recognize that prospective members of the new RIIS will have diverse opinions about how the institute should be run. We encourage each of you to become involved by running for council, participating in working groups, contributing financially, or otherwise volunteering your time to establish, maintain, and improve RIIS.

10. Interim Council - Next Steps:

• We intend to hold elections as soon as practical. Once we have enough members for nominations and elections to make sense, we will hold formal elections for the governing Council.

• We are working on the DRAFT policies and procedures for RIIS 2.0 at our weekly or biweekly online meetings.

• We will create a Google Drive repository and likely a mirror on GitHub of important documents like the bylaws and policies and procedures, and meeting minutes for new members to see once they are onboarded.

---

This period has been pivotal in securing our legal status, building governance tools, and establishing the infrastructure to support a vibrant, values-driven scholarly community. We hope you will consider joining us as we move forward.

---

.

[Paola Di Maio]

Thank you Rami for the updates

Great to know that Alex *as we thought holds the domain, since he is trusted. However, note:

The list of the contributors to the bylaws is clearly incomplete. people who made valuable contributions that noted fundamental points in laws that were subsequently addressed and included in the document after discussion, including via discussions in this group are clearly missing from the list. I can see from the bylaws that the version history is now disabled, but these contributions are clearly documented in the version history of the bylaws

which is no longer accessible

Although members of the previous administration, as you say, are not playing a role in RIIS 2. The culture of dodging questions and making false statements is clearly a legacy from the past.  It is not moot to say that   omissions may constitute a form of harassment aimed at discouraging the people whose names are omitted to continue to contribute to the Institute. *since their contributions are taken on board, but their names

as are omitted. This has happened a lot in the previous administration.  Fact pertaining about who did what and who said what

were deliberately misrepresented to create false light.

Having bylaws that emphasise truth as a core value, and then failing to list in full the contributors to the bylaws (making false statements) is a clear

example of institutional abuse that characterised the previous administration

 The initial  bylaws of RIIS 2.0 were created by a core group of volunteers beginning in June, 2024. Using a combination of old Ronin Institute documents and new reference material such as Local Contexts they created a new set of bylaws with a focus on correcting the perceived flaws in the previous organization. Founding principles include inclusivity, academic freedom, and accountability. The project was a collective community based effort and the core members of the bylaws working group included Ruth Duerr, Jovita De Loatch, Elena Fujiwara, Rami Saydjari and Carolyn Seaflon. Additional contributors included Allan Tameshtit, Keith Tse, Herbert Bernstein, Arika Virapongse, Alex Lancaster, Laure Haak.

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[Arkadiusz Jadczyk]

"We’ve made exciting strides in transforming RIIS 2.0 from concept to reality. "

For the sake of transparency and to avoid the fate of the old Ronin, please list the names of those that you address by the term "We".

Also, who personally decided to put the names of these candidates? Was there a vote that I have missed?

" The Bylaws working group "

For the sake of transparency and to avoid the fate of the old Ronin, please list the names of those who actively participated in creating the present version of Bylows.

Ark

[Arkadiusz Jadczyk]

"

• The domain transfer of ronininstitute.org to RIIS 2.0 was completed on 4-24-2025. Ownership was transferred from Jon Wilkins to Alex Lancaster, who accepted the domain name on behalf of RIIS and is again helping with infrastructure. "

Why was all this activity being kept in secrecy? A serious lack of transparency at the very beginning does not bode well for the future.

Ark

On Sat, Apr 26, 2025 at 12:17 PM Rami Saydjari, MD, FACS, MBA <sayd...@gmail.com> wrote:

[Paola Di Maio]

Ark

Thanks for your mail

I have been following closely most discussions and activities since the beginning

Let me summarise what I gather

Sounds like a coup by the Ronin Junta is taking place  :-)

26 people signed up to the all hands survey last spring, including yourself, Ruth myself and others to contribute some volunteering time and skills,

Ruth took up the tasks of drafting the bylaws, and has been having monthly meetings with those who could participate in her selected timelot 

The meetings were open to all,  and the bylaws started to be drafted by a small group of regular participants.

