April 20, 2014 TO: Region I Chapter Presidents Region I Chapter Delegates I am writing to you today with the goal of providing my perspective on the proposed Society governance changes and provide greater explanation and rationale beyond the bullet points that are often provided. While not my primary goal, I also believe it is important to correct some of the misinformation that has been sent to many of you in emails from Ernie Harper. I will address Ernie’s emails in the attachment. Before I get too far, if you have not read the proposed changes, please visit http://www.asse.org/restructure/. I would personally prefer that you read the proposed changes to the Bylaws than take my word or anyone else’s word (or a reading an infographic) about what is being proposed. As many of you know, I teach enterprise risk management (ERM) and am also the Deputy Director for ERM for the University of Californian. As an ERM practitioner, I view the proposed changes from different perspective of identifying risks to ASSE achieving its objectives and then developing and implementing mitigations to overcome those risks. Here is my perspective on those risks. Lack of Time and Employer Support One of the biggest risks to Society is that fewer members are willing or able to serve in leadership positions at chapter, regional, and Society level. The evidence of this can be seen in Region I, where almost half of our Chapter Presidents are “recycled” or Chapters cannot find members to serve in core chapter positions. This trend is increasing and is jeopardizing Chapter charters; the result being that chapters may see their charters revoked. This trend is also occurring at the region level, where three of the four RVP positions were unopposed. This trend will also impact Region I, as I notified the Chapter Presidents at the last Regional Operating Committee (ROC) meeting that I do not plan to run again due to the number of days required to be off work and changes in my reporting structure. As you will see from the charts below, I will have spent over 56 days away from the office this year. While I do work on my plane flights and in the hotel, my absence from my office is noticeable and is considered excessive. So, what does this have to do with the governance proposal? Under the proposed changes, RVPs would no longer serve on the Board, which would reduce the time commitment by nineteen days, or by over 33%. It should be noted that all of the RVPs voted unanimously, twice (June 2013, October 2013), to approve the change to have RVPs not serve on the ASSE Board of Directors. Lack of Strategic Focus My prior observation, and now participation, in ASSE Board meetings has shown me that the Board is mired in operational issues and does not focus the required attention setting strategy, establishing and monitoring key performance/risk indicators, and ensuring that risks to Society are identified and proper mitigation plans are implemented. Under the current structure, the various councils vote to approve an item and then it is brought the Board for another vote, which in most cases is a formality which just takes time on the agenda. Under the proposed governance changes, the various councils would have the authority to deal with the operational issues under their purview. I also think it is important to note the schizophrenic role that RVPs and Council VPs play under the current structure. If you look at the duties of the RVP, it is an operational role that is more akin to a staff position. While Society staff does assist the RVPs in their roles, it is the RVP who visits chapters and assists Chapter leadership when issues arise. Essentially, the RVPs should be measured on Chapter performance within their regions, yet as members of the Board must police their own performance. In a school district, this would be similar to principals serving on the school board with the elected board members. The result is that operational issues dominate the discussion of the Board. Using ISO 31000:2009 – Risk Management as a framework, this is how I view the areas of focus for each level of Society. As you can see, the Board level is focused on higher level strategy setting and oversight, while the lower levels are much more focused on operations. Currently the Board spends most of its time dealing with issues in the Council and Regional Business Strategy area, and very little time focused on Board Strategy. Board Strategy – Determines the Strategic Objectives, Budget, and provide oversight to ensure objectives are met by monitoring performance metrics. Council and Regional Business Strategy – Determines how Council or Regions direct their activities to meet strategic objectives. Chapter Operational Strategy – Determines how each Chapter’s day-to-day business activities will be conducted. Risks to Society are not being Identified and Mitigated While Society leadership did identify volunteerism and lack of employer support as risks to Society and our governance, this was mainly due to the fact that these risks are not unique to ASSE and are affecting associations throughout the United States. The book Road to Relevance, was required reading by all of the Board members and clearly outlines trends that we are experiencing today. In my view, the proposed governance structure supports ISO 31000:2009, Risk management – Principles and guidelines. This