SSA in Crisis: Can It Heal Itself? [LONG]

Don't let the SSA die because of mis-management
disease.

This is an email I recieved from a nameless RAS contributer who just
made my spam list

Seems I cant spell and some one's figured out my email address. I
apoligize to all who've figured out that 7 years of catholic school
only wasted my parents money and I made 9 spelling errors. I'll try
and do better next time.

Russ Barry (shameless)
p.s. All the bickering and and finger pointing doesn't solve the
problems.

--- gschubert wrote:

You might want to check your spelling errors(9)
before posting on ras to
avoid embarrassment. Use your Spellcheck.

This was my reply


Sorry my spelling might have offended you. I'm not nearly as
embarrassed as the people that started this SSA cluster ****.

5-BG wrote:
to chip;
you seem to be in possession of more information than the rest of us... here is a straight question for you.. one of import.

Does the SSA have in force an insurance policy that covers the type of fraud you allude to?

were the premiums paid up?

HAS THE BOARD SOUGHT PAYMENT FROM THE INSURANCE COMPANY??

Are board actions covered by a simlar policy and have claims been made?

thank you in advance for any answers you might have.

The information I've discussed is based on what the SSA has released,
what's published in the ExComm meeting minutes on the Web site (a
amazing amount more than is in the official releases), my own
experience as a director and a businessman, and a few comments made by
non-director SSA members that may or may not be true. Yes, I probably
do know more than some members by virtue of what I've heard from
directors themselves but I've tried hard not to violate the trust I
hope they still have in me by revealing anything told to me in
confidence. I can honestly say that I know of nothing to indicate
anyone within SSA has acted unethically, with the obvious possible
exception of our former CFO.

On the subject of insurance, SSA has already disclosed they have
Employee Dishonesty insurance. I don't know the terms of it, or whether
any discussions have occurred with the insurer. I believe D&O insurance
also exists though I can't recall where I learned this or if it's true,
and I certainly don't know the terms of it either. The points you have
made about an insurer potentially seeking to recover claims paid to SSA
from officers or directors are interesting, but I don't know if there's
any validity. Since employee dishonesty is what is alleged (or at least
implied) here, the insurance policy may yet be a factor. I'm not a
lawyer but I'm not sure I see how an insurer could make a case that the
ED or anyone else would be liable simply because someone who worked for
the SSA stole money, unless the ED or other persons cooperated in some
way, or--big stretch--if gross negligence could be established. I
imagine that's spelled out in the policy somewhere. Yes, I'd like to
know more myself but I can see good reasons why that information
shouldn't be broadcast to the world right now. I would be more
comfortable with all of this if I knew the obvious conflicts had been
addressed through adequate oversight. I hope that's what comes out of
tomorrow's meeting.

Now I suggest we all (including me) quit talking about it for a while.
We've thrashed this thing to death several times over. It's the
weekend. Go fly gliders!

Chip Bearden

All,
This (the original post in this thread) is the most reasoned approach I
have read so far. Having now gone to the SSA website under "governance" and
read all of the last several months of excomm minutes, I am firmly in the
camp of give them your support and the time to get things fixed. I am
convinced they are working very hard to get this situation under control,"
fixed as soon as possible", with the least damage to the organization as
possible, and to do it as openly as prudence makes possible. We owe the
board of directors our confidence.
Sincere apologies for previous negative posts.
Cheers!, Pete
wrote in message
ups.com...
(with apologies to non-U.S. readers)

Most of the postings on this subject follow a predictable pattern:
"what a bunch of stupid/unethical/indifferent (pick one) idiots we have
at SSA; why don't they just [fill in the blank with your favorite
brilliant solution]" A few (including mine) urge patience, support, and
a chance to let the process work.

Reluctantly I'm now changing my position from "be patient" to "do
something." For the specifics, skip to the ACTION ITEM at the end. The
rest of this is just a long-winded description of a discouraging
journey the past few weeks.

My new stance may seem like heresy given my past support of SSA. But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis.

Like most, I learned about SSA's tax filing/remittance problems from
Dianne Black-Nixon's letter 3 1/2 weeks ago. While publicly urging
patience, I also offered help to directors I know, including ExComm
members. I agreed with most of their decisions but nevertheless had
concerns. Soon I found myself working behind the scenes with several
directors who shared these concerns, which were centered around
maintaining the confidence and trust of SSA members during a time when
their faith in SSA would be tested.

Disclosures by ExComm implied that certain SSA funds were
misappropriated by SSA's Chief Financial & Administrative Officer
(CFAO), who has since been fired. But even if the CFAO were guilty,
others may share responsibility for allowing this to happen. And as
ExComm continued their investigation, the primary reason for our
concern was conflict of interest.

In the corporate (and non-profit) world, a conflict of interest exists
whenever there is an incentive for people in positions of power and
trust to take actions contrary to the best interests of those who have
placed their trust in these individuals. It does not matter whether
said individuals are trustworthy or competent or even whether they
yield to these temptations. If there's an incentive for them to do the
wrong thing, they are said to be conflicted and those conflicts must be
properly addressed.

The conflicts of interest with SSA's crisis relate to the fact that
those working to resolve it--i.e., ExComm, the Budget and Finance
Committee (FinComm), and SSA's accounting firm--potentially share
responsibility for allowing it to occur. I would include SSA Executive
Director Dennis Wright (ED) in this group but ExComm has been careful
to give the impression that they are managing this situation, not the
ED.

Much outcry on this forum has focused on the decision to forgo annual
audits. In my opinion, this misses the mark. To the best of my
recollection as a former director (for nine years in the mid 1990s
through early 2002, including service on ExComm), previous FinComms
elected to have annual reviews performed by Johnson, Miller, SSA's
public accounting firm (CPA) because they were much less expensive than
a full audit (if I recall correctly, on the order of $20,000 less) yet
provided some assurance that material problems would be uncovered.

For those of you without financial backgrounds, there are three levels
of involvement by a CPA with a client. For a "compilation," the CPA
simply cranks out standard-format statements using the client's books
and records. If the numbers add up, the CPA doesn't do much checking;
they just make it look pretty. For a "review," (which is what I believe
SSA had in prior years), the CPA goes a step further and attempts to
uncover material problems. They offer no guarantees but at least the
accountants look under the hood, so to speak. An "audit" (called for by
the By-Laws) involves many more tests and checks based on which the CPA
expresses an opinion as to whether the results conform to generally
accepted accounting principles. An audit provides the highest level of
assurance but, of course, costs the most, because of the extra work
involved and also the liability assumed when expressing an opinion.

In the past, the annual review plus the close relationship between the
CPA and FinComm--who played a very active role in the SSA's finances at
that time--plus performing an occasional full audit made the question
one of economics as well as the By-Laws. In effect, FinComm made the
decision to self insure, judging that an occasional loss, though
unlikely, would still be less than the accumulated added cost of doing
an audit every year. I suspect that may still turn out to be true
despite the magnitude of the potential loss. I recall that the Board
was made aware of this policy (but not asked to approve it, per se) on
at least one occasion while I was a director but I cannot be certain.

In my opinion, then, the critical question is whether FinComm retained
Johnson, Miller to continue preparing SSA's annual financial
statements, and more specifically to do annual reviews. ExComm's
disclosures indicate they did not.

Here's where the potential conflicts arise. Good governance calls for
FinComm to retain the CPA, who would report directly to them (not to
the CFAO or the ED or ExComm or Board), to prepare the annual financial
statements (with a review or, under the By-Laws, an audit). ExComm
meeting minutes note that Johnson, Miller appears not to have been
retained to do any such work after 2002. If FinComm did retain them, in
writing or orally, then Johnson, Miller may (and I emphasize the word
"may") have some culpability and there is an inherent conflict with
their continuing to work on the SSA account. In that case, it gets
messier: ExComm meeting minutes indicate that Johnson, Miller selected
the lawyer in Hobbs that SSA engaged. This attorney quickly recommended
that SSA give Johnson, Miller "carte blanche to do what they needed
with the SSA financial records."

On the other hand, if FinComm did not retain Johnson, Miller, then
FinComm itself may (again, "may") have some culpability, perhaps shared
by ExComm and the Board (although directors could argue they acted in
reliance on FinComm) and there is an inherent conflict with their
playing a key role in this investigation.

It's very important to reiterate that competence and trustworthiness
are irrelevant to this discussion. It doesn't matter whether the CPA or
FinComm or ExComm did anything wrong, intentionally or otherwise. And
I'm not suggesting they did. On the contrary, I've been generally
impressed with the work done by ExComm so far. What matters is that
people who may have legal liability and therefore a vested interest in
the outcome are deeply involved in this investigation. That's a classic
conflict of interest. And it's a recipe for losing the confidence of
SSA members at a time when we need it most.

One remedy for conflict of interest is disclosure. Depending on your
point of view, disclosure to date has been adequate but sometimes
reluctant.

Another remedy is bringing in new people to do the investigative and
remediation work. This is risky. Those who know the most about SSA and
are in the best position to help are probably already involved. It's
difficult enough to get competent volunteers, much less to work for
free in Hobbs going through accounting records and meeting with
attorneys, bankers, the IRS, etc.

A third and, I believe, best remedy is an independent group to monitor
the actions of ExComm, the accountants, the attorney(s), staff, and
others involved. This is where the discussions with the concerned
directors quickly arrived. Ultimately this resulted in a formal
proposal for an Oversight Task Force (OTF). Four SSA members were
prevailed upon by these directors to serve on the OTF: myself and three
other individuals--a highly experienced accountant, an attorney, and a
successful businessman. Because of my prior Board service, I initially
declined to serve on the OTF but was persuaded by the two concerned
directors because of my knowledge of SSA, my business background, and
the fact that my tenure ended in early 2002, prior to the Larry
Sanderson affair.

The OTF proposal was made to the full Board by one of these concerned
directors approximately two weeks ago with, unfortunately, a generally
negative reaction.

How could this happen? Well, some directors had genuine questions about
certain provisions in the OTF proposal but I believe the negative
reaction was due in great part to misunderstanding the OTF's purpose.
Instead of oversight (i.e., monitoring, not decision making), some saw
this as an attempt to usurp power from the Board or ExComm. Some feared
it could interfere with and/or delay the investigation or reveal
confidential information. Others viewed it as a no-confidence vote. In
frustration, I "recused" myself from participation on the OTF and made
a direct appeal to the Board explaining OTF's purpose in more detail
and arguing that it was the Board's fiduciary duty to take action to
oversee the activities of ExComm, FinComm, and others who were
conflicted.

With this clarification, responses to our proposal were gratifyingly
more favorable. In fact, ExComm subsequently expressed their support
for the OTF. To be fair, at least some ExComm members (including Dianne
Black-Nixon) had voiced support all along.

That was nearly two weeks ago. Since then, nothing much has happened.
ExComm continues to manage the investigation and to make decisions. My
sense is that there may be debate even within ExComm on how to proceed.
More than a week ago, one ExComm member emailed me to say it would be
not be practical to hold a tele-conference special Board meeting for
all 26 directors and suggested delaying action on the OTF until the
scheduled Board meeting at the end of this month. My response was that
with every passing day, decisions were being made that could be
criticized by SSA members and should be overseen by an independent
body. I often participate in conference calls with at least that many
people dispersed over the U.S. and India and do not think a properly
managed special meeting--with one agenda item--would be terribly
difficult. Rightly or wrongly, I interpreted this as foot dragging. If
ExComm had supported the OTF with the same admirable alacrity with
which they jumped on the initial disclosure of the tax problems, the
OTF would already be at work and I would not be writing what some will
doubtless interpret as a disloyal or disruptive public posting.

ExComm believes it would be inappropriate for them to charter the OTF
without full Board approval. They have a point, but this reasoning
leads inexorably to the conclusion that, absent oversight, ExComm
should not be making major decisions about the investigation or
corrective action, either.

Ironically, with one troubling exception (see below), I'm less
concerned with what ExComm is actually doing in Hobbs than with how SSA
members may come to perceive or question their actions. To date, ExComm
has moved decisively to manage a tough problem and it's difficult to
quarrel with their actions.

But many members still have a sense that a previous ExComm attempted to
cover up the Larry Sanderson expense account scandal three years ago.
We cannot afford the same cynicism, or worse, now. While most members
understand that some things must remain confidential for legal reasons,
they are uncomfortable or angry if they suspect they are not getting
the real story. And on that score, ExComm's inaction is troubling.