  I think Rami is referring to 'we' as those who drafted the bylaws and then self appointed themselves as interim board. 

Other contributed to the bylaws via written comments and other echanges, which are no longer  accessible

But the final bylaws are not the result of this process, they have been drafted by lawyers

The process of decision making bylaws and appointment of the interim committee was self selecting, and it is not documented, edits were accepted arbitrarily or even over-written by the document owners, which include

*Carolyne Selfin.  Carolyne, may be /have been interfacing /communicating with the previous administration.

*based on her own disclosure

We cannot rule  out that the money that was syphoned out from the accounts may be injected into the new Ronin paying for behind the

scene advisors to craft an iron cage for future administrators, based on the bylaws document the process has been

guided  under rather heavy legal hand, possibly even a Barrister/  These bylaws are not the product of our collective work

and possibly this is why the current version does not show the version history

The question why incorporate in California was not answered, the decision to incorporate in California was not justified nor explained

There could be corporate.legal  reasons of someone maneuvering behind the scenes

The DRAFT bylaws were presented to the everyone else starting february by Ruth and they have been expanded substantially since

The final version in the current document may not be the sole result of the bylaws working group,  and the comments of other scholars, it looks like a skilled attorney who work for universities may have reused some of the bylaws used in other research institute

Ronin , in its original meaning, means kind of a samurai without a Lord

An institute for otherwise unaffiliated scholars

Based on the current bylaws it has now become a highly complex, highly institutionalized  and exceedingly bureaucratic organisation. Lawyers who do this for Universities may  have been paid with the money taken out from the old Ronin to create this scenario

The old administration may not have their names on the paper, but their signature of obfuscation is very visible to anyone who has been

following events close enough

Many scholars have commented on the bylaws, some comments have been addressed skilfully some very skillful showing professionals have been hired but some others have not been taken up at all, showing complete disregard for scholars questions and preferences, possibly to favour the creation of loopholes and dense bureaucracy

It is not been said whose money is being used to incorporate since members have not yet paid dues

How did we go from a group of volunteers writing draft bylaws to a self appointed interim junta without consultation  without asking scholars if they wanted to step in the interim committee, is not disclosed.

How did we go from a bunch of people contributing to shape the bylaws to giving the credit for these of only an arbitrary subset

is also not clear. Could this be the result of backstaging ? Certainly sounds like the old Ronin based on my experience

The processes have not been documented nor shared, the product *the bylaws, cannot be the result

of the work of the bylaws group alone, there is no question about it

While we are grateful to the bylaws committee for their work, there is clear indication that someone else is calling the shots and this is why questions are not answered by the people whose names are on paper

I hope this may help you and others interpret Rami's post today

I can only tell you what I see/hear from people who share my concerns, and request those involved to put it right or even, if necessary

incorporate an alternative entity to pursue clarity and honesty and above all research integrity, elsewhere if this cannot be achieved here

PDM

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/CAD8Ar9Ao4UAA5WzF21EXLjs%3DfL11HH6gZBZ1VBu7KSNUA2OAtA%40mail.gmail.com.

[alain tam]

There are many people to thank for contributing to the revival of the institute. I don’t believe the list of names mentioned in Rami’s email was meant to be exhaustive. For example, I am grateful to those who contributed to the Legal Group that enabled us to obtain a legal opinion about what could be done to save the old institute.

We are at the beginning. The bylaws are now member-centric. This means that there is a process for members to amend bylaws and policies. Consider running for council.

-Allan 

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/CAMXe%3DSp-i5WBhL8W%2BVEPcjd_Lsod1ABkD2uzidt7fEthtKeZnw%40mail.gmail.com.

[Regina M]

Paola has made some very astute observations, with which I heartily agree.

The bylaws were not crafted openly, and edits suggested by members were incorporated capriciously. Many were ignored.