standard, which ASSE is the Secretariat, provides principles, framework and a process for managing risk. As explained in the ISO material, “Using ISO 31000 can help organizations increase the likelihood of achieving objectives, improve the identification of opportunities and threats and effectively allocate and use resources for risk treatment.” Although ASSE created the Risk Assessment Institute, we are not effectively conducting risk assessments of our own programs, or Society as a whole. So what are some other “opportunities and threats” to ASSE that the Board should be identifying and discussing? One immediate risk is the proliferation of companies and associations promoting licenses and/or certifications that are not backed by independent boards. These groups are akin to diploma mills and are a threat to those who have legitimate certifications, from organizations such as the Board of Certified Safety Professionals. In addition to the threat identified above, the Board under this new structure will be better positioned to also prioritize threats and opportunities. Because a proper risk assessment has not been conducted, everything is important to the Board; resulting in staff that overburdened, managing multiple projects. The Board needs to ensure that adequate resources are provided for each project and that risks to those projects are identified early and properly mitigated. Finally, by restructuring and following ISO 31000:2009, the Board will be better positioned to develop and monitor key performance and key risk indicators. I am pleased to report that the Board at its February meeting authorized the purchase of software to assist in this process, but the Board must be proactive in the development of these metrics. Final Thoughts The one area that many Delegates are concerned about is how this affects the House of Delegates. The short answer is that it doesn’t. If you look at the Bylaws changes, it does not change any of the responsibilities of the House of Delegates and it still serves as a check-andbalance to the Board of Directors. In the original info-graphics that were published, many commented that there was not a “line” from the members to the HoD, this was mainly due to the fact that there were not any changes to the relationship. Future graphics will show the line that has always existed. The other issue is that during times of change, there should be healthy debate, dialogue, and questions regarding why change is needed. As part of my request for background material, Society staff found an article published in a 1994 of Professional Safety Journal regarding the proposed changes twenty years ago. What is interesting is that the same fears that were raised back then, are many of the same fears and concerns raised now. https://www.dropbox.com/s/o3tw0mpmdsgifxd/Restructure%20Forum%200894.pdf. As your RVP, I want you to know that first and foremost I am a member of ASSE and would not support any effort that would jeopardize the Society or the role of members in Society. I truly believe that the proposed restructure is needed if we are going to have viable member-driven Society that supports the Profession and the Professional into the future. I know that we are all busy and I hope that you found this additional information useful. I strongly encourage you to participate in the webinar on Thursday, April 24th, or if you cannot attend live, please listen to the recording. If you have questions, please feel free to email or call me. Sincerely, Erike J. Young, MPPA, CSP, ARM Vice-President, Region I American Society of Safety Engineers Rebuttal to Emails Sent by Ernie Harper Over the last several months, many of you have received emails from Ernie Harper regarding his concerns about the proposed governance changes. While I respect Mr. Harper’s right to not agree with the proposed changes, there are many assertions and assumptions in those emails that should be addressed. I will also address some of the process issues. It should also be noted that from November 27th (Thanksgiving Day), up until fairly recently, I have over 126 emails on this subject, with the vast majority from Mr. Harper. I have included my original email response to Mr. Harper regarding the process, which I believe addresses many of his concerns that he originally raised. In order for easier reading, I have tried to address the issues raised in a FAQ format. Why is only one proposal being brought before the HoD? Why not bring all of the proposed models or at least some of them? Per Society Bylaws, there are only two ways to amend the Bylaws: 1) The Board must vote to propose a change to the HoD, or 2) the HoD must vote to propose a change to the Board which would require a “petition signed by the delegates representing one-fourth (1/4) of the chapters.” In order for the HoD to vote, the Board must first vote on a single proposal to bring before the House. Additionally, it would not make it very difficult to discuss the merit of more than one proposal when each member is only given three minutes to discuss and cannot speak again until every other member has spoken. The proposed changes were developed over three years and involved the creation of a 50 member Board Authorized Task Force (BATF), Regional Operating committee, and the Board. The process has not been transparent and Board is not keeping proper minutes of their discussions? The