Wednesday, July 8. 2009
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If the Archdiocesan headquarters are in New Jersey, why is the Archdiocese governed by the laws of New York?
#1 Cordelia on 2009-07-08 18:15
So how do we get the State of New York to help with this mess? Where are the teeth?
#2 pelagiaeast on 2009-07-08 18:39
It's one thing for Metr. Philip to say that he doesn't need Robert's Rules of Order, but dare he be so cavalier about New York corporate law? I certainly hope someone has brought this discrepancy to the attention of the New York Attorney General's office.
Both the Greek Archdiocese and the OCA are also New York corporations. Are either of them also afflicted with trustee-itis?
Sic semper tyrannis,
#3 Nemo on 2009-07-08 18:47
Well now the OCA and AOCA have something in common; both have governance structures that are convenient for the Metropolitan, but not really governance at all.
#4 Daniel E. Fall on 2009-07-08 20:18
It seems to me that this is just another indication of a leader who assumes he has absolute power and who does exactly as he chooses to do. I don't doubt that the Metropolitan has a lot of charm and a kind of charisma which he has used to his advantage. To be fair, his legal advisors may not have kept him on target here, yet it is also true that he does what he wants to do, and he has used the board of trustees to build a large group of people who will follow his lead--right or wrong. Anyone who has served on "boards" in America is aware that they are there because either they have money or are a token representative of a group deemed to be important for one reason or another. (Fellowship of St. John or the Antiochian women, for example). With few exceptions, they are there to be cheerleaders, and not to examine critically what is happening within the organization. Only when something happens that is so blatant that a scandal is created do board members step up and take notice (and in this case, they probably will blindly follow their leader).
On the other hand, when statutes are violated as to the structure of the organization, the Metropolitan's legal advisors are obligated to take notice and to rectify the situation. He may not even have realized the problem, but knowing a little about his personality, he may just have ignored advice and done what he wanted to do, regardless of the law. We probably will never know what happened.
#5 anon on 2009-07-09 05:12
Cordelia, the Archdiocese was incorporated in New York, and only later (under Metropolitan Philip) was the headquarters moved to Englewood, NJ. Even today, the Metropolitan's cathedral is in Brooklyn.
#6 Ferris Haddad on 2009-07-09 05:55
You're stealing my thunder. Part 2 should clear up this issue a bit more for you. In a nutshell, the Archdiocesan headquarters were originally in New York and Metropolitan Anthony Bashir approved incorporation of the Archdiocese under New York law. As a result, the Archdiocese is a New York person no matter where its headquarters exist.
#7 Antiochian Orthodox Attorney on 2009-07-09 06:29
I'm thinking that you and Cordelia ought to write Part II for me . . . New York is a very strange jurisdiction in that it provides incorporation statutes that are tailored specifically to particular religious sects. Check out this link for a very small taste of what New York offers: http://law.justia.com/newyork/codes/religious-corporations/
The OCA, in fact, is a state-chartered organization, meaning that it was formed by an act of the New York legislature.
The upshot is that different religious organizations have different legal requirements with respect to how they must be governed. Unlike regular corporate law, the provisions of NY Religious Corporation law are not gap-fillers-- rather than supplying needed terms when some may be missing from the corporate documents, these provisions of law are overriding.
Hope this helps.
#8 Antiochian Orthodox Attorney on 2009-07-09 06:40
This is starting to look like a "Law and Order" miniseries, complete with timeline. Just cue the music and the sound effects.
#9 Makarios on 2009-07-09 06:40
Seems to me that the issue is less about "why" and "how" and more about "what" and "where do we go?" Laity should be on top of this in the General Convention if members are asked to vote for trustees. Voting for more trustees on an already bloated Board would be a pretty screwed up thing to do. Obviously, this shouldn't detract from the overall problems in the Archdiocese, but I'm thinking that the overall problem (Anon nails it: "It seems to me that this is just another indication of a leader who assumes he has absolute power and who does exactly as he chooses to do.") can't be adequately addressed until the Archdiocese begins acting legally with respect to temporal issues, rather than according to the whims of the hierarch and the law be damned.
Time for some Trustee weeding, perhaps?
#10 Silouan James on 2009-07-09 06:46
I think someone needs to pull out their law books from way back in school. Why can't you leave this to the hierarchs to resolve. I know unemployment is at an all time high but let's find something else to do with our time that is more constructive and spritual.