The organization is now regulated by a  bureaucratic, nearly impenetrable series of complex rules and regulations that are ambiguous as to how they will be interpreted. There is no longer a clear focus of our organization. We already know that if the people in the board do not agree with member objections, the member will be ignored - and that's happened before we even reincorporated.

As for incorporating in California, I reported before any state was chosen how difficult it was to run a California incorporation, including non profits. It's known to be the most difficult and expensive state in the entire US to run a corporation. I opened my first corporation in California and became familiar with their state regulations. How it was chosen for RIIS when most of us do not reside there, I have no idea. The accounting will be expensive to say the least. 

Paola brings up an additional excellent point of how the work so far was paid for. No matter what the response is - why don't we all know the answer to this question? It should be open knowledge for members.

Our core should not be to be to create  "a fair and equitable" institution - our original core was that of being an alternative home to academics not ensconced at a University, to support their academic pursuits. That is what we Ronins signed on for, what has driven us, and why we joined.

Regina 

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/CAETNAHZyjdZZbHk8eCxr4-W-d2mWWYwkAc9719%2BRcUwRybVyzQ%40mail.gmail.com.

[alain tam]

Proponents of incorporating a non-profit in California will say that there are strong government protections there that will prevent us from getting into our previous quagmire. Opponents will say that it is too bureaucratic, pointing out that California is the only state that requires a separate tax-exemption application process rivaling the one required by the IRS. I do note that the non-profit lawyer that we hired (Spencer Reh) advised against incorporating in California. However, California (33%) was second only to Colorado (39%) as the preferred choice in our survey.

Some of you with experience in organizational structures and running companies have expressed strong opinions about the new Ronin. Would you consider running for council or otherwise volunteering to improve the organization as it tries to establish itself? Unlike the old Ronin, the new institute permits amendments to the bylaws and policies via a grassroots process.

-Allan 

[Arkadiusz Jadczyk]

This does not address at all this relevant observation made by Paola:

"We cannot rule  out that the money that was syphoned out from the accounts may be injected into the new Ronin paying for behind the

scene advisors to craft an iron cage for future administrators, based on the bylaws document the process has been

guided  under rather heavy legal hand, possibly even a Barrister"

It looks like inconvenient questions are being consistently avoided. Not a good sign for the new Ronin

Ark

[alain tam]

Ark,

I can confirm that the Legal Group hired a lawyer (Spencer Reh) to guide us. The money to pay for his services was donated by Ronin scholars. All members on our group chat were given a chance to contribute financially to this effort.

-Allan

[Regina M]

Actually, Allan, your response isn't quite to the point of the question asked.

Spencer did only a brief amount of work answering questions of a small set of Scholars, of which I was one, and he did not assist with the actual crafting of the bylaws. Indeed, I am not sure Ruth or her team at that time ever spoke with him at all. 

  What Paola and others are clearly saying is that it seems as if a high level attorney or team of attorneys worked together with Ruth's core team on our bylaws.

Scholars did not contribute to pay for that, so we still do not know how that was paid for.

Indeed, a number of inconvenient questions have been swept under the carpet repeatedly by our new interim leadership.

In fact in the original notice Rami sent, it specifically stated that the financial issues of the original Ronin institute are now "closed" and no longer should be discussed.

Yet maybe the same people from the original Ronin are involved in crafting the new RIIS. Ruth herself was a leader in insisting that the exiting Board "did nothing wrong", that it was "unkind" to state that they might have, and that there was never any evidence of financial irregularities. Yet there clearly were many documents that we all saw indicating financial irregularities including the lack of accounting for 3.5 M grant dollars under management by the old Ronin, as well as over 300k in cash accounts belonging to the old Ronin. In fact none of the old Ronin final IRS fillings accounted for the monies, the final filing states that the financial records of the old institute were "lost". Further the old board is unreachable for quite some time now, evidently at least one and possibly all three have moved out of the country. IMHO that's a bit odd that all members of the previous board are  unreachable.

These are the inconvenient facts that haunt us, and the interim Board being unwilling to be transparent is what's worrisome to some of the current Scholars.