Board is following the same process that it followed twenty years ago during the last restructure, which was also a three year process. As with the 1994 restructure process, the proposed changes and discussion regarding the changes was published in the Professional Safety Journal. Unlike today, there was not an ASSE website or email with the ability to reach members instantaneously. In order for members to participate in the process twenty years ago, members were asked to mail or fax their questions into Society. As I mentioned earlier, I have received over 120 emails on the restructure process; that same amount of communication would have taken several years in 1994. In terms of the Board not keeping minutes of the discussion, the Board minutes only records the votes or actions of the Board. As an elected school board member who has served on three different school boards and was bound by open- meeting laws, I can tell you that minutes in each of these organizations only recorded the action/vote taken. While discussion helps provide background on how a board may have reached its decision, it is the vote that is ultimately recorded. The process was lead by a person who was forcing his view on the Board and who is unqualified by the fact that he does not have a college degree? Glenn Tecker was hired by Society to help facilitate the governance discussion. While it is true that Mr. Tecker does not have a college degree, he is considered as a leading expert in association management and has helped facilitate similar discussions with over 100 other associations. It should be noted that Glenn Tecker facilitated that 1994 restructure process, which was ultimately approved by the Board and HoD. He did not have a college degree twenty years ago and this issue was not raised by Mr. Harper during that process in which indicates he was involved. By a single vote the board failed to get the e-BALLOT. That would eliminate caucus & floor debates The vote taken by the Board was unanimous in support of having the vote taken at the HoD. There was a discussion about have a hybrid model in which there would be caucuses and floor debate at the HoD and allow for an e-ballot following the meeting to ensure that all Delegates had an opportunity to vote; this was quickly dismissed. Summary Email The following is my reply to Mr. Harper after receiving multiple emails on the subject on Thanksgiving Day. I believe my email summarizes many of the issues that have already been raised. From: Erike Young [mailto:Erike.Young@ucop.edu] Sent: Thursday, November 28, 2013 1:16 PM To: donald eckenfelder; Tom Lawrence; Earnest F Harper; 'Mark Hansen' Cc: 'Jim Smith'; larryolden@comcast.net; 'John Braun'; 'Dustin Richartz'; 'Janet Gallup'; 'Tom Ceich'; 'David MacCollum'; 'Fred Manuele'; 'Thomas Bresnahan'; 'Brad Giles'; 'Fred Fortman'; 'Mike Belcher'; 'Rick Pollock'; 'Stephanie Helgerman'; 'Trish Ennis'; 'Eric Stager'; 'Alan Brown'; 'Pam Perrich'; 'Scott Huberty'; 'Tara R. Falin'; 'Vince Miller'; 'Christine Sullivan'; 'Jeff Camplin'; 'Dale Grey'; 'Daniel DellaGiustina'; 'David Langlois'; 'Delmar Tally'; 'Eddie Greer'; 'Edwin Granberry'; 'Frank Perry'; 'Gene Barfield'; 'Harry Partlow'; 'James 'Skipper' Kendrick'; 'Jitendra Patel'; 'Joe Townsend'; 'Joel Tietjens'; 'Michael Thompson'; 'Richard Lack'; 'Robert Firenze'; 'Robert McClay'; 'Robert Semonisck'; 'Roger Brauer'; 'Sam Gualardo'; 'Warren Brown'; 'Wayne Christensen'; 'William (Bill) Phillips'; 'Margaret Carroll'; 'Michael Lorenzo'; 'Stewart Burkhammer'; 'Kathy Seabrook'; 't' Subject: RE: ASSE Region I ROC and Chapter Delegates Governance Discussion - November 20th Good morning and Happy ThanksgivingThank you to all involved for the robust discussion on this issue. I am the newest Board member representing Region I, but although I am new to the ASSE Board, I have been serving on various boards for the last 20 years. In addition to ASSE Board, I currently am an elected school board member for a K8 district with 3,600 students and an annual budget of approximately $27 million. Prior to that, I was elected to serve on the El Dorado County Board of Education and a high school district in the same county. During the County Board Service, I was also elected to the California School Boards Association Delegate Assembly and the CSBA Board of Directors. In addition to this service, I also serve on the boards of the Laboratory Safety Institute and the University of California Center for Laboratory Safety. What my service on all of these boards have in common are Bylaws that guide the decision making process. When issues arise on topics such as this, my first stop is to review the Bylaws to ensure that the organization is following its own rules. The issue of whether the proposed changes are good or bad, I will discuss in a separate email. In terms of the process, I believe that everyone understands that under our Bylaws the only way the Bylaws can be changed/”Amended” is by either the BoD proposing a change and they are approved by the HoD, or by the HoD proposing changes and the BoD of approving. Essentially, this is a form of checks and balances. We are now at the step that the proposed changes would now go before the HoD for their consideration. Through the various email threads, there have been several suggestions that the HoD should have been involved earlier or a discussion on the proposed