I mentioned an exception, and it's a big one: how responsibility for
this problem is being assigned. ExComm's communications have emphasized
the ED's failure to inform the Board of the non-filing of tax
information returns. At the same time, however, ExComm has minimized
the "errors of omission" of the ExComm/FinComm/Board in not retaining
the CPA to examine the SSA's annual financial statements.

In fact, both lapses are errors of omission. Yet my impression is that
the ED is being positioned as the one most responsible for allowing
this crisis while FinComm's failure to act is being dismissed. For that
matter, ExComm admits that the CFAO reported directly to the Board, not
the ED, until mid 2005 so there is ample reason to share responsibility
for this. While I do not have the facts available to ExComm, the
questions raised are precisely the reason that independent oversight is
needed over those who find themselves in conflicted positions, for
their sake as well as the members'. And it is needed immediately, not
next week or the week after that or after the next major staff or
organizational decision is made.

If this were a public corporation, plaintiffs' attorneys would already
be circling like vultures with the prospect that directors could be
sued and found guilty of breach of their fiduciary duty, in particular
those on FinComm and, likely, ExComm. But there's not enough money here
to interest them. Nor do I believe we should necessarily seek to punish
whomever may have contributed to this debacle. This was a failure,
albeit a predictable one, of a flawed system. Yet I don't think we
ought to sweep anything under the rug, either. I believe most SSA
members would readily forgive the unwitting errors of volunteer
directors so long as they believe they are being dealt with
forthrightly.

I apologize to those I know and respect on the Board and ExComm who are
dedicated, well intentioned, and working hard in thankless positions.
But I fear that some of them do not fully understand the danger that
their inaction will increase the cynicism and apathy already evident in
many SSA members. The lack of urgency and reluctance to initiate
oversight by ExComm and the directors alike suggest that some of them
still don't "get it."

Despite protestations to the contrary, there is a tendency in times
like this for ExComm and the Board to "circle the wagons." It's a
natural human response to threats, both from the original problem and
from outraged SSA members who want someone, anyone, to pay in blood. It
is a tendency against which we must fight hard if we are to maintain
the trust of our members.

Sadly, at this point individuals who generously agreed to serve on the
OTF weeks ago are growing cynical about the willingness of SSA to
address its problems. Clearly I am, too.

On a positive note, I see this unfortunate crisis as a wonderful
opportunity to make major changes to SSA to improve its financial
position and increase its effectiveness. The current Board structure is
indeed cumbersome and ineffective. It also makes sense to examine which
functions the SSA should perform and whether some of these should be
outsourced. And I agree with those who believe we should explore
locations other than Hobbs. We have a chance to "start over" with a
clean sheet of paper...without losing those elements of SSA that are
critical. Yet what I have seen in the past 3+ weeks leaves me worried
that we will squander this opportunity.

ACTION ITEM: Please contact your directors and, while offering your
continuing support and trust, urge them to demand the Oversight Task
Force or something like it be put in place immediately. All of
us--members, directors, ExComm, and staff alike--need the clarity and
assurance that only an independent observer can provide.

In the meantime, please maintain the degree of civility on this forum
that I hope you would if the discussion were taking place in person.
Ironically, the offensive and irresponsible behavior of some
participants on rec.aviation.soaring alienates most SSA members and
encourages our leadership, with some justification, to dismiss these
critics as just a bunch of loudmouth idiots. Those who insist on
popping off indiscriminately with wild allegations, accusations, and
statements of opinion-as-fact serve no one but their own egos. Their
actions--presuming they actually care about the future of SSA and the
great things it has and can still do for soaring pilots in this
country--are counterproductive.

Chip Bearden
SSA Member since 1965

Pete.. and chip
I too have read the excom draft minutes.

I do not and have never questioned their working hard.. What i have brought up was the very akward position they are operating from.. namely that of being in major conflict of interest. Further i have raised the question of transparancy.

Chip wrote " But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis."

I found ONLY ONE REFERENCE TO CHIP in the minutes of the past 10 excom minutes. This reference was to his being approached to act as an interested outside party to review actions etc.

What I did NOT find in any minutes of the excom meeting was ANY REFERENCE to any discussion of Chip's suggestions/proposal;s or decision to withdraw from the proceedings. Perhaps these discussions were held before meetings of the excom or during executive sessions ( of thich there have been several). In any event, reading the minutes does not shed any light whatsover on the boards thoughts re conflict of interest. Are we to seriously believe that they have not discussed this?? Is this not a subject that members have a right to understand.?
I also picked up a statement in minutes that Costello had informed the board that a notice to the D&O insurance company of a pending claim must be filed and they ACTUALLY discussed not making such a notice or claim.. In the end, i guess that they did give notice. Are we to believe that the attorney retained did not discuss the possible ramifications with the excom? But I guess that that is something that members do not need to know,.
I also found it interesting that the directors of ssa who also serve on the foundation board were seeking indemnity by ssa for actions as foundation board members on the loan. This is, imho, the result of a discussion among themselves and the attorney about the conflict of interest.

bottom line.. The excom is operating as a unit that has taken upon itself the responsibility for cleaning up the mess and developing a new business plaN ( REFERENCED IN MINUTES). They are doing so, probably with good intentions, but basically withholding essential elements of their discussion, all the while claiming transparancy.
Chip's frustration and decision to go public is another CLEAR WARNING FLAG to the membership .

It is evident to me that a revised business model is being put into place as an evolutionary process. Basically tweaking policies and proceedures. If there has been any serious discussion of a major overhaul it has not shown up in the minutes.

Perhaps it would be appropriate for a "constitutional ( charter) convention" . Perhaps the foundation should fund a professional analysis of existing model and provide the membership with a series of options for change. This could be presented at the annual convention for discussion and then put to a vote of the entire membership.

Pete.. the issue remains conflict of interest. No matter what they do the excom is tainted. The fact that they did not disclose discussions ( which i ASSUME) that they must have had re this issue is telling. I would love to know what pat costello told the excom re their d&O policy and coverage... I suspect that he might have told them that their personal coverage did not extend to willful acts in that were outside the charter of the bylaws. But we will never know will we???

For an insider like chip to become frustrated to the point of going public is also very telling.
I do not share your faith in this system.
Chip... I make it A POINT to fly my glider 3 to 5 times a week!!!




Chip
"Pete Reinhart" wrote in message ...
All,
This (the original post in this thread) is the most reasoned approach I
have read so far. Having now gone to the SSA website under "governance" and
read all of the last several months of excomm minutes, I am firmly in the
camp of give them your support and the time to get things fixed. I am
convinced they are working very hard to get this situation under control,"
fixed as soon as possible", with the least damage to the organization as
possible, and to do it as openly as prudence makes possible. We owe the
board of directors our confidence.
Sincere apologies for previous negative posts.
Cheers!, Pete
wrote in message
ups.com...
(with apologies to non-U.S. readers)

Most of the postings on this subject follow a predictable pattern:
"what a bunch of stupid/unethical/indifferent (pick one) idiots we have
at SSA; why don't they just [fill in the blank with your favorite
brilliant solution]" A few (including mine) urge patience, support, and
a chance to let the process work.

Reluctantly I'm now changing my position from "be patient" to "do
something." For the specifics, skip to the ACTION ITEM at the end. The
rest of this is just a long-winded description of a discouraging
journey the past few weeks.

My new stance may seem like heresy given my past support of SSA. But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis.

Like most, I learned about SSA's tax filing/remittance problems from
Dianne Black-Nixon's letter 3 1/2 weeks ago. While publicly urging
patience, I also offered help to directors I know, including ExComm
members. I agreed with most of their decisions but nevertheless had
concerns. Soon I found myself working behind the scenes with several
directors who shared these concerns, which were centered around
maintaining the confidence and trust of SSA members during a time when
their faith in SSA would be tested.

Disclosures by ExComm implied that certain SSA funds were
misappropriated by SSA's Chief Financial & Administrative Officer
(CFAO), who has since been fired. But even if the CFAO were guilty,
others may share responsibility for allowing this to happen. And as
ExComm continued their investigation, the primary reason for our
concern was conflict of interest.

In the corporate (and non-profit) world, a conflict of interest exists
whenever there is an incentive for people in positions of power and
trust to take actions contrary to the best interests of those who have
placed their trust in these individuals. It does not matter whether
said individuals are trustworthy or competent or even whether they
yield to these temptations. If there's an incentive for them to do the
wrong thing, they are said to be conflicted and those conflicts must be
properly addressed.

The conflicts of interest with SSA's crisis relate to the fact that
those working to resolve it--i.e., ExComm, the Budget and Finance
Committee (FinComm), and SSA's accounting firm--potentially share
responsibility for allowing it to occur. I would include SSA Executive
Director Dennis Wright (ED) in this group but ExComm has been careful
to give the impression that they are managing this situation, not the
ED.

Much outcry on this forum has focused on the decision to forgo annual
audits. In my opinion, this misses the mark. To the best of my
recollection as a former director (for nine years in the mid 1990s
through early 2002, including service on ExComm), previous FinComms
elected to have annual reviews performed by Johnson, Miller, SSA's
public accounting firm (CPA) because they were much less expensive than
a full audit (if I recall correctly, on the order of $20,000 less) yet
provided some assurance that material problems would be uncovered.

For those of you without financial backgrounds, there are three levels
of involvement by a CPA with a client. For a "compilation," the CPA
simply cranks out standard-format statements using the client's books
and records. If the numbers add up, the CPA doesn't do much checking;
they just make it look pretty. For a "review," (which is what I believe
SSA had in prior years), the CPA goes a step further and attempts to
uncover material problems. They offer no guarantees but at least the
accountants look under the hood, so to speak. An "audit" (called for by
the By-Laws) involves many more tests and checks based on which the CPA
expresses an opinion as to whether the results conform to generally
accepted accounting principles. An audit provides the highest level of
assurance but, of course, costs the most, because of the extra work
involved and also the liability assumed when expressing an opinion.

In the past, the annual review plus the close relationship between the
CPA and FinComm--who played a very active role in the SSA's finances at
that time--plus performing an occasional full audit made the question
one of economics as well as the By-Laws. In effect, FinComm made the
decision to self insure, judging that an occasional loss, though
unlikely, would still be less than the accumulated added cost of doing
an audit every year. I suspect that may still turn out to be true
despite the magnitude of the potential loss. I recall that the Board
was made aware of this policy (but not asked to approve it, per se) on
at least one occasion while I was a director but I cannot be certain.

In my opinion, then, the critical question is whether FinComm retained
Johnson, Miller to continue preparing SSA's annual financial
statements, and more specifically to do annual reviews. ExComm's
disclosures indicate they did not.

Here's where the potential conflicts arise. Good governance calls for
FinComm to retain the CPA, who would report directly to them (not to
the CFAO or the ED or ExComm or Board), to prepare the annual financial
statements (with a review or, under the By-Laws, an audit). ExComm
meeting minutes note that Johnson, Miller appears not to have been
retained to do any such work after 2002. If FinComm did retain them, in
writing or orally, then Johnson, Miller may (and I emphasize the word
"may") have some culpability and there is an inherent conflict with
their continuing to work on the SSA account. In that case, it gets
messier: ExComm meeting minutes indicate that Johnson, Miller selected
the lawyer in Hobbs that SSA engaged. This attorney quickly recommended
that SSA give Johnson, Miller "carte blanche to do what they needed
with the SSA financial records."

On the other hand, if FinComm did not retain Johnson, Miller, then
FinComm itself may (again, "may") have some culpability, perhaps shared
by ExComm and the Board (although directors could argue they acted in
reliance on FinComm) and there is an inherent conflict with their
playing a key role in this investigation.

It's very important to reiterate that competence and trustworthiness
are irrelevant to this discussion. It doesn't matter whether the CPA or
FinComm or ExComm did anything wrong, intentionally or otherwise. And
I'm not suggesting they did. On the contrary, I've been generally
impressed with the work done by ExComm so far. What matters is that
people who may have legal liability and therefore a vested interest in
the outcome are deeply involved in this investigation. That's a classic
conflict of interest. And it's a recipe for losing the confidence of
SSA members at a time when we need it most.

One remedy for conflict of interest is disclosure. Depending on your
point of view, disclosure to date has been adequate but sometimes
reluctant.

Another remedy is bringing in new people to do the investigative and
remediation work. This is risky. Those who know the most about SSA and
are in the best position to help are probably already involved. It's
difficult enough to get competent volunteers, much less to work for
free in Hobbs going through accounting records and meeting with
attorneys, bankers, the IRS, etc.