Providing half-answers just increases the uneasiness felt by many.

Regina

[alain tam]

Regina,

My answers are embedded in your comments. See below.

--------

Actually, Allan, your response isn't quite to the point of the question asked.

Spencer did only a brief amount of work answering questions of a small set of Scholars, of which I was one, and he did not assist with the actual crafting of the bylaws. Indeed, I am not sure Ruth or her team at that time ever spoke with him at all. 

  What Paola and others are clearly saying is that it seems as if a high level attorney or team of attorneys worked together with Ruth's core team on our bylaws. >>As far as I know, the bylaws were written by Ronin scholars, aided by Google searches, templates, etc., with occasional review by a lawyer.<<

Scholars did not contribute to pay for that, so we still do not know how that was paid for. >>Pro bono<<

Indeed, a number of inconvenient questions have been swept under the carpet repeatedly by our new interim leadership.

In fact in the original notice Rami sent, it specifically stated that the financial issues of the original Ronin institute are now "closed" and no longer should be discussed.>>An objective reading of the public records yields the conclusion that the financial file of the old Ronin is now closed. However, the first amendment does give you the right to express your personal opinion (with some caveats).<<

Yet maybe the same people from the original Ronin are involved in crafting the new RIIS. Ruth herself was a leader in insisting that the exiting Board "did nothing wrong", that it was "unkind" to state that they might have, and that there was never any evidence of financial irregularities. Yet there clearly were many documents that we all saw indicating financial irregularities including the lack of accounting for 3.5 M grant dollars under management by the old Ronin, as well as over 300k in cash accounts belonging to the old Ronin. In fact none of the old Ronin final IRS fillings accounted for the monies, the final filing states that the financial records of the old institute were "lost". Further the old board is unreachable for quite some time now, evidently at least one and possibly all three have moved out of the country. IMHO that's a bit odd that all members of the previous board are  unreachable.>>Since you were a member of the Legal Group, you know that the legal opinion we obtained was that there was little we could do to stop the previous board from dissolving. It has been my view for several months that we have to move forward.<<

These are the inconvenient facts that haunt us, and the interim Board being unwilling to be transparent is what's worrisome to some of the current Scholars.

Providing half-answers just increases the uneasiness felt by many.

Regina

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

-Allan

[Nicholas Jackson (Nick)]

Greetings all,

I have been part of both the Legal Group and the Bylaws Group, though time commitments have meant that I could not contribute to either in the manner that I would like. The good news is that I am within a sentence or two of completing a manuscript.

I am confident that the work of putting together the bylaws and of seeking legal assistance, while imperfect, has nevertheless had little or nothing to do with the previous board, at least the two or three individuals who shut the organization down and completed the tax forms.  Quite frankly, the clear lines and depth of detail in the bylaws is due to many volunteer hours of discussion, and is to be commended. 

My question has a bit more to do with the quotidian logistics of getting our website going as quickly as possible.  If I am able to pay the dues, which is not certain at this time, how soon would I be able to see my information returned to the link associated with my signature line?  Will we perhaps be able to somehow get the same email address, so that we can place it in the checkboxes for "institutional representation"?  I do think that the original goals of the Ronin Institute, so poorly served by the insular organizational structure, go far beyond just the website and the email address. I for one am a fan of "fair and equitable" scholarship, and hope that we can get our diverse community publicized again very soon.

All best,

Nick

--

Nicholas A. Jackson, PhD

Research Scholar, Ronin Institute

Researchgate

Recent work: 

A Decolonial Critique of the Racialized “Localwashing” of Extraction in Central Africa

The Lives and Afterlives of Thomas Sankara

Murrey, A., Jackson, N. and Volonterio, M., 2023. Social Licence to Operate: The Role of an Idea in the Colonial Logics of Extractivism. Cosmopolitan Civil Societies: An Interdisciplinary Journal, 15(1), pp.1-18.

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/CAETNAHZ2KVHqYVAWpb8n%2B4XV_y-0RATqhi3z49gXcGtLEBoVgw%40mail.gmail.com.