changes occur at the HoD first before the Board voted on them. While it did not go to the HoD first, it was vetted through a task force, the Board voted to approved a conceptual framework in February 2013, and input was requested at all of the ROC meetings for changes. Based upon that input, changes were made to the conceptual framework and it was language was drafted to insert those changes into the Bylaws. The Board approved the proposed changes to the Bylaws at both the June and October BoD meetings. I have reviewed all of the applicable Bylaws and SOGs regarding process and procedures and have found that in order for the HoD to debate the issue, there must first be a proposal on the floor to debate. To me this is a chicken and egg issue. If the Board did not approve changes to the Bylaws, than how does the issue go to the HoD? At the HoD, amendments can be proposed and voted on, as has been done in the past. The argument to have a floor debate on something that just an idea would not be productive in my mind and I honestly cannot see how it would ever get to a point where there would be language for the HoD take a vote. While it may not be pretty, the Board has followed the process outlined in our Bylaws. If we feel that process should change, as some have suggested, than that would also require approval of both the HoD and BoD. While we can all debate the pros and cons of the proposed changes through an email discussion for the next 8 months; it is ultimately the vote of the HoD that matters. In that respect, it seems to me that the underlying concern (root cause) of this discussion is ensuring that members have a voice in the process. The key decision to be made being whether the vote should be done by e-ballot or a vote at the HoD meeting. At the October Board meeting, this issue was discussed at length not from the standpoint of what was most expeditious, but with the purpose of ensuring that ALL members of the HoD would have an opportunity to vote on these very important changes. While hard data was not presented at the meeting, we all have anecdotal stories of our own experience in the HoD in which proxies are sent and they have no background information on what they are voting on or worse yet, chapters do not send any delegates to the meeting. In terms of e-ballots, you may get higher participation in the voting process, but as Ernie has pointed out, members do not have the opportunity to really debate the issue on the floor. For Region I and II, this issue has the largest implications with the PDC being held in Florida and requiring a significant travel expense on our chapters. Based upon data that I received from staff, the average attendance of delegates at the HoD meetings over the last five years is only 55%, with 27% of those attending as proxies. The last e-ballot had a 71% participation rate with ballots going to all of the HoD members. So as you can see, the Board is faced with a dilemma of two paths, both of which have their merits. I would like to make it very clear that no decision on the voting process has been made by the Board, nor have I heard Kathy or any other Board member support one alternative over the other. This decision was deferred to the February Board meeting so that the RVPs and others could get feedback from their chapters and councils. After my regional call with Chapter Presidents and Delegates a couple of weeks ago, I spoke with Kathy regarding the possibility of having a floor debate at the HoD, but also have an e-ballot on the proposed changes following the meeting to allow all HoD members to fully participate. She indicated this option would be considered by the Board. The idea would also be to broadcast and record the floor debate so that all HoD members would have the opportunity to participate. While my reading of the Bylaws and SOGs seem to allow for this, I have requested that Society staff have a legal review to ensure that this can be done. In my mind, this would allow for a full floor debate as Ernie, as well as myself, believe is important while also providing a full opportunity for all Delegates to vote on this important issue. As it appears that my email that I sent to the Board was used for this distribution, I want to encourage you to view the webinar recording of my recent regional meeting with Region I Chapter Presidents and Delegates. https://www2.gotomeeting.com/register/884407434. As part of the presentation, I sent copies of the proposed changes, as well as a copy of Ernie’s commentary. For those that are getting up to speed on the specifics of the issue, I believe that this short webinar may help. As of sending this morning, no one outside of Region I has reviewed the recording. Whether a person agrees or disagrees with the proposed changes, the Board and staff are following the process that is outlined in the Bylaws. To that end, it is the HoD that will ultimately vote to approve, amend or not approve the proposed changes. As a Board member, and more importantly as a member of ASSE, process does matter. This discussion demonstrates the genuine interest in this issue and the passion of our membership. Best regards, Erike Young, MPPA, CSP, ARM ERM Deputy & Director - Environment, Health & Safety University of California, Office of the President 1111 Franklin St., 10th Floor Oakland, CA 94607 (w) 510-987-0170 (c) 916-296-9638 eyoung@ucop.edu