A third and, I believe, best remedy is an independent group to monitor
the actions of ExComm, the accountants, the attorney(s), staff, and
others involved. This is where the discussions with the concerned
directors quickly arrived. Ultimately this resulted in a formal
proposal for an Oversight Task Force (OTF). Four SSA members were
prevailed upon by these directors to serve on the OTF: myself and three
other individuals--a highly experienced accountant, an attorney, and a
successful businessman. Because of my prior Board service, I initially
declined to serve on the OTF but was persuaded by the two concerned
directors because of my knowledge of SSA, my business background, and
the fact that my tenure ended in early 2002, prior to the Larry
Sanderson affair.

The OTF proposal was made to the full Board by one of these concerned
directors approximately two weeks ago with, unfortunately, a generally
negative reaction.

How could this happen? Well, some directors had genuine questions about
certain provisions in the OTF proposal but I believe the negative
reaction was due in great part to misunderstanding the OTF's purpose.
Instead of oversight (i.e., monitoring, not decision making), some saw
this as an attempt to usurp power from the Board or ExComm. Some feared
it could interfere with and/or delay the investigation or reveal
confidential information. Others viewed it as a no-confidence vote. In
frustration, I "recused" myself from participation on the OTF and made
a direct appeal to the Board explaining OTF's purpose in more detail
and arguing that it was the Board's fiduciary duty to take action to
oversee the activities of ExComm, FinComm, and others who were
conflicted.

With this clarification, responses to our proposal were gratifyingly
more favorable. In fact, ExComm subsequently expressed their support
for the OTF. To be fair, at least some ExComm members (including Dianne
Black-Nixon) had voiced support all along.

That was nearly two weeks ago. Since then, nothing much has happened.
ExComm continues to manage the investigation and to make decisions. My
sense is that there may be debate even within ExComm on how to proceed.
More than a week ago, one ExComm member emailed me to say it would be
not be practical to hold a tele-conference special Board meeting for
all 26 directors and suggested delaying action on the OTF until the
scheduled Board meeting at the end of this month. My response was that
with every passing day, decisions were being made that could be
criticized by SSA members and should be overseen by an independent
body. I often participate in conference calls with at least that many
people dispersed over the U.S. and India and do not think a properly
managed special meeting--with one agenda item--would be terribly
difficult. Rightly or wrongly, I interpreted this as foot dragging. If
ExComm had supported the OTF with the same admirable alacrity with
which they jumped on the initial disclosure of the tax problems, the
OTF would already be at work and I would not be writing what some will
doubtless interpret as a disloyal or disruptive public posting.

ExComm believes it would be inappropriate for them to charter the OTF
without full Board approval. They have a point, but this reasoning
leads inexorably to the conclusion that, absent oversight, ExComm
should not be making major decisions about the investigation or
corrective action, either.

Ironically, with one troubling exception (see below), I'm less
concerned with what ExComm is actually doing in Hobbs than with how SSA
members may come to perceive or question their actions. To date, ExComm
has moved decisively to manage a tough problem and it's difficult to
quarrel with their actions.

But many members still have a sense that a previous ExComm attempted to
cover up the Larry Sanderson expense account scandal three years ago.
We cannot afford the same cynicism, or worse, now. While most members
understand that some things must remain confidential for legal reasons,
they are uncomfortable or angry if they suspect they are not getting
the real story. And on that score, ExComm's inaction is troubling.

I mentioned an exception, and it's a big one: how responsibility for
this problem is being assigned. ExComm's communications have emphasized
the ED's failure to inform the Board of the non-filing of tax
information returns. At the same time, however, ExComm has minimized
the "errors of omission" of the ExComm/FinComm/Board in not retaining
the CPA to examine the SSA's annual financial statements.

In fact, both lapses are errors of omission. Yet my impression is that
the ED is being positioned as the one most responsible for allowing
this crisis while FinComm's failure to act is being dismissed. For that
matter, ExComm admits that the CFAO reported directly to the Board, not
the ED, until mid 2005 so there is ample reason to share responsibility
for this. While I do not have the facts available to ExComm, the
questions raised are precisely the reason that independent oversight is
needed over those who find themselves in conflicted positions, for
their sake as well as the members'. And it is needed immediately, not
next week or the week after that or after the next major staff or
organizational decision is made.

If this were a public corporation, plaintiffs' attorneys would already
be circling like vultures with the prospect that directors could be
sued and found guilty of breach of their fiduciary duty, in particular
those on FinComm and, likely, ExComm. But there's not enough money here
to interest them. Nor do I believe we should necessarily seek to punish
whomever may have contributed to this debacle. This was a failure,
albeit a predictable one, of a flawed system. Yet I don't think we
ought to sweep anything under the rug, either. I believe most SSA
members would readily forgive the unwitting errors of volunteer
directors so long as they believe they are being dealt with
forthrightly.

I apologize to those I know and respect on the Board and ExComm who are
dedicated, well intentioned, and working hard in thankless positions.
But I fear that some of them do not fully understand the danger that
their inaction will increase the cynicism and apathy already evident in
many SSA members. The lack of urgency and reluctance to initiate
oversight by ExComm and the directors alike suggest that some of them
still don't "get it."

Despite protestations to the contrary, there is a tendency in times
like this for ExComm and the Board to "circle the wagons." It's a
natural human response to threats, both from the original problem and
from outraged SSA members who want someone, anyone, to pay in blood. It
is a tendency against which we must fight hard if we are to maintain
the trust of our members.

Sadly, at this point individuals who generously agreed to serve on the
OTF weeks ago are growing cynical about the willingness of SSA to
address its problems. Clearly I am, too.

On a positive note, I see this unfortunate crisis as a wonderful
opportunity to make major changes to SSA to improve its financial
position and increase its effectiveness. The current Board structure is
indeed cumbersome and ineffective. It also makes sense to examine which
functions the SSA should perform and whether some of these should be
outsourced. And I agree with those who believe we should explore
locations other than Hobbs. We have a chance to "start over" with a
clean sheet of paper...without losing those elements of SSA that are
critical. Yet what I have seen in the past 3+ weeks leaves me worried
that we will squander this opportunity.

ACTION ITEM: Please contact your directors and, while offering your
continuing support and trust, urge them to demand the Oversight Task
Force or something like it be put in place immediately. All of
us--members, directors, ExComm, and staff alike--need the clarity and
assurance that only an independent observer can provide.

In the meantime, please maintain the degree of civility on this forum
that I hope you would if the discussion were taking place in person.
Ironically, the offensive and irresponsible behavior of some
participants on rec.aviation.soaring alienates most SSA members and
encourages our leadership, with some justification, to dismiss these
critics as just a bunch of loudmouth idiots. Those who insist on
popping off indiscriminately with wild allegations, accusations, and
statements of opinion-as-fact serve no one but their own egos. Their
actions--presuming they actually care about the future of SSA and the
great things it has and can still do for soaring pilots in this
country--are counterproductive.

Chip Bearden
SSA Member since 1965

There is a middle ground between a $20K audit and a total lack of review. An
annual review could be achieved at a lower cost, and a full audit performed
every 4-5 years. But that would require a By-Laws change. If the Board
believed that the cost of an annual audit was too high, they could have
campaigned for a By-Laws change through the proper procedures... BUT they
had the responsibility to spend the money on an annual audit UNTIL such a
change was adopted.

I have the same problem with a smaller nonprofit for which I have been on
and off the board. If you don't like what the By-Laws demand, change the
By-Laws - with proper approval of your constituents! Until then, do what the
By-Laws say.

All,
The newest update says a lot.
Patience and forebearance will be rewarded.
Cheers!
"5-BG" 5-bghatesspam @ fake.com wrote in message ...
Pete.. and chip
I too have read the excom draft minutes.

I do not and have never questioned their working hard.. What i have brought up was the very akward position they are operating from.. namely that of being in major conflict of interest. Further i have raised the question of transparancy.

Chip wrote " But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis."

I found ONLY ONE REFERENCE TO CHIP in the minutes of the past 10 excom minutes. This reference was to his being approached to act as an interested outside party to review actions etc.

What I did NOT find in any minutes of the excom meeting was ANY REFERENCE to any discussion of Chip's suggestions/proposal;s or decision to withdraw from the proceedings. Perhaps these discussions were held before meetings of the excom or during executive sessions ( of thich there have been several). In any event, reading the minutes does not shed any light whatsover on the boards thoughts re conflict of interest. Are we to seriously believe that they have not discussed this?? Is this not a subject that members have a right to understand.?
I also picked up a statement in minutes that Costello had informed the board that a notice to the D&O insurance company of a pending claim must be filed and they ACTUALLY discussed not making such a notice or claim.. In the end, i guess that they did give notice. Are we to believe that the attorney retained did not discuss the possible ramifications with the excom? But I guess that that is something that members do not need to know,.
I also found it interesting that the directors of ssa who also serve on the foundation board were seeking indemnity by ssa for actions as foundation board members on the loan. This is, imho, the result of a discussion among themselves and the attorney about the conflict of interest.

bottom line.. The excom is operating as a unit that has taken upon itself the responsibility for cleaning up the mess and developing a new business plaN ( REFERENCED IN MINUTES). They are doing so, probably with good intentions, but basically withholding essential elements of their discussion, all the while claiming transparancy.
Chip's frustration and decision to go public is another CLEAR WARNING FLAG to the membership .

It is evident to me that a revised business model is being put into place as an evolutionary process. Basically tweaking policies and proceedures. If there has been any serious discussion of a major overhaul it has not shown up in the minutes.

Perhaps it would be appropriate for a "constitutional ( charter) convention" . Perhaps the foundation should fund a professional analysis of existing model and provide the membership with a series of options for change. This could be presented at the annual convention for discussion and then put to a vote of the entire membership.

Pete.. the issue remains conflict of interest. No matter what they do the excom is tainted. The fact that they did not disclose discussions ( which i ASSUME) that they must have had re this issue is telling. I would love to know what pat costello told the excom re their d&O policy and coverage... I suspect that he might have told them that their personal coverage did not extend to willful acts in that were outside the charter of the bylaws. But we will never know will we???

For an insider like chip to become frustrated to the point of going public is also very telling.
I do not share your faith in this system.
Chip... I make it A POINT to fly my glider 3 to 5 times a week!!!




Chip
"Pete Reinhart" wrote in message ...
All,
This (the original post in this thread) is the most reasoned approach I
have read so far. Having now gone to the SSA website under "governance" and
read all of the last several months of excomm minutes, I am firmly in the
camp of give them your support and the time to get things fixed. I am
convinced they are working very hard to get this situation under control,"
fixed as soon as possible", with the least damage to the organization as
possible, and to do it as openly as prudence makes possible. We owe the
board of directors our confidence.
Sincere apologies for previous negative posts.
Cheers!, Pete
wrote in message
ups.com...
(with apologies to non-U.S. readers)

Most of the postings on this subject follow a predictable pattern:
"what a bunch of stupid/unethical/indifferent (pick one) idiots we have
at SSA; why don't they just [fill in the blank with your favorite
brilliant solution]" A few (including mine) urge patience, support, and
a chance to let the process work.

Reluctantly I'm now changing my position from "be patient" to "do
something." For the specifics, skip to the ACTION ITEM at the end. The
rest of this is just a long-winded description of a discouraging
journey the past few weeks.

My new stance may seem like heresy given my past support of SSA. But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis.

Like most, I learned about SSA's tax filing/remittance problems from
Dianne Black-Nixon's letter 3 1/2 weeks ago. While publicly urging
patience, I also offered help to directors I know, including ExComm
members. I agreed with most of their decisions but nevertheless had
concerns. Soon I found myself working behind the scenes with several
directors who shared these concerns, which were centered around
maintaining the confidence and trust of SSA members during a time when
their faith in SSA would be tested.

Disclosures by ExComm implied that certain SSA funds were
misappropriated by SSA's Chief Financial & Administrative Officer
(CFAO), who has since been fired. But even if the CFAO were guilty,
others may share responsibility for allowing this to happen. And as
ExComm continued their investigation, the primary reason for our
concern was conflict of interest.

In the corporate (and non-profit) world, a conflict of interest exists
whenever there is an incentive for people in positions of power and
trust to take actions contrary to the best interests of those who have
placed their trust in these individuals. It does not matter whether
said individuals are trustworthy or competent or even whether they
yield to these temptations. If there's an incentive for them to do the
wrong thing, they are said to be conflicted and those conflicts must be
properly addressed.

The conflicts of interest with SSA's crisis relate to the fact that
those working to resolve it--i.e., ExComm, the Budget and Finance
Committee (FinComm), and SSA's accounting firm--potentially share
responsibility for allowing it to occur. I would include SSA Executive
Director Dennis Wright (ED) in this group but ExComm has been careful
to give the impression that they are managing this situation, not the
ED.