[Paola Di Maio]

Alain,

Do you know how much we have paid for this incorporation, who has paid for it, why were scholars not invited to consider being part of the interim board  and acceptance of the bylawsy* ? and why is the line of conduct stated in the bylaws being clearly transgressed?

There seem to be bigger schemes at play and I am not surprised.  Research is controlled by organized crime, THEY are  not going to let go.

It would be simpler, to incorporate another entity, I ll be happy to talk to anyone interested in doing so at the earliest opportunity

It takes a day to register an entity, so incorporating and getting a EIN is quick and easy these days

Thanks for inviting others to join as Councillors, feels like abit being invited into a dark alley with a kick in the stomach

I'll be happy to serve as a Councillor if and when you and others involved are able to put this right, otherwise I'll assume the old

Ronin is being cloned. someone may be covering up for the misdeeds of anonymous others and we know where this is going

If the premises do not change, the consequences will also not change

PDM

[Nicholas Jackson (Nick)]

Greetings all,

I am getting ready to submit a manuscript, and in that light I look forward to seeing the next steps completed, particularly in adding more members.  We do not want to stay very long at all with the board being the only members.   I have manually entered Ronin Institute with the new address of incorporation, in anticipation that I will be able to afford/attain membership soon. 

Thank you all again for the hard work getting to this point.

Nick

[Walter David]

Yes Allen, and talking about contributors and those who helped, even if I could not take part to the bylaws drafting, in 2024 I was among the 10 scholars who paid $100 each (or at least that was what I paid) to get the first advice from the lawyer at the time when many where opposing paying anything at all.

I think those names should be mentioned too.

Kind regards,

Walter David

[Paola Di Maio]

Walter and Alain and all

Just a note to say that I did not commit funds to pay the lawyer because, as discussed in many emails (incl 28 august to the legal group)

I wanted to agree clearly beforehand what we would expect the lawyer to advise us on. I was clear that i would be happy to contribute to a fund to request the lawyer to advise on taking action to hold the board accountable for the moneys and for the damages to scholars. Basically I think those who may have taken money unlawfully should go to jail, and sue for damages to scholars.  Call me litigious.

But Alain who was leading the legal fundraising at the time, wanted to ask the lawyer some other questions (to which myself and others had already obtained answers for, via informal, pro bono advice). The lawyer that Alain paid for confirmed indeed everything that we already knew, and as I had anticipated, we have wasted our bullet *the few hundred quid we had just to hear what we knew. The lawyer also advised against registering in California, and obviously even in this case

the lawyer's money was wasted, since the advice was not taken.

I am mentioning this because I think it is important that whatever funds we raise are clearly allocated to make sensible decisions

rather than wasted purposelessly 

ee screenshot below, snippet of my email sent to the legal group 28 Aug

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/3190803f-e48a-4cb7-9b9b-5a8bd1dd3138n%40googlegroups.com.

[alain tam]

Paola,

You wrote that "The lawyer that Alain paid for confirmed indeed everything that we already knew," and that " those who may have taken money unlawfully should go to jail, and sue for damages to scholars." In fact, Spencer Rehm did not confirm that we should sue for damages. If that was the advice you got from your pro bono lawyers, it was at odds with the conclusion Spencer reached. I do agree that Spencer's advice to not register in California was not heeded, but scholars begged to differ. (If memory serves, Colorado and California were the two top choices in our survey.)

-Allan

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/CAMXe%3DSp4n5Z-egGuHDGDPOFovYkSaP_bO_hTx_c98YpGk72OXg%40mail.gmail.com.

[Paola Di Maio]

Thank you Alain

No, nobody advised that we should sue for damages - this is not what I said, or intending to say

This is what I would have gladly  contributed money to a legal fund to get advice on!