#11 Someone who has a job and cares about Orthodoxy on 2009-07-09 07:13
my guess is because the archbishop's cathedral located in new york therefore that is his official see.
#12 brendan on 2009-07-09 07:21
Well said, Daniel.
#13 Patty Schellbach on 2009-07-09 08:10
I am from the Worcester, Massachusetts church. Since Fawaz El Khoury is a "trustee of the Archdiocese", Metropolitan Philip has said that he is automatically on the parish council of our church. Currently Fawaz is our parish council president. The state of Massachusetts requires our church to follow our constitution and by-laws. Our by-laws require that the parish members vote for our parish council. Fawaz serving on our parish council is a violation of Massachusetts law. This has causes a lot of in-fighting in our parish, since no-one wants to address the issue since Fawaz is Philip's boy. Why is it what we bring our children to church to teach them the true way and our hierarchs are asking us to break the law?
#14 Anonymous on 2009-07-09 10:00
Here we go another lawyer being all legal like.
Do you think our Metropolitan Archbishop who will not tolerate Church canons that would somehow limit any of his prerogatives, authority, or power will let the secular laws of New York cause him any real concern?
Looks like he has got yet another minor problem to work on. Maybe Economos Antony Gabriel can try to help?
#15 Kevin Kirwan on 2009-07-09 10:38
Seems to me that our anonymous author is caught in two minds. He has discovered what clearly appears to be a technical problem with compliance with the non-profit corporation law cited. But he doesn't quite know what to make of it, drawing out his arithmetic calculations while simulating modesty about his mathematical skills.
To the extent that he wants to take a poke or two at the Metropolitan or Mr. Ajalat, this will suffice as a pretext, I suppose. But as I think I discern between the lines of this relatively jolly and mild (by internet standards) piece, he knows it is far closer to a mole hill than a mountain in size.
There are no doubt some good reasons why the New York legislature provided for such strict numerical limits at the upper and lower ends of trusteeship for Orthodox bodies. When a statute is so specific as this - singling out Orthodox, Lutherans and Episcopalians and omitting Presbyterians, Mormons, and everyone else - an experienced lawyer tends to guess "at the time this law passed people associated with the churches in question probably lobbied Albany for these limits to be specified." And did so because such limits were believed to offer more advantages than disadvantages. So long as we do not confuse the limits NY imposed on Orthodox trustee boards with what was etched on the stone tablets of Sinai, well and good.
I am not authorized to practice in NY State either, but that is where I learned playground basketball back in the 1950s and 60s, and the meaning of the term "no harm, no foul." Some of the guys I played with were even more direct: "no blood, no foul." We can imagine situations in which people are so sharply divided on an important issue, that the actual membership of the board might be of some importance. We instinctively realize that in an hierarchical church this is not a likely scenario.
But still, if these strictures do in fact apply, then the Archdiocese will no doubt do well to promptly act to achieve compliance. As a result, a well-constituted and far less numerous board will predicatbly have access to the information - and such influence as trusteeship entitles the members to have and exercise. My guess is that this anonymous author, if he were to be honest with us, would say that decreasing the number of people with access to information and voting power is not what he would prefer.
I don't want to overstate my qualifications and experience in advising CA non-profits, but over the years I did represent more than a dozen churches, camps and other ministries on a limited but fairly regular basis. At any given time I think it is fair to say that most well-run non-profits are probably in technical non-compliance with at least one state law, and the more lax quite a few more than that. After all they are started and run by people who mean to do good and whose energies and experience are focused on their aims, not on legalities.
There are no state law limits on the number, types or membership of non-profit advisory boards. It is clear that any church may have as many as it sees fit, and that such boards will do most if not all the same things that the Board of Trustees has done. So I am not sure what is actually to be gained from our anonymous friend's labors.
And as so many of the posts do, I think may tend to distract us from the real issues that have been raised. I believe the fundamental question is how our Church should realistically share power at this time in its history and development, and to the extent I am right this excursus into NYS non-profit law should not tempt us to take our eyes off the ball. Worthy (but not fundamental) questions have been raised about certain appointees and their conduct too.
That is where I'd like to see our calm and purposeful attention focused.
#16 Fr. George Washburn on 2009-07-09 10:50
Quite apart from the NY state legal requirements, there seems to be little reason for an organization like the AOCA to have 46 Trustees. I can see why +Philip would like it that way though....a larger group of people on whom to dispense favors and enlist as parish-level "enforcers" is clearly to his advantage.