Much outcry on this forum has focused on the decision to forgo annual
audits. In my opinion, this misses the mark. To the best of my
recollection as a former director (for nine years in the mid 1990s
through early 2002, including service on ExComm), previous FinComms
elected to have annual reviews performed by Johnson, Miller, SSA's
public accounting firm (CPA) because they were much less expensive than
a full audit (if I recall correctly, on the order of $20,000 less) yet
provided some assurance that material problems would be uncovered.

For those of you without financial backgrounds, there are three levels
of involvement by a CPA with a client. For a "compilation," the CPA
simply cranks out standard-format statements using the client's books
and records. If the numbers add up, the CPA doesn't do much checking;
they just make it look pretty. For a "review," (which is what I believe
SSA had in prior years), the CPA goes a step further and attempts to
uncover material problems. They offer no guarantees but at least the
accountants look under the hood, so to speak. An "audit" (called for by
the By-Laws) involves many more tests and checks based on which the CPA
expresses an opinion as to whether the results conform to generally
accepted accounting principles. An audit provides the highest level of
assurance but, of course, costs the most, because of the extra work
involved and also the liability assumed when expressing an opinion.

In the past, the annual review plus the close relationship between the
CPA and FinComm--who played a very active role in the SSA's finances at
that time--plus performing an occasional full audit made the question
one of economics as well as the By-Laws. In effect, FinComm made the
decision to self insure, judging that an occasional loss, though
unlikely, would still be less than the accumulated added cost of doing
an audit every year. I suspect that may still turn out to be true
despite the magnitude of the potential loss. I recall that the Board
was made aware of this policy (but not asked to approve it, per se) on
at least one occasion while I was a director but I cannot be certain.

In my opinion, then, the critical question is whether FinComm retained
Johnson, Miller to continue preparing SSA's annual financial
statements, and more specifically to do annual reviews. ExComm's
disclosures indicate they did not.

Here's where the potential conflicts arise. Good governance calls for
FinComm to retain the CPA, who would report directly to them (not to
the CFAO or the ED or ExComm or Board), to prepare the annual financial
statements (with a review or, under the By-Laws, an audit). ExComm
meeting minutes note that Johnson, Miller appears not to have been
retained to do any such work after 2002. If FinComm did retain them, in
writing or orally, then Johnson, Miller may (and I emphasize the word
"may") have some culpability and there is an inherent conflict with
their continuing to work on the SSA account. In that case, it gets
messier: ExComm meeting minutes indicate that Johnson, Miller selected
the lawyer in Hobbs that SSA engaged. This attorney quickly recommended
that SSA give Johnson, Miller "carte blanche to do what they needed
with the SSA financial records."

On the other hand, if FinComm did not retain Johnson, Miller, then
FinComm itself may (again, "may") have some culpability, perhaps shared
by ExComm and the Board (although directors could argue they acted in
reliance on FinComm) and there is an inherent conflict with their
playing a key role in this investigation.

It's very important to reiterate that competence and trustworthiness
are irrelevant to this discussion. It doesn't matter whether the CPA or
FinComm or ExComm did anything wrong, intentionally or otherwise. And
I'm not suggesting they did. On the contrary, I've been generally
impressed with the work done by ExComm so far. What matters is that
people who may have legal liability and therefore a vested interest in
the outcome are deeply involved in this investigation. That's a classic
conflict of interest. And it's a recipe for losing the confidence of
SSA members at a time when we need it most.

One remedy for conflict of interest is disclosure. Depending on your
point of view, disclosure to date has been adequate but sometimes
reluctant.

Another remedy is bringing in new people to do the investigative and
remediation work. This is risky. Those who know the most about SSA and
are in the best position to help are probably already involved. It's
difficult enough to get competent volunteers, much less to work for
free in Hobbs going through accounting records and meeting with
attorneys, bankers, the IRS, etc.

A third and, I believe, best remedy is an independent group to monitor
the actions of ExComm, the accountants, the attorney(s), staff, and
others involved. This is where the discussions with the concerned
directors quickly arrived. Ultimately this resulted in a formal
proposal for an Oversight Task Force (OTF). Four SSA members were
prevailed upon by these directors to serve on the OTF: myself and three
other individuals--a highly experienced accountant, an attorney, and a
successful businessman. Because of my prior Board service, I initially
declined to serve on the OTF but was persuaded by the two concerned
directors because of my knowledge of SSA, my business background, and
the fact that my tenure ended in early 2002, prior to the Larry
Sanderson affair.

The OTF proposal was made to the full Board by one of these concerned
directors approximately two weeks ago with, unfortunately, a generally
negative reaction.

How could this happen? Well, some directors had genuine questions about
certain provisions in the OTF proposal but I believe the negative
reaction was due in great part to misunderstanding the OTF's purpose.
Instead of oversight (i.e., monitoring, not decision making), some saw
this as an attempt to usurp power from the Board or ExComm. Some feared
it could interfere with and/or delay the investigation or reveal
confidential information. Others viewed it as a no-confidence vote. In
frustration, I "recused" myself from participation on the OTF and made
a direct appeal to the Board explaining OTF's purpose in more detail
and arguing that it was the Board's fiduciary duty to take action to
oversee the activities of ExComm, FinComm, and others who were
conflicted.

With this clarification, responses to our proposal were gratifyingly
more favorable. In fact, ExComm subsequently expressed their support
for the OTF. To be fair, at least some ExComm members (including Dianne
Black-Nixon) had voiced support all along.

That was nearly two weeks ago. Since then, nothing much has happened.
ExComm continues to manage the investigation and to make decisions. My
sense is that there may be debate even within ExComm on how to proceed.
More than a week ago, one ExComm member emailed me to say it would be
not be practical to hold a tele-conference special Board meeting for
all 26 directors and suggested delaying action on the OTF until the
scheduled Board meeting at the end of this month. My response was that
with every passing day, decisions were being made that could be
criticized by SSA members and should be overseen by an independent
body. I often participate in conference calls with at least that many
people dispersed over the U.S. and India and do not think a properly
managed special meeting--with one agenda item--would be terribly
difficult. Rightly or wrongly, I interpreted this as foot dragging. If
ExComm had supported the OTF with the same admirable alacrity with
which they jumped on the initial disclosure of the tax problems, the
OTF would already be at work and I would not be writing what some will
doubtless interpret as a disloyal or disruptive public posting.

ExComm believes it would be inappropriate for them to charter the OTF
without full Board approval. They have a point, but this reasoning
leads inexorably to the conclusion that, absent oversight, ExComm
should not be making major decisions about the investigation or
corrective action, either.

Ironically, with one troubling exception (see below), I'm less
concerned with what ExComm is actually doing in Hobbs than with how SSA
members may come to perceive or question their actions. To date, ExComm
has moved decisively to manage a tough problem and it's difficult to
quarrel with their actions.

But many members still have a sense that a previous ExComm attempted to
cover up the Larry Sanderson expense account scandal three years ago.
We cannot afford the same cynicism, or worse, now. While most members
understand that some things must remain confidential for legal reasons,
they are uncomfortable or angry if they suspect they are not getting
the real story. And on that score, ExComm's inaction is troubling.

I mentioned an exception, and it's a big one: how responsibility for
this problem is being assigned. ExComm's communications have emphasized
the ED's failure to inform the Board of the non-filing of tax
information returns. At the same time, however, ExComm has minimized
the "errors of omission" of the ExComm/FinComm/Board in not retaining
the CPA to examine the SSA's annual financial statements.

In fact, both lapses are errors of omission. Yet my impression is that
the ED is being positioned as the one most responsible for allowing
this crisis while FinComm's failure to act is being dismissed. For that
matter, ExComm admits that the CFAO reported directly to the Board, not
the ED, until mid 2005 so there is ample reason to share responsibility
for this. While I do not have the facts available to ExComm, the
questions raised are precisely the reason that independent oversight is
needed over those who find themselves in conflicted positions, for
their sake as well as the members'. And it is needed immediately, not
next week or the week after that or after the next major staff or
organizational decision is made.

If this were a public corporation, plaintiffs' attorneys would already
be circling like vultures with the prospect that directors could be
sued and found guilty of breach of their fiduciary duty, in particular
those on FinComm and, likely, ExComm. But there's not enough money here
to interest them. Nor do I believe we should necessarily seek to punish
whomever may have contributed to this debacle. This was a failure,
albeit a predictable one, of a flawed system. Yet I don't think we
ought to sweep anything under the rug, either. I believe most SSA
members would readily forgive the unwitting errors of volunteer
directors so long as they believe they are being dealt with
forthrightly.

I apologize to those I know and respect on the Board and ExComm who are
dedicated, well intentioned, and working hard in thankless positions.
But I fear that some of them do not fully understand the danger that
their inaction will increase the cynicism and apathy already evident in
many SSA members. The lack of urgency and reluctance to initiate
oversight by ExComm and the directors alike suggest that some of them
still don't "get it."

Despite protestations to the contrary, there is a tendency in times
like this for ExComm and the Board to "circle the wagons." It's a
natural human response to threats, both from the original problem and
from outraged SSA members who want someone, anyone, to pay in blood. It
is a tendency against which we must fight hard if we are to maintain
the trust of our members.

Sadly, at this point individuals who generously agreed to serve on the
OTF weeks ago are growing cynical about the willingness of SSA to
address its problems. Clearly I am, too.

On a positive note, I see this unfortunate crisis as a wonderful
opportunity to make major changes to SSA to improve its financial
position and increase its effectiveness. The current Board structure is
indeed cumbersome and ineffective. It also makes sense to examine which
functions the SSA should perform and whether some of these should be
outsourced. And I agree with those who believe we should explore
locations other than Hobbs. We have a chance to "start over" with a
clean sheet of paper...without losing those elements of SSA that are
critical. Yet what I have seen in the past 3+ weeks leaves me worried
that we will squander this opportunity.

ACTION ITEM: Please contact your directors and, while offering your
continuing support and trust, urge them to demand the Oversight Task
Force or something like it be put in place immediately. All of
us--members, directors, ExComm, and staff alike--need the clarity and
assurance that only an independent observer can provide.

In the meantime, please maintain the degree of civility on this forum
that I hope you would if the discussion were taking place in person.
Ironically, the offensive and irresponsible behavior of some
participants on rec.aviation.soaring alienates most SSA members and
encourages our leadership, with some justification, to dismiss these
critics as just a bunch of loudmouth idiots. Those who insist on
popping off indiscriminately with wild allegations, accusations, and
statements of opinion-as-fact serve no one but their own egos. Their
actions--presuming they actually care about the future of SSA and the
great things it has and can still do for soaring pilots in this
country--are counterproductive.

Chip Bearden
SSA Member since 1965

I wouldn't say that it was particularly illuminating. One addition that
would have been nice would have been a brief bio on the new accounting
person who was hired. Another issue that has never been discussed is
whether or not funds were actually diverted (i.e. stolen), or if the SSA
just failed to make the necessary tax deposit payments. There is an
implication that there may have been a diversion, but this has never been
clearly stated. At this point in time, I would expect that more details
would have been shared with the membership, if for no other reason than to
quell the speculation that is currently going on.

Mike Schumann

"Pete Reinhart" wrote in message
news All,
The newest update says a lot.
Patience and forebearance will be rewarded.
Cheers!
"5-BG" 5-bghatesspam @ fake.com wrote in message
...
Pete.. and chip
I too have read the excom draft minutes.

I do not and have never questioned their working hard.. What i have
brought up was the very akward position they are operating from.. namely
that of being in major conflict of interest. Further i have raised the
question of transparancy.

Chip wrote " But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis."

I found ONLY ONE REFERENCE TO CHIP in the minutes of the past 10 excom
minutes. This reference was to his being approached to act as an interested
outside party to review actions etc.

What I did NOT find in any minutes of the excom meeting was ANY REFERENCE
to any discussion of Chip's suggestions/proposal;s or decision to withdraw
from the proceedings. Perhaps these discussions were held before meetings of
the excom or during executive sessions ( of thich there have been several).
In any event, reading the minutes does not shed any light whatsover on the
boards thoughts re conflict of interest. Are we to seriously believe that
they have not discussed this?? Is this not a subject that members have a
right to understand.?
I also picked up a statement in minutes that Costello had informed the
board that a notice to the D&O insurance company of a pending claim must be
filed and they ACTUALLY discussed not making such a notice or claim.. In
the end, i guess that they did give notice. Are we to believe that the
attorney retained did not discuss the possible ramifications with the
excom? But I guess that that is something that members do not need to
know,.
I also found it interesting that the directors of ssa who also serve on
the foundation board were seeking indemnity by ssa for actions as
foundation board members on the loan. This is, imho, the result of a
discussion among themselves and the attorney about the conflict of
interest.

bottom line.. The excom is operating as a unit that has taken upon itself
the responsibility for cleaning up the mess and developing a new business
plaN ( REFERENCED IN MINUTES). They are doing so, probably with good
intentions, but basically withholding essential elements of their
discussion, all the while claiming transparancy.
Chip's frustration and decision to go public is another CLEAR WARNING FLAG
to the membership .