Because if some felons may have found a legal way to make money disappear, a legal instrument must be

used to prevent or rectify that

The other points that Spencer advised about were imho, already clear from various legal sources and statutory government and chats with legal advisors

But I ll me more than happy to look over Spence's advice again just cannot find it - I know you sent it to me

It was a highly professional written legal form, but the substance was not telling us much that we did not know afaik

It did not tell us how to file a preventive injunction, for example and how to sue for damages

which at that point is the only thing I would have (personally) paid legal money towards

I also personally gave preference for starting a new entity at the very beginning *emails sent in March and April 2024

But of course I would not have expected to see the formation of an entity that does not uphold its own principles of consensus and truth

during the very early stages of its formation process, ie that moves in a very different direction that clearly goes against its stated aims

which was one of  the ailments behind the old Ronin Institute, from my experience

PDM

P

[Regina M]

As many know, I agree with Paola that the attorney we briefly retained, Spencer, did not provide us with much we didn't already know.

I also exhorted those active at the time to do there own legal research, which I was engaged in doing also, and I provided a number of links and sources

No need to rehash all that, since few were interested in doing that research at that time. I'm just jumping in to give support to what Paola has said.

I didn't realize Rami or whoever was thanking those who helped. If that's the case then yes, I agree the people who formed the early legal team should be remembered. I was a part of that, and I was pretty active in the work that led up to that, as well. 

Best
Regina

To view this discussion visit https://groups.google.com/d/msgid/ronin-scholars/CAMXe%3DSqRp_rXfn_P_3X%2B_Wz_4-N4k8MzbROX7v_aR3YkqVd_-w%40mail.gmail.com.

[Paola Di Maio]

Regina

yes, not need to rehash but thanks for chiming in

It is not just that Rami thanked some but not others

The bewildering point is that the final bylaws (the official document that has been used to incorporate) in the last paragraphs

states the names of the people who contributed to the drafting of the same

makes only a partial list of the contributors

https://docs.google.com/document/d/1KY8E_xia5vTVfBBLVGmcUW2ncPZi0btc8YHty0Pm8E4/edit?usp=sharing

This is  obvious misattribution, a capital sin in research!!! Alas!!

How regrettable

The document was supposedly a CC BY document, but in the last iteration, before anyone could notice, the open access plate on the bylaws

has  been deleted

In addition, the version history of the document, where all the comments, contributions and edits and suggestions

are recorded, has been switched off. Version history is no longer accessible 

 The incorporation was seemingly rushed leaving many points unaddressed and many decisions unaccounted for

Scholars who came forward during the surveys who made themselves available to serve

were informed nor invited to join before incorporation.

The names of the contributors to the bylaws as well as the first batch of people serving in the committee at incorporation were arbitrarily selected

and do not reflect much of the many discussions and even disregard the lawyer's advice not to incorporate in California

No justification has been provided despite multiple requests for explanation of this behaviour

and this to me, sounds like old Ronin Institute style. 

 The pattern is repeating. Misattribution, mischaracterization

and arguably overall malpractice ensues

if things cannot be put right, I d suggest multiple entities are incorporated in other states under better premises

using a simplified, and perhaps improved version of the bylaws that we all contributed to

if anyone is up for creating a networked Ronin Institute for Independent Scholarship, I d rather put my eggs in more than one basket considering the way things have developed so far

PDM. 

[alain tam]

At the time we retained Spencer, two plans were being entertained and vigorously discussed by former members: 1) start a new institute or 2) prevent the old institute from dissolving. A main task for Spencer was to give us an opinion about the possibility of plan 2).  Including because we lacked funds, there were not many other tasks that we could have asked Spencer to work on.

-Allan

[Paola Di Maio]

Thank you Alain

I remember having a different idea about how to spend those 800 gbp or so that were committed from scholars

But since you were leading the legal fundraiser at that time and had set your hopes on Spencer, and already made your

brief very succinct, I simply raised the points in a few emails and let you get on with it.

As Regina says, no point in going over that now but..