It is evident to me that a revised business model is being put into place
as an evolutionary process. Basically tweaking policies and proceedures. If
there has been any serious discussion of a major overhaul it has not shown
up in the minutes.

Perhaps it would be appropriate for a "constitutional ( charter)
convention" . Perhaps the foundation should fund a professional analysis of
existing model and provide the membership with a series of options for
change. This could be presented at the annual convention for discussion and
then put to a vote of the entire membership.

Pete.. the issue remains conflict of interest. No matter what they do the
excom is tainted. The fact that they did not disclose discussions ( which i
ASSUME) that they must have had re this issue is telling. I would love to
know what pat costello told the excom re their d&O policy and coverage... I
suspect that he might have told them that their personal coverage did not
extend to willful acts in that were outside the charter of the bylaws. But
we will never know will we???

For an insider like chip to become frustrated to the point of going public
is also very telling.
I do not share your faith in this system.
Chip... I make it A POINT to fly my glider 3 to 5 times a week!!!



Chip
"Pete Reinhart" wrote in message
...
All,
This (the original post in this thread) is the most reasoned approach I
have read so far. Having now gone to the SSA website under "governance" and
read all of the last several months of excomm minutes, I am firmly in the
camp of give them your support and the time to get things fixed. I am
convinced they are working very hard to get this situation under control,"
fixed as soon as possible", with the least damage to the organization as
possible, and to do it as openly as prudence makes possible. We owe the
board of directors our confidence.
Sincere apologies for previous negative posts.
Cheers!, Pete
wrote in message
ups.com...
(with apologies to non-U.S. readers)

Most of the postings on this subject follow a predictable pattern:
"what a bunch of stupid/unethical/indifferent (pick one) idiots we have
at SSA; why don't they just [fill in the blank with your favorite
brilliant solution]" A few (including mine) urge patience, support, and
a chance to let the process work.

Reluctantly I'm now changing my position from "be patient" to "do
something." For the specifics, skip to the ACTION ITEM at the end. The
rest of this is just a long-winded description of a discouraging
journey the past few weeks.

My new stance may seem like heresy given my past support of SSA. But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis.

Like most, I learned about SSA's tax filing/remittance problems from
Dianne Black-Nixon's letter 3 1/2 weeks ago. While publicly urging
patience, I also offered help to directors I know, including ExComm
members. I agreed with most of their decisions but nevertheless had
concerns. Soon I found myself working behind the scenes with several
directors who shared these concerns, which were centered around
maintaining the confidence and trust of SSA members during a time when
their faith in SSA would be tested.

Disclosures by ExComm implied that certain SSA funds were
misappropriated by SSA's Chief Financial & Administrative Officer
(CFAO), who has since been fired. But even if the CFAO were guilty,
others may share responsibility for allowing this to happen. And as
ExComm continued their investigation, the primary reason for our
concern was conflict of interest.

In the corporate (and non-profit) world, a conflict of interest exists
whenever there is an incentive for people in positions of power and
trust to take actions contrary to the best interests of those who have
placed their trust in these individuals. It does not matter whether
said individuals are trustworthy or competent or even whether they
yield to these temptations. If there's an incentive for them to do the
wrong thing, they are said to be conflicted and those conflicts must be
properly addressed.

The conflicts of interest with SSA's crisis relate to the fact that
those working to resolve it--i.e., ExComm, the Budget and Finance
Committee (FinComm), and SSA's accounting firm--potentially share
responsibility for allowing it to occur. I would include SSA Executive
Director Dennis Wright (ED) in this group but ExComm has been careful
to give the impression that they are managing this situation, not the
ED.

Much outcry on this forum has focused on the decision to forgo annual
audits. In my opinion, this misses the mark. To the best of my
recollection as a former director (for nine years in the mid 1990s
through early 2002, including service on ExComm), previous FinComms
elected to have annual reviews performed by Johnson, Miller, SSA's
public accounting firm (CPA) because they were much less expensive than
a full audit (if I recall correctly, on the order of $20,000 less) yet
provided some assurance that material problems would be uncovered.

For those of you without financial backgrounds, there are three levels
of involvement by a CPA with a client. For a "compilation," the CPA
simply cranks out standard-format statements using the client's books
and records. If the numbers add up, the CPA doesn't do much checking;
they just make it look pretty. For a "review," (which is what I believe
SSA had in prior years), the CPA goes a step further and attempts to
uncover material problems. They offer no guarantees but at least the
accountants look under the hood, so to speak. An "audit" (called for by
the By-Laws) involves many more tests and checks based on which the CPA
expresses an opinion as to whether the results conform to generally
accepted accounting principles. An audit provides the highest level of
assurance but, of course, costs the most, because of the extra work
involved and also the liability assumed when expressing an opinion.

In the past, the annual review plus the close relationship between the
CPA and FinComm--who played a very active role in the SSA's finances at
that time--plus performing an occasional full audit made the question
one of economics as well as the By-Laws. In effect, FinComm made the
decision to self insure, judging that an occasional loss, though
unlikely, would still be less than the accumulated added cost of doing
an audit every year. I suspect that may still turn out to be true
despite the magnitude of the potential loss. I recall that the Board
was made aware of this policy (but not asked to approve it, per se) on
at least one occasion while I was a director but I cannot be certain.

In my opinion, then, the critical question is whether FinComm retained
Johnson, Miller to continue preparing SSA's annual financial
statements, and more specifically to do annual reviews. ExComm's
disclosures indicate they did not.

Here's where the potential conflicts arise. Good governance calls for
FinComm to retain the CPA, who would report directly to them (not to
the CFAO or the ED or ExComm or Board), to prepare the annual financial
statements (with a review or, under the By-Laws, an audit). ExComm
meeting minutes note that Johnson, Miller appears not to have been
retained to do any such work after 2002. If FinComm did retain them, in
writing or orally, then Johnson, Miller may (and I emphasize the word
"may") have some culpability and there is an inherent conflict with
their continuing to work on the SSA account. In that case, it gets
messier: ExComm meeting minutes indicate that Johnson, Miller selected
the lawyer in Hobbs that SSA engaged. This attorney quickly recommended
that SSA give Johnson, Miller "carte blanche to do what they needed
with the SSA financial records."

On the other hand, if FinComm did not retain Johnson, Miller, then
FinComm itself may (again, "may") have some culpability, perhaps shared
by ExComm and the Board (although directors could argue they acted in
reliance on FinComm) and there is an inherent conflict with their
playing a key role in this investigation.

It's very important to reiterate that competence and trustworthiness
are irrelevant to this discussion. It doesn't matter whether the CPA or
FinComm or ExComm did anything wrong, intentionally or otherwise. And
I'm not suggesting they did. On the contrary, I've been generally
impressed with the work done by ExComm so far. What matters is that
people who may have legal liability and therefore a vested interest in
the outcome are deeply involved in this investigation. That's a classic
conflict of interest. And it's a recipe for losing the confidence of
SSA members at a time when we need it most.

One remedy for conflict of interest is disclosure. Depending on your
point of view, disclosure to date has been adequate but sometimes
reluctant.

Another remedy is bringing in new people to do the investigative and
remediation work. This is risky. Those who know the most about SSA and
are in the best position to help are probably already involved. It's
difficult enough to get competent volunteers, much less to work for
free in Hobbs going through accounting records and meeting with
attorneys, bankers, the IRS, etc.

A third and, I believe, best remedy is an independent group to monitor
the actions of ExComm, the accountants, the attorney(s), staff, and
others involved. This is where the discussions with the concerned
directors quickly arrived. Ultimately this resulted in a formal
proposal for an Oversight Task Force (OTF). Four SSA members were
prevailed upon by these directors to serve on the OTF: myself and three
other individuals--a highly experienced accountant, an attorney, and a
successful businessman. Because of my prior Board service, I initially
declined to serve on the OTF but was persuaded by the two concerned
directors because of my knowledge of SSA, my business background, and
the fact that my tenure ended in early 2002, prior to the Larry
Sanderson affair.

The OTF proposal was made to the full Board by one of these concerned
directors approximately two weeks ago with, unfortunately, a generally
negative reaction.

How could this happen? Well, some directors had genuine questions about
certain provisions in the OTF proposal but I believe the negative
reaction was due in great part to misunderstanding the OTF's purpose.
Instead of oversight (i.e., monitoring, not decision making), some saw
this as an attempt to usurp power from the Board or ExComm. Some feared
it could interfere with and/or delay the investigation or reveal
confidential information. Others viewed it as a no-confidence vote. In
frustration, I "recused" myself from participation on the OTF and made
a direct appeal to the Board explaining OTF's purpose in more detail
and arguing that it was the Board's fiduciary duty to take action to
oversee the activities of ExComm, FinComm, and others who were
conflicted.

With this clarification, responses to our proposal were gratifyingly
more favorable. In fact, ExComm subsequently expressed their support
for the OTF. To be fair, at least some ExComm members (including Dianne
Black-Nixon) had voiced support all along.

That was nearly two weeks ago. Since then, nothing much has happened.
ExComm continues to manage the investigation and to make decisions. My
sense is that there may be debate even within ExComm on how to proceed.
More than a week ago, one ExComm member emailed me to say it would be
not be practical to hold a tele-conference special Board meeting for
all 26 directors and suggested delaying action on the OTF until the
scheduled Board meeting at the end of this month. My response was that
with every passing day, decisions were being made that could be
criticized by SSA members and should be overseen by an independent
body. I often participate in conference calls with at least that many
people dispersed over the U.S. and India and do not think a properly
managed special meeting--with one agenda item--would be terribly
difficult. Rightly or wrongly, I interpreted this as foot dragging. If
ExComm had supported the OTF with the same admirable alacrity with
which they jumped on the initial disclosure of the tax problems, the
OTF would already be at work and I would not be writing what some will
doubtless interpret as a disloyal or disruptive public posting.

ExComm believes it would be inappropriate for them to charter the OTF
without full Board approval. They have a point, but this reasoning
leads inexorably to the conclusion that, absent oversight, ExComm
should not be making major decisions about the investigation or
corrective action, either.

Ironically, with one troubling exception (see below), I'm less
concerned with what ExComm is actually doing in Hobbs than with how SSA
members may come to perceive or question their actions. To date, ExComm
has moved decisively to manage a tough problem and it's difficult to
quarrel with their actions.

But many members still have a sense that a previous ExComm attempted to
cover up the Larry Sanderson expense account scandal three years ago.
We cannot afford the same cynicism, or worse, now. While most members
understand that some things must remain confidential for legal reasons,
they are uncomfortable or angry if they suspect they are not getting
the real story. And on that score, ExComm's inaction is troubling.

I mentioned an exception, and it's a big one: how responsibility for
this problem is being assigned. ExComm's communications have emphasized
the ED's failure to inform the Board of the non-filing of tax
information returns. At the same time, however, ExComm has minimized
the "errors of omission" of the ExComm/FinComm/Board in not retaining
the CPA to examine the SSA's annual financial statements.

In fact, both lapses are errors of omission. Yet my impression is that
the ED is being positioned as the one most responsible for allowing
this crisis while FinComm's failure to act is being dismissed. For that
matter, ExComm admits that the CFAO reported directly to the Board, not
the ED, until mid 2005 so there is ample reason to share responsibility
for this. While I do not have the facts available to ExComm, the
questions raised are precisely the reason that independent oversight is
needed over those who find themselves in conflicted positions, for
their sake as well as the members'. And it is needed immediately, not
next week or the week after that or after the next major staff or
organizational decision is made.

If this were a public corporation, plaintiffs' attorneys would already
be circling like vultures with the prospect that directors could be
sued and found guilty of breach of their fiduciary duty, in particular
those on FinComm and, likely, ExComm. But there's not enough money here
to interest them. Nor do I believe we should necessarily seek to punish
whomever may have contributed to this debacle. This was a failure,
albeit a predictable one, of a flawed system. Yet I don't think we
ought to sweep anything under the rug, either. I believe most SSA
members would readily forgive the unwitting errors of volunteer
directors so long as they believe they are being dealt with
forthrightly.

I apologize to those I know and respect on the Board and ExComm who are
dedicated, well intentioned, and working hard in thankless positions.
But I fear that some of them do not fully understand the danger that
their inaction will increase the cynicism and apathy already evident in
many SSA members. The lack of urgency and reluctance to initiate
oversight by ExComm and the directors alike suggest that some of them
still don't "get it."

Despite protestations to the contrary, there is a tendency in times
like this for ExComm and the Board to "circle the wagons." It's a
natural human response to threats, both from the original problem and
from outraged SSA members who want someone, anyone, to pay in blood. It
is a tendency against which we must fight hard if we are to maintain
the trust of our members.

Sadly, at this point individuals who generously agreed to serve on the
OTF weeks ago are growing cynical about the willingness of SSA to
address its problems. Clearly I am, too.

On a positive note, I see this unfortunate crisis as a wonderful
opportunity to make major changes to SSA to improve its financial
position and increase its effectiveness. The current Board structure is
indeed cumbersome and ineffective. It also makes sense to examine which
functions the SSA should perform and whether some of these should be
outsourced. And I agree with those who believe we should explore
locations other than Hobbs. We have a chance to "start over" with a
clean sheet of paper...without losing those elements of SSA that are
critical. Yet what I have seen in the past 3+ weeks leaves me worried
that we will squander this opportunity.

ACTION ITEM: Please contact your directors and, while offering your
continuing support and trust, urge them to demand the Oversight Task
Force or something like it be put in place immediately. All of
us--members, directors, ExComm, and staff alike--need the clarity and
assurance that only an independent observer can provide.

In the meantime, please maintain the degree of civility on this forum
that I hope you would if the discussion were taking place in person.
Ironically, the offensive and irresponsible behavior of some
participants on rec.aviation.soaring alienates most SSA members and
encourages our leadership, with some justification, to dismiss these
critics as just a bunch of loudmouth idiots. Those who insist on
popping off indiscriminately with wild allegations, accusations, and
statements of opinion-as-fact serve no one but their own egos. Their
actions--presuming they actually care about the future of SSA and the
great things it has and can still do for soaring pilots in this
country--are counterproductive.

Chip Bearden
SSA Member since 1965

"Mike Schumann" wrote in message
ink.net...
... Another issue that has never been discussed is whether or not funds were
actually diverted (i.e. stolen), or if the SSA just failed to make the
necessary tax deposit payments. There is an implication that there may have
been a diversion, but this has never been clearly stated. At this point in
time, I would expect that more details would have been shared with the
membership, if for no other reason than to quell the speculation that is
currently going on.

I second that motion.

Vaughn

Vaughn;
read the minutes of the last excon meeting... an 84,000 donation to the foundation was made but only 28,000 made it to fidelity bank account. There is roughly 50 grand MISSING... that seems to me to be diversion.

but the board decided not to tell the members about that in its last letter. wonder why???

The question really is what portion of the financial problems were the result of actual diversion and what portion from fiscal mismanagement ( spending more on pet projects than the dues would support)? this is a question that they surely must have some handle on.. I suspect that it is a combination of the two.
but the powers that run the show may not want to acknowledge that their pet projects were part of the problem.

"Mike Schumann" wrote in message ink.net...
I wouldn't say that it was particularly illuminating. One addition that
would have been nice would have been a brief bio on the new accounting
person who was hired. Another issue that has never been discussed is
whether or not funds were actually diverted (i.e. stolen), or if the SSA
just failed to make the necessary tax deposit payments. There is an
implication that there may have been a diversion, but this has never been
clearly stated. At this point in time, I would expect that more details
would have been shared with the membership, if for no other reason than to
quell the speculation that is currently going on.

Mike Schumann

"Pete Reinhart" wrote in message
news All,
The newest update says a lot.
Patience and forebearance will be rewarded.
Cheers!
"5-BG" 5-bghatesspam @ fake.com wrote in message
...
Pete.. and chip
I too have read the excom draft minutes.

I do not and have never questioned their working hard.. What i have
brought up was the very akward position they are operating from.. namely
that of being in major conflict of interest. Further i have raised the
question of transparancy.

Chip wrote " But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis."

I found ONLY ONE REFERENCE TO CHIP in the minutes of the past 10 excom
minutes. This reference was to his being approached to act as an interested
outside party to review actions etc.

What I did NOT find in any minutes of the excom meeting was ANY REFERENCE
to any discussion of Chip's suggestions/proposal;s or decision to withdraw
from the proceedings. Perhaps these discussions were held before meetings of
the excom or during executive sessions ( of thich there have been several).
In any event, reading the minutes does not shed any light whatsover on the
boards thoughts re conflict of interest. Are we to seriously believe that
they have not discussed this?? Is this not a subject that members have a
right to understand.?
I also picked up a statement in minutes that Costello had informed the
board that a notice to the D&O insurance company of a pending claim must be
filed and they ACTUALLY discussed not making such a notice or claim.. In
the end, i guess that they did give notice. Are we to believe that the
attorney retained did not discuss the possible ramifications with the
excom? But I guess that that is something that members do not need to
know,.
I also found it interesting that the directors of ssa who also serve on
the foundation board were seeking indemnity by ssa for actions as
foundation board members on the loan. This is, imho, the result of a
discussion among themselves and the attorney about the conflict of
interest.

bottom line.. The excom is operating as a unit that has taken upon itself
the responsibility for cleaning up the mess and developing a new business
plaN ( REFERENCED IN MINUTES). They are doing so, probably with good
intentions, but basically withholding essential elements of their
discussion, all the while claiming transparancy.
Chip's frustration and decision to go public is another CLEAR WARNING FLAG
to the membership .

It is evident to me that a revised business model is being put into place
as an evolutionary process. Basically tweaking policies and proceedures. If
there has been any serious discussion of a major overhaul it has not shown
up in the minutes.

Perhaps it would be appropriate for a "constitutional ( charter)
convention" . Perhaps the foundation should fund a professional analysis of
existing model and provide the membership with a series of options for
change. This could be presented at the annual convention for discussion and
then put to a vote of the entire membership.

Pete.. the issue remains conflict of interest. No matter what they do the
excom is tainted. The fact that they did not disclose discussions ( which i
ASSUME) that they must have had re this issue is telling. I would love to
know what pat costello told the excom re their d&O policy and coverage... I
suspect that he might have told them that their personal coverage did not
extend to willful acts in that were outside the charter of the bylaws. But
we will never know will we???

For an insider like chip to become frustrated to the point of going public
is also very telling.
I do not share your faith in this system.
Chip... I make it A POINT to fly my glider 3 to 5 times a week!!!



Chip
"Pete Reinhart" wrote in message
...
All,
This (the original post in this thread) is the most reasoned approach I
have read so far. Having now gone to the SSA website under "governance" and
read all of the last several months of excomm minutes, I am firmly in the
camp of give them your support and the time to get things fixed. I am
convinced they are working very hard to get this situation under control,"
fixed as soon as possible", with the least damage to the organization as
possible, and to do it as openly as prudence makes possible. We owe the
board of directors our confidence.
Sincere apologies for previous negative posts.
Cheers!, Pete
wrote in message
ups.com...
(with apologies to non-U.S. readers)

Most of the postings on this subject follow a predictable pattern:
"what a bunch of stupid/unethical/indifferent (pick one) idiots we have
at SSA; why don't they just [fill in the blank with your favorite
brilliant solution]" A few (including mine) urge patience, support, and
a chance to let the process work.

Reluctantly I'm now changing my position from "be patient" to "do
something." For the specifics, skip to the ACTION ITEM at the end. The
rest of this is just a long-winded description of a discouraging
journey the past few weeks.

My new stance may seem like heresy given my past support of SSA. But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis.

Like most, I learned about SSA's tax filing/remittance problems from
Dianne Black-Nixon's letter 3 1/2 weeks ago. While publicly urging
patience, I also offered help to directors I know, including ExComm
members. I agreed with most of their decisions but nevertheless had
concerns. Soon I found myself working behind the scenes with several
directors who shared these concerns, which were centered around
maintaining the confidence and trust of SSA members during a time when
their faith in SSA would be tested.

Disclosures by ExComm implied that certain SSA funds were
misappropriated by SSA's Chief Financial & Administrative Officer
(CFAO), who has since been fired. But even if the CFAO were guilty,
others may share responsibility for allowing this to happen. And as
ExComm continued their investigation, the primary reason for our
concern was conflict of interest.

In the corporate (and non-profit) world, a conflict of interest exists
whenever there is an incentive for people in positions of power and
trust to take actions contrary to the best interests of those who have
placed their trust in these individuals. It does not matter whether
said individuals are trustworthy or competent or even whether they
yield to these temptations. If there's an incentive for them to do the
wrong thing, they are said to be conflicted and those conflicts must be
properly addressed.

The conflicts of interest with SSA's crisis relate to the fact that
those working to resolve it--i.e., ExComm, the Budget and Finance
Committee (FinComm), and SSA's accounting firm--potentially share
responsibility for allowing it to occur. I would include SSA Executive
Director Dennis Wright (ED) in this group but ExComm has been careful
to give the impression that they are managing this situation, not the
ED.

Much outcry on this forum has focused on the decision to forgo annual
audits. In my opinion, this misses the mark. To the best of my
recollection as a former director (for nine years in the mid 1990s
through early 2002, including service on ExComm), previous FinComms
elected to have annual reviews performed by Johnson, Miller, SSA's
public accounting firm (CPA) because they were much less expensive than
a full audit (if I recall correctly, on the order of $20,000 less) yet
provided some assurance that material problems would be uncovered.

For those of you without financial backgrounds, there are three levels
of involvement by a CPA with a client. For a "compilation," the CPA
simply cranks out standard-format statements using the client's books
and records. If the numbers add up, the CPA doesn't do much checking;
they just make it look pretty. For a "review," (which is what I believe
SSA had in prior years), the CPA goes a step further and attempts to
uncover material problems. They offer no guarantees but at least the
accountants look under the hood, so to speak. An "audit" (called for by
the By-Laws) involves many more tests and checks based on which the CPA
expresses an opinion as to whether the results conform to generally
accepted accounting principles. An audit provides the highest level of
assurance but, of course, costs the most, because of the extra work
involved and also the liability assumed when expressing an opinion.

In the past, the annual review plus the close relationship between the
CPA and FinComm--who played a very active role in the SSA's finances at
that time--plus performing an occasional full audit made the question
one of economics as well as the By-Laws. In effect, FinComm made the
decision to self insure, judging that an occasional loss, though
unlikely, would still be less than the accumulated added cost of doing
an audit every year. I suspect that may still turn out to be true
despite the magnitude of the potential loss. I recall that the Board
was made aware of this policy (but not asked to approve it, per se) on
at least one occasion while I was a director but I cannot be certain.

In my opinion, then, the critical question is whether FinComm retained
Johnson, Miller to continue preparing SSA's annual financial
statements, and more specifically to do annual reviews. ExComm's
disclosures indicate they did not.

Here's where the potential conflicts arise. Good governance calls for
FinComm to retain the CPA, who would report directly to them (not to
the CFAO or the ED or ExComm or Board), to prepare the annual financial
statements (with a review or, under the By-Laws, an audit). ExComm
meeting minutes note that Johnson, Miller appears not to have been
retained to do any such work after 2002. If FinComm did retain them, in
writing or orally, then Johnson, Miller may (and I emphasize the word
"may") have some culpability and there is an inherent conflict with
their continuing to work on the SSA account. In that case, it gets
messier: ExComm meeting minutes indicate that Johnson, Miller selected
the lawyer in Hobbs that SSA engaged. This attorney quickly recommended
that SSA give Johnson, Miller "carte blanche to do what they needed
with the SSA financial records."

On the other hand, if FinComm did not retain Johnson, Miller, then
FinComm itself may (again, "may") have some culpability, perhaps shared
by ExComm and the Board (although directors could argue they acted in
reliance on FinComm) and there is an inherent conflict with their
playing a key role in this investigation.

It's very important to reiterate that competence and trustworthiness
are irrelevant to this discussion. It doesn't matter whether the CPA or
FinComm or ExComm did anything wrong, intentionally or otherwise. And
I'm not suggesting they did. On the contrary, I've been generally
impressed with the work done by ExComm so far. What matters is that
people who may have legal liability and therefore a vested interest in
the outcome are deeply involved in this investigation. That's a classic
conflict of interest. And it's a recipe for losing the confidence of
SSA members at a time when we need it most.