I would not commit any dues without a clear budget or understanding for what and how the funds are to be spent

to make sure they clearly meet the stated aims

[Regina M]

Alain, yes exactly. I think I remember speaking with you about this, as well. I was very highly in favor of retaining  the original Ronin, and provided much data as to how to do that. It was work, and not as "sexy" as starting a "fresh" institute - but it was clear, it held others accountable, and I found and provided citations to much legal precedent. You asked me "how I knew" and cited that Spencer was an attorney and I was not - but I provided legal sources plus ideas on how to proceed. None of it was as simple and fun as simply writing up by-laws and re-imagining a "new" institute and thus I was overruled.

Now we have a mess, with similar issues, as Paola clearly and staunchly points out. Membership is down, engagement is down, literally millions of dollars of Ronin grant money remains mysteriously unaccounted for, and another 300k of Ronin funds likewise has disappeared, afaik we have no external Ronin email, a new (instead of well-established) group with low activity (except for the excellent short talks which persist and are great!) and have lost a huge number of members. Further, establishing in CA just made more work and expense, as whoever is responsible for filing taxes will soon see. 

So by choosing to trust the boilerplate, surfacy advice provided by Spencer I think we unintentionally made problems and effectively destroyed whatever we had of Ronin. I hope we can rebuild it to its original vibrance but so far I don't see that. Did I miss something? 

/ end rant

Regina

[Paola Di Maio]

This email sent to the G Group so that everyone can catch up with  some off list exchanges summarised as follows:

- Regina asked how to obtain a ronin-institute.org mailbox, and I replied that in addition to sharing the cost, which are minimal, at a minimum we need someone take care of the admin and have an in principle user agreement in place. I cannot sustain the commitment by myself.

-  Everyone is being encouraged to work towards the goal of a distributed independent research institute in whatever way they can! including applying to be a member 

of the newly incorporated company in california *RIIS2, despite some lack of clarity about financials, administrative and procedural issues and obvious distortions between intent *what stated in the bylaws (consensus based approach) and the practice - what is happening, ( decisions without consensus, starting from the name and logo)

- Some small talk in between *how to define scholarship? how to make things work for everyone? etc

DISCUSS!!

---------- Forwarded message ---------
From: Paola Di Maio <paolad...@gmail.com>
Date: Tue, Oct 28, 2025 at 10:44 AM
Subject: Re: Ronin Institute Global:
To: Regina M <toothso...@gmail.com>
Cc: xxxx redacted

Regina, and everyone

I reintroduce some people in cc who got dropped from conversations but who may be interested in the topic

 I will share an edited version via the G Group as I see you posted there as well

Thanks for sharing interest in a vision for Ronin Institute Global.

Ronin Institute does not have to be confined to one registered entity, nor to follow the same

idiosyncratic and dysfunctional patterns of the old Ronin, nor accept aberrations and evasion that we have seen during the incorporation of the new entity.

A Ronin Institute that does not have one timezone for meetings, that is virtual and that does what it says it does *and that does not do the opposite of what it says.

I hoped that IGDORE would develop in that direction, but for reasons that I do not understand, it got stuck.

While we continue to work toward the shared goal of an independent scholarship we have hundreds of people waiting to see what happens

I would like to take a moment to acknowledge the work done so far by everone including J Wilkins, Rebecca Willens and team, and others including the folks who registered

an entity called Ronin Institute in California, despite some aberrations, kudos for attempting first steps

We can embrace the opportunity to reflect on the challenges that we are facing and see if we can overcome them.

The establishment is against independent institutes gaining popularity and does everything to poison the well. We must resist the tempation to poison wells

When it comes to legal/administrative matters  it is advisable to have a legal entity

I encourage scholars to register one or more other entities, perhaps, called Ronin Institute ..... something else....

in another State or country.  *I have explored the options and have collected information. A member could be part of one or more Ronin Institute,

*call it a decentralized model of Indepedent Scholarship?

 So if you decide to incorporate an entity Regina, or anyone else, I would be happy to contribute covering the  costs 

Since the Bylaws used by RIIS2 were written by scholars, we can use a simplified version for incorporating other legal entities for Ronin Institute

If scholars need an address under the ronin-institute.org domain, would have to contribute to its administration and maintenance

However it is essential to establish clarity, cohesion and unity of intent among scholars, something that has not happened yet is a main obstacle. I actually dont like the logo of RIIS. Looks like a vulture preying on knowledge. A sad metaphor if you ask me.