One remedy for conflict of interest is disclosure. Depending on your
point of view, disclosure to date has been adequate but sometimes
reluctant.

Another remedy is bringing in new people to do the investigative and
remediation work. This is risky. Those who know the most about SSA and
are in the best position to help are probably already involved. It's
difficult enough to get competent volunteers, much less to work for
free in Hobbs going through accounting records and meeting with
attorneys, bankers, the IRS, etc.

A third and, I believe, best remedy is an independent group to monitor
the actions of ExComm, the accountants, the attorney(s), staff, and
others involved. This is where the discussions with the concerned
directors quickly arrived. Ultimately this resulted in a formal
proposal for an Oversight Task Force (OTF). Four SSA members were
prevailed upon by these directors to serve on the OTF: myself and three
other individuals--a highly experienced accountant, an attorney, and a
successful businessman. Because of my prior Board service, I initially
declined to serve on the OTF but was persuaded by the two concerned
directors because of my knowledge of SSA, my business background, and
the fact that my tenure ended in early 2002, prior to the Larry
Sanderson affair.

The OTF proposal was made to the full Board by one of these concerned
directors approximately two weeks ago with, unfortunately, a generally
negative reaction.

How could this happen? Well, some directors had genuine questions about
certain provisions in the OTF proposal but I believe the negative
reaction was due in great part to misunderstanding the OTF's purpose.
Instead of oversight (i.e., monitoring, not decision making), some saw
this as an attempt to usurp power from the Board or ExComm. Some feared
it could interfere with and/or delay the investigation or reveal
confidential information. Others viewed it as a no-confidence vote. In
frustration, I "recused" myself from participation on the OTF and made
a direct appeal to the Board explaining OTF's purpose in more detail
and arguing that it was the Board's fiduciary duty to take action to
oversee the activities of ExComm, FinComm, and others who were
conflicted.

With this clarification, responses to our proposal were gratifyingly
more favorable. In fact, ExComm subsequently expressed their support
for the OTF. To be fair, at least some ExComm members (including Dianne
Black-Nixon) had voiced support all along.

That was nearly two weeks ago. Since then, nothing much has happened.
ExComm continues to manage the investigation and to make decisions. My
sense is that there may be debate even within ExComm on how to proceed.
More than a week ago, one ExComm member emailed me to say it would be
not be practical to hold a tele-conference special Board meeting for
all 26 directors and suggested delaying action on the OTF until the
scheduled Board meeting at the end of this month. My response was that
with every passing day, decisions were being made that could be
criticized by SSA members and should be overseen by an independent
body. I often participate in conference calls with at least that many
people dispersed over the U.S. and India and do not think a properly
managed special meeting--with one agenda item--would be terribly
difficult. Rightly or wrongly, I interpreted this as foot dragging. If
ExComm had supported the OTF with the same admirable alacrity with
which they jumped on the initial disclosure of the tax problems, the
OTF would already be at work and I would not be writing what some will
doubtless interpret as a disloyal or disruptive public posting.

ExComm believes it would be inappropriate for them to charter the OTF
without full Board approval. They have a point, but this reasoning
leads inexorably to the conclusion that, absent oversight, ExComm
should not be making major decisions about the investigation or
corrective action, either.

Ironically, with one troubling exception (see below), I'm less
concerned with what ExComm is actually doing in Hobbs than with how SSA
members may come to perceive or question their actions. To date, ExComm
has moved decisively to manage a tough problem and it's difficult to
quarrel with their actions.

But many members still have a sense that a previous ExComm attempted to
cover up the Larry Sanderson expense account scandal three years ago.
We cannot afford the same cynicism, or worse, now. While most members
understand that some things must remain confidential for legal reasons,
they are uncomfortable or angry if they suspect they are not getting
the real story. And on that score, ExComm's inaction is troubling.

I mentioned an exception, and it's a big one: how responsibility for
this problem is being assigned. ExComm's communications have emphasized
the ED's failure to inform the Board of the non-filing of tax
information returns. At the same time, however, ExComm has minimized
the "errors of omission" of the ExComm/FinComm/Board in not retaining
the CPA to examine the SSA's annual financial statements.

In fact, both lapses are errors of omission. Yet my impression is that
the ED is being positioned as the one most responsible for allowing
this crisis while FinComm's failure to act is being dismissed. For that
matter, ExComm admits that the CFAO reported directly to the Board, not
the ED, until mid 2005 so there is ample reason to share responsibility
for this. While I do not have the facts available to ExComm, the
questions raised are precisely the reason that independent oversight is
needed over those who find themselves in conflicted positions, for
their sake as well as the members'. And it is needed immediately, not
next week or the week after that or after the next major staff or
organizational decision is made.

If this were a public corporation, plaintiffs' attorneys would already
be circling like vultures with the prospect that directors could be
sued and found guilty of breach of their fiduciary duty, in particular
those on FinComm and, likely, ExComm. But there's not enough money here
to interest them. Nor do I believe we should necessarily seek to punish
whomever may have contributed to this debacle. This was a failure,
albeit a predictable one, of a flawed system. Yet I don't think we
ought to sweep anything under the rug, either. I believe most SSA
members would readily forgive the unwitting errors of volunteer
directors so long as they believe they are being dealt with
forthrightly.

I apologize to those I know and respect on the Board and ExComm who are
dedicated, well intentioned, and working hard in thankless positions.
But I fear that some of them do not fully understand the danger that
their inaction will increase the cynicism and apathy already evident in
many SSA members. The lack of urgency and reluctance to initiate
oversight by ExComm and the directors alike suggest that some of them
still don't "get it."

Despite protestations to the contrary, there is a tendency in times
like this for ExComm and the Board to "circle the wagons." It's a
natural human response to threats, both from the original problem and
from outraged SSA members who want someone, anyone, to pay in blood. It
is a tendency against which we must fight hard if we are to maintain
the trust of our members.

Sadly, at this point individuals who generously agreed to serve on the
OTF weeks ago are growing cynical about the willingness of SSA to
address its problems. Clearly I am, too.

On a positive note, I see this unfortunate crisis as a wonderful
opportunity to make major changes to SSA to improve its financial
position and increase its effectiveness. The current Board structure is
indeed cumbersome and ineffective. It also makes sense to examine which
functions the SSA should perform and whether some of these should be
outsourced. And I agree with those who believe we should explore
locations other than Hobbs. We have a chance to "start over" with a
clean sheet of paper...without losing those elements of SSA that are
critical. Yet what I have seen in the past 3+ weeks leaves me worried
that we will squander this opportunity.

ACTION ITEM: Please contact your directors and, while offering your
continuing support and trust, urge them to demand the Oversight Task
Force or something like it be put in place immediately. All of
us--members, directors, ExComm, and staff alike--need the clarity and
assurance that only an independent observer can provide.

In the meantime, please maintain the degree of civility on this forum
that I hope you would if the discussion were taking place in person.
Ironically, the offensive and irresponsible behavior of some
participants on rec.aviation.soaring alienates most SSA members and
encourages our leadership, with some justification, to dismiss these
critics as just a bunch of loudmouth idiots. Those who insist on
popping off indiscriminately with wild allegations, accusations, and
statements of opinion-as-fact serve no one but their own egos. Their
actions--presuming they actually care about the future of SSA and the
great things it has and can still do for soaring pilots in this
country--are counterproductive.

Chip Bearden
SSA Member since 1965

I assume that there was financial mismanagement. However, there is a big
difference between funds being misspent internally on SSA projects vs. being
embezzled. The frustrating thing is that we still don't have a clue on
whether we are talking about funds being taken for personal gain, or if we
are just dealing with internal incompetence.

Mike Schumann

"5-BG" 5-bghatesspam @ fake.com wrote in message
...
Vaughn;
read the minutes of the last excon meeting... an 84,000 donation to the
foundation was made but only 28,000 made it to fidelity bank account. There
is roughly 50 grand MISSING... that seems to me to be diversion.

but the board decided not to tell the members about that in its last
letter. wonder why???

The question really is what portion of the financial problems were the
result of actual diversion and what portion from fiscal mismanagement (
spending more on pet projects than the dues would support)? this is a
question that they surely must have some handle on.. I suspect that it is a
combination of the two.
but the powers that run the show may not want to acknowledge that their
pet projects were part of the problem.

"Mike Schumann" wrote in message
ink.net...
I wouldn't say that it was particularly illuminating. One addition that
would have been nice would have been a brief bio on the new accounting
person who was hired. Another issue that has never been discussed is
whether or not funds were actually diverted (i.e. stolen), or if the SSA
just failed to make the necessary tax deposit payments. There is an
implication that there may have been a diversion, but this has never been
clearly stated. At this point in time, I would expect that more details
would have been shared with the membership, if for no other reason than to
quell the speculation that is currently going on.

Mike Schumann

"Pete Reinhart" wrote in message
news All,
The newest update says a lot.
Patience and forebearance will be rewarded.
Cheers!
"5-BG" 5-bghatesspam @ fake.com wrote in message
...
Pete.. and chip
I too have read the excom draft minutes.

I do not and have never questioned their working hard.. What i have
brought up was the very akward position they are operating from.. namely
that of being in major conflict of interest. Further i have raised the
question of transparancy.

Chip wrote " But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis."

I found ONLY ONE REFERENCE TO CHIP in the minutes of the past 10 excom
minutes. This reference was to his being approached to act as an interested
outside party to review actions etc.

What I did NOT find in any minutes of the excom meeting was ANY REFERENCE
to any discussion of Chip's suggestions/proposal;s or decision to withdraw
from the proceedings. Perhaps these discussions were held before meetings of
the excom or during executive sessions ( of thich there have been several).
In any event, reading the minutes does not shed any light whatsover on the
boards thoughts re conflict of interest. Are we to seriously believe that
they have not discussed this?? Is this not a subject that members have a
right to understand.?
I also picked up a statement in minutes that Costello had informed the
board that a notice to the D&O insurance company of a pending claim must be
filed and they ACTUALLY discussed not making such a notice or claim.. In
the end, i guess that they did give notice. Are we to believe that the
attorney retained did not discuss the possible ramifications with the
excom? But I guess that that is something that members do not need to
know,.
I also found it interesting that the directors of ssa who also serve on
the foundation board were seeking indemnity by ssa for actions as
foundation board members on the loan. This is, imho, the result of a
discussion among themselves and the attorney about the conflict of
interest.

bottom line.. The excom is operating as a unit that has taken upon itself
the responsibility for cleaning up the mess and developing a new business
plaN ( REFERENCED IN MINUTES). They are doing so, probably with good
intentions, but basically withholding essential elements of their
discussion, all the while claiming transparancy.
Chip's frustration and decision to go public is another CLEAR WARNING FLAG
to the membership .

It is evident to me that a revised business model is being put into place
as an evolutionary process. Basically tweaking policies and proceedures. If
there has been any serious discussion of a major overhaul it has not shown
up in the minutes.

Perhaps it would be appropriate for a "constitutional ( charter)
convention" . Perhaps the foundation should fund a professional analysis of
existing model and provide the membership with a series of options for
change. This could be presented at the annual convention for discussion and
then put to a vote of the entire membership.

Pete.. the issue remains conflict of interest. No matter what they do the
excom is tainted. The fact that they did not disclose discussions ( which i
ASSUME) that they must have had re this issue is telling. I would love to
know what pat costello told the excom re their d&O policy and coverage... I
suspect that he might have told them that their personal coverage did not
extend to willful acts in that were outside the charter of the bylaws. But
we will never know will we???

For an insider like chip to become frustrated to the point of going public
is also very telling.
I do not share your faith in this system.
Chip... I make it A POINT to fly my glider 3 to 5 times a week!!!



Chip
"Pete Reinhart" wrote in message
...
All,
This (the original post in this thread) is the most reasoned approach I
have read so far. Having now gone to the SSA website under "governance" and
read all of the last several months of excomm minutes, I am firmly in the
camp of give them your support and the time to get things fixed. I am
convinced they are working very hard to get this situation under control,"
fixed as soon as possible", with the least damage to the organization as
possible, and to do it as openly as prudence makes possible. We owe the
board of directors our confidence.
Sincere apologies for previous negative posts.
Cheers!, Pete
wrote in message
ups.com...
(with apologies to non-U.S. readers)

Most of the postings on this subject follow a predictable pattern:
"what a bunch of stupid/unethical/indifferent (pick one) idiots we have
at SSA; why don't they just [fill in the blank with your favorite
brilliant solution]" A few (including mine) urge patience, support, and
a chance to let the process work.