@R I Bowers   Robert

you wrote: 

The new name is unwieldy. And why the decimal point (it sounds juvenile)? I assume we are not expecting there to be a RIIS2.1 one day. 

The name of the legal entity incorporated in California *that represents and includes only a handful of the previous member base  was not discussed, nor agreed with scholars. There are long threads on the G Group documenting how a small group of scholars made decisions without consensus when it came to registering the new entity. Contrary to what stated in the bylaws of the registered entity, consensus was not only not achieved, but also not attempted. Fact is that anyone doing anything sometimes must make unpopular decisions, This is how the legal entity ended up with an unwieldy name.  It could have taken more work, we could have come up with something better, but for reasons that nobody knows, the entity incorporation was rushed 

 I suppose if you join the new entity and can make your way through the thick bureaucratic process you could propose to change the name. Good luck with that 

The question of who qualifies as a scholar, consider

Two prominent models are Boyer’s Model of Scholarship and the UniSCOPE Model of Scholarship. 

I  expect Ronin Scholars to justify their claim to scholarship based on either, both models in use OR make a claim to scholarship AND extend/modify either model, with justification

It takes more than an incorporation to make a research institute, and it takes more than publishing a paper to make a scholar

Figure it out?

---

From: Regina M <toothso...@gmail.com>
Sent: Monday, October 27, 2025 3:44 PM
Subject: Re: Ronin Institute for Independent Scholarship 2.0 (RIIS 2.0) By-laws Group Progress Update:

 

Hi Paola,

What a fabulous idea, Ronin Global! If you've said it that way before I apologize that I didn't understand you.

It seems to me no-one needs to choose, as there is no reason not to belong to both Institutes if one is so inclined.

I don't understand the rules, bylaws and regulations of the new Ronin, I agree it seems like a fair amount of bureaucracy without clarity. I had the same question about fees and costs - after all we lost the original Ronin because of costs which caused the entire institute to close down suddenly. Without clarity in accounting this could easily happen again, but there's been no discussion of this as you point out.

It's also unclear as to who is eligible to be a Research Scholar. In the efforts to be inclusive, the rules indicate that anyone with at least one year of advanced education can be a Ronin Research Scholar. IMHO that's a very low bar and we might easily accrete a large number of people that ordinarily would not be considered scholars. This dilutes the professionalism of the position. Personally I don't agree with this standard but no one asked me, and now that's the standard that's in place.

In any case - Ronin Institute Global seems simple and straightforward, at least so far. I'm interested in being part of it.

Thanks for organizing this, Paola !

Best
Regina

On Mon, Oct 27, 2025, 10:14 AM Paola Di Maio <paolad...@gmail.com> wrote:

Regina, and everyone

I have registered a domain name with a view to support Ronin Institute, before the entity in California was incorporated and the old domain reclaimed

I appreciate the offer of sharing cost for setting up a mailbox, however there is much work involved in administering a domain name, the website development. setting up the mailboxes etc

It makes sense to do so when we have enough people on board to share the effort as a whole and an understanding of how to operate

Above all, for me it is important to have peers to work with towards independent scholarship, what are the qualities we are looking for that define scholars who join,

what criteria will apply, how the work will be administered etc.

The entity incorporated in California is too bureaucracy heavy for me - and too many things have become distorted during the process etc

Too many questions have remained unanswered, from the budget to the decision making process etc. 

I am also not clear what  are the criteria for accepting members *is publishing one or two papers enough to qualify as a scholar?

And what happens if the funds raised through member fees are not enough to cover the running costs of a legal entity in California etc

I would encourage everyone to apply for membership there, if what is being done works for you

If it doesn't, let's continue to develop Ronin Institute  Global, unincorporated for now under different premises, and we have a domain name ready for that

P