Reluctantly I'm now changing my position from "be patient" to "do
something." For the specifics, skip to the ACTION ITEM at the end. The
rest of this is just a long-winded description of a discouraging
journey the past few weeks.

My new stance may seem like heresy given my past support of SSA. But
after more than three weeks of working with and communicating with SSA
directors, including the Executive Committee (ExComm), I confess I no
longer have complete confidence that the current organization can deal
properly with this crisis.

Like most, I learned about SSA's tax filing/remittance problems from
Dianne Black-Nixon's letter 3 1/2 weeks ago. While publicly urging
patience, I also offered help to directors I know, including ExComm
members. I agreed with most of their decisions but nevertheless had
concerns. Soon I found myself working behind the scenes with several
directors who shared these concerns, which were centered around
maintaining the confidence and trust of SSA members during a time when
their faith in SSA would be tested.

Disclosures by ExComm implied that certain SSA funds were
misappropriated by SSA's Chief Financial & Administrative Officer
(CFAO), who has since been fired. But even if the CFAO were guilty,
others may share responsibility for allowing this to happen. And as
ExComm continued their investigation, the primary reason for our
concern was conflict of interest.

In the corporate (and non-profit) world, a conflict of interest exists
whenever there is an incentive for people in positions of power and
trust to take actions contrary to the best interests of those who have
placed their trust in these individuals. It does not matter whether
said individuals are trustworthy or competent or even whether they
yield to these temptations. If there's an incentive for them to do the
wrong thing, they are said to be conflicted and those conflicts must be
properly addressed.

The conflicts of interest with SSA's crisis relate to the fact that
those working to resolve it--i.e., ExComm, the Budget and Finance
Committee (FinComm), and SSA's accounting firm--potentially share
responsibility for allowing it to occur. I would include SSA Executive
Director Dennis Wright (ED) in this group but ExComm has been careful
to give the impression that they are managing this situation, not the
ED.

Much outcry on this forum has focused on the decision to forgo annual
audits. In my opinion, this misses the mark. To the best of my
recollection as a former director (for nine years in the mid 1990s
through early 2002, including service on ExComm), previous FinComms
elected to have annual reviews performed by Johnson, Miller, SSA's
public accounting firm (CPA) because they were much less expensive than
a full audit (if I recall correctly, on the order of $20,000 less) yet
provided some assurance that material problems would be uncovered.

For those of you without financial backgrounds, there are three levels
of involvement by a CPA with a client. For a "compilation," the CPA
simply cranks out standard-format statements using the client's books
and records. If the numbers add up, the CPA doesn't do much checking;
they just make it look pretty. For a "review," (which is what I believe
SSA had in prior years), the CPA goes a step further and attempts to
uncover material problems. They offer no guarantees but at least the
accountants look under the hood, so to speak. An "audit" (called for by
the By-Laws) involves many more tests and checks based on which the CPA
expresses an opinion as to whether the results conform to generally
accepted accounting principles. An audit provides the highest level of
assurance but, of course, costs the most, because of the extra work
involved and also the liability assumed when expressing an opinion.

In the past, the annual review plus the close relationship between the
CPA and FinComm--who played a very active role in the SSA's finances at
that time--plus performing an occasional full audit made the question
one of economics as well as the By-Laws. In effect, FinComm made the
decision to self insure, judging that an occasional loss, though
unlikely, would still be less than the accumulated added cost of doing
an audit every year. I suspect that may still turn out to be true
despite the magnitude of the potential loss. I recall that the Board
was made aware of this policy (but not asked to approve it, per se) on
at least one occasion while I was a director but I cannot be certain.

In my opinion, then, the critical question is whether FinComm retained
Johnson, Miller to continue preparing SSA's annual financial
statements, and more specifically to do annual reviews. ExComm's
disclosures indicate they did not.

Here's where the potential conflicts arise. Good governance calls for
FinComm to retain the CPA, who would report directly to them (not to
the CFAO or the ED or ExComm or Board), to prepare the annual financial
statements (with a review or, under the By-Laws, an audit). ExComm
meeting minutes note that Johnson, Miller appears not to have been
retained to do any such work after 2002. If FinComm did retain them, in
writing or orally, then Johnson, Miller may (and I emphasize the word
"may") have some culpability and there is an inherent conflict with
their continuing to work on the SSA account. In that case, it gets
messier: ExComm meeting minutes indicate that Johnson, Miller selected
the lawyer in Hobbs that SSA engaged. This attorney quickly recommended
that SSA give Johnson, Miller "carte blanche to do what they needed
with the SSA financial records."

On the other hand, if FinComm did not retain Johnson, Miller, then
FinComm itself may (again, "may") have some culpability, perhaps shared
by ExComm and the Board (although directors could argue they acted in
reliance on FinComm) and there is an inherent conflict with their
playing a key role in this investigation.

It's very important to reiterate that competence and trustworthiness
are irrelevant to this discussion. It doesn't matter whether the CPA or
FinComm or ExComm did anything wrong, intentionally or otherwise. And
I'm not suggesting they did. On the contrary, I've been generally
impressed with the work done by ExComm so far. What matters is that
people who may have legal liability and therefore a vested interest in
the outcome are deeply involved in this investigation. That's a classic
conflict of interest. And it's a recipe for losing the confidence of
SSA members at a time when we need it most.

One remedy for conflict of interest is disclosure. Depending on your
point of view, disclosure to date has been adequate but sometimes
reluctant.

Another remedy is bringing in new people to do the investigative and
remediation work. This is risky. Those who know the most about SSA and
are in the best position to help are probably already involved. It's
difficult enough to get competent volunteers, much less to work for
free in Hobbs going through accounting records and meeting with
attorneys, bankers, the IRS, etc.

A third and, I believe, best remedy is an independent group to monitor
the actions of ExComm, the accountants, the attorney(s), staff, and
others involved. This is where the discussions with the concerned
directors quickly arrived. Ultimately this resulted in a formal
proposal for an Oversight Task Force (OTF). Four SSA members were
prevailed upon by these directors to serve on the OTF: myself and three
other individuals--a highly experienced accountant, an attorney, and a
successful businessman. Because of my prior Board service, I initially
declined to serve on the OTF but was persuaded by the two concerned
directors because of my knowledge of SSA, my business background, and
the fact that my tenure ended in early 2002, prior to the Larry
Sanderson affair.

The OTF proposal was made to the full Board by one of these concerned
directors approximately two weeks ago with, unfortunately, a generally
negative reaction.

How could this happen? Well, some directors had genuine questions about
certain provisions in the OTF proposal but I believe the negative
reaction was due in great part to misunderstanding the OTF's purpose.
Instead of oversight (i.e., monitoring, not decision making), some saw
this as an attempt to usurp power from the Board or ExComm. Some feared
it could interfere with and/or delay the investigation or reveal
confidential information. Others viewed it as a no-confidence vote. In
frustration, I "recused" myself from participation on the OTF and made
a direct appeal to the Board explaining OTF's purpose in more detail
and arguing that it was the Board's fiduciary duty to take action to
oversee the activities of ExComm, FinComm, and others who were
conflicted.

With this clarification, responses to our proposal were gratifyingly
more favorable. In fact, ExComm subsequently expressed their support
for the OTF. To be fair, at least some ExComm members (including Dianne
Black-Nixon) had voiced support all along.

That was nearly two weeks ago. Since then, nothing much has happened.
ExComm continues to manage the investigation and to make decisions. My
sense is that there may be debate even within ExComm on how to proceed.
More than a week ago, one ExComm member emailed me to say it would be
not be practical to hold a tele-conference special Board meeting for
all 26 directors and suggested delaying action on the OTF until the
scheduled Board meeting at the end of this month. My response was that
with every passing day, decisions were being made that could be
criticized by SSA members and should be overseen by an independent
body. I often participate in conference calls with at least that many
people dispersed over the U.S. and India and do not think a properly
managed special meeting--with one agenda item--would be terribly
difficult. Rightly or wrongly, I interpreted this as foot dragging. If
ExComm had supported the OTF with the same admirable alacrity with
which they jumped on the initial disclosure of the tax problems, the
OTF would already be at work and I would not be writing what some will
doubtless interpret as a disloyal or disruptive public posting.

ExComm believes it would be inappropriate for them to charter the OTF
without full Board approval. They have a point, but this reasoning
leads inexorably to the conclusion that, absent oversight, ExComm
should not be making major decisions about the investigation or
corrective action, either.

Ironically, with one troubling exception (see below), I'm less
concerned with what ExComm is actually doing in Hobbs than with how SSA
members may come to perceive or question their actions. To date, ExComm
has moved decisively to manage a tough problem and it's difficult to
quarrel with their actions.

But many members still have a sense that a previous ExComm attempted to
cover up the Larry Sanderson expense account scandal three years ago.
We cannot afford the same cynicism, or worse, now. While most members
understand that some things must remain confidential for legal reasons,
they are uncomfortable or angry if they suspect they are not getting
the real story. And on that score, ExComm's inaction is troubling.

I mentioned an exception, and it's a big one: how responsibility for
this problem is being assigned. ExComm's communications have emphasized
the ED's failure to inform the Board of the non-filing of tax
information returns. At the same time, however, ExComm has minimized
the "errors of omission" of the ExComm/FinComm/Board in not retaining
the CPA to examine the SSA's annual financial statements.

In fact, both lapses are errors of omission. Yet my impression is that
the ED is being positioned as the one most responsible for allowing
this crisis while FinComm's failure to act is being dismissed. For that
matter, ExComm admits that the CFAO reported directly to the Board, not
the ED, until mid 2005 so there is ample reason to share responsibility
for this. While I do not have the facts available to ExComm, the
questions raised are precisely the reason that independent oversight is
needed over those who find themselves in conflicted positions, for
their sake as well as the members'. And it is needed immediately, not
next week or the week after that or after the next major staff or
organizational decision is made.

If this were a public corporation, plaintiffs' attorneys would already
be circling like vultures with the prospect that directors could be
sued and found guilty of breach of their fiduciary duty, in particular
those on FinComm and, likely, ExComm. But there's not enough money here
to interest them. Nor do I believe we should necessarily seek to punish
whomever may have contributed to this debacle. This was a failure,
albeit a predictable one, of a flawed system. Yet I don't think we
ought to sweep anything under the rug, either. I believe most SSA
members would readily forgive the unwitting errors of volunteer
directors so long as they believe they are being dealt with
forthrightly.

I apologize to those I know and respect on the Board and ExComm who are
dedicated, well intentioned, and working hard in thankless positions.
But I fear that some of them do not fully understand the danger that
their inaction will increase the cynicism and apathy already evident in
many SSA members. The lack of urgency and reluctance to initiate
oversight by ExComm and the directors alike suggest that some of them
still don't "get it."

Despite protestations to the contrary, there is a tendency in times
like this for ExComm and the Board to "circle the wagons." It's a
natural human response to threats, both from the original problem and
from outraged SSA members who want someone, anyone, to pay in blood. It
is a tendency against which we must fight hard if we are to maintain
the trust of our members.

Sadly, at this point individuals who generously agreed to serve on the
OTF weeks ago are growing cynical about the willingness of SSA to
address its problems. Clearly I am, too.

On a positive note, I see this unfortunate crisis as a wonderful
opportunity to make major changes to SSA to improve its financial
position and increase its effectiveness. The current Board structure is
indeed cumbersome and ineffective. It also makes sense to examine which
functions the SSA should perform and whether some of these should be
outsourced. And I agree with those who believe we should explore
locations other than Hobbs. We have a chance to "start over" with a
clean sheet of paper...without losing those elements of SSA that are
critical. Yet what I have seen in the past 3+ weeks leaves me worried
that we will squander this opportunity.

ACTION ITEM: Please contact your directors and, while offering your
continuing support and trust, urge them to demand the Oversight Task
Force or something like it be put in place immediately. All of
us--members, directors, ExComm, and staff alike--need the clarity and
assurance that only an independent observer can provide.

In the meantime, please maintain the degree of civility on this forum
that I hope you would if the discussion were taking place in person.
Ironically, the offensive and irresponsible behavior of some
participants on rec.aviation.soaring alienates most SSA members and
encourages our leadership, with some justification, to dismiss these
critics as just a bunch of loudmouth idiots. Those who insist on
popping off indiscriminately with wild allegations, accusations, and
statements of opinion-as-fact serve no one but their own egos. Their
actions--presuming they actually care about the future of SSA and the
great things it has and can still do for soaring pilots in this
country--are counterproductive.

Chip Bearden
SSA Member since 1965