#17 JPS on 2009-07-09 12:07
Thank you for explaining that, all of you. I was puzzled by that. Thanks for helping clarify the situation.
#18 Cordelia on 2009-07-09 13:55
Fr. George, up to a point I tend to agree with you. To use internet slang (IANAL or I am not a lawyer) but I've read enough contracts in my day to know a couple of things.
Contracts are usually not enforced unless one party feels aggrieved, however once they are enforced judges tend to err on the side of 1) what was written and 2) what was legal, before they let any notions of common sense in, unless the terms are so unreasonable as to wound the conscience (unconscionability).
Unfortunately, there's a lot of aggrieved parties around now, and in spite of what some would say, it isn't just the hierarchs. This affects *ME*. Maybe not as much as it affects say Bishop +Mark, but enough where I want to know every last detail of what needs to be cleaned up.
In my world of software engineering and IT we often talk about "fixing broken windows". I wont' go into the whole history of where that came from, but I'll give you a quote that sums it all up.
"Every time you postpone a fix, you incur a debt. You may know something is broken, but you don't have time to fix it right now. Boom. That goes in the ledger. You're in debt. There's something you've got to fix. Like real debt, that may be fine if you manage it. If you've got a couple of those—even a lot of those—if you're on top of it, that's fine. You do a release get it out on time. Then you go back and patch a few things up. But just like real debt, it doesn't take much to get to the point where you can never pay it back, where you have so many problems you can never go back and address them. " http://www.artima.com/intv/fixitP.html
Everything needs to go on the table now, so we can AS A CHURCH start addressing things. It is as much my church as it is your's or +Philip's or anyone else's. I see this as yet another thing that someone needs to start dealing with.
So while I don't actually care about the details of NY state law, I'm sure I care about the broad picture that is being painted here. Like you, I believe that we need to focus our attention, but I also believe we need to make up the "todo-list" of what else needs fixing. Often, if we start fixing some things even little things, the bigger things will resolve themselves.
I have a certain hesitancy about appealing to secular law, except in cases of fraud, crime, assault, etc., when the Church is involved. Inviting government intervention is religious practices and organizations can be a double edged sword.
In the end parts of this may end up in the courts but in truth the real change, the real accountability, the real holiness has to come from all of us who claim the name Orthodox. A change in our hearts, from top to bottom, will be remarkably more effective then simply asking the secular authorities to do for us what we should be doing for ourselves (1 Corinthians 6:1-5).
We all want accountability, transparency, and righteousness but part of that larger desire has to include our own personal commitment to these things or or any other change will simply be a patch and not the healing we need. Simply put, the ideals we seek for our Archdiocese have to begin with us.
Fr John Chagnon
St. Elias Orthodox Church
Too many things have been left for too long "to the hierarchs to resolve." That's why we're currently in such a mess. Go back to fiddling with your worry beads and we'll wake you when we're done.
#21 Nemo on 2009-07-09 15:17
Thank you for the comments on my first installment. For the most part they were relatively salient. The next three articles are intended to build on this foundation, so please stay tuned.
One comment you made disturbed me, though:
"We can imagine situations in which people are so sharply divided on an important issue, that the actual membership of the board might be of some importance. We instinctively realize that in an hierarchical church this is not a likely scenario."
I think that your last sentence here ought to be "We instinctively realize that in a church in which the hierarch has the Board under his thumb this is not a likely scenario."
If you have advised on non-profits before, you realize the importance to non-profits of having independent trustees who make independent decisions regarding the assets and income of the non-profit. Here we have a hierarch who makes it his life's work to ensure that the trustees do not exercise their independence. And this, I submit, IS a fundamental question.
Further, I think you will recognize the truth of Anon's statement that was reiterated by Silouan James, above: "It seems to me that this is just another indication of a leader who assumes he has absolute power and who does exactly as he chooses to do." A well-advised, multi-million dollar non-profit with a Board comprised of independent trustees should not have these types of problems. If you doubt this, just ask the OCA where playing fast and loose with the rules and money landed their hierarch. Rules exist for a purpose and generally aren't just dreamed up by people for the sake of making rules.
I do have to agree with part of your comment: "After all they are . . . run by people . . . whose energies and experience are focused on their aims, not on legalities." Amen, father.
#22 AOA on 2009-07-09 16:10
Thank you, Father. I believe you are correct, and that the POWER to make these changes lies with the Holy Spirit, and with the Church, whom we are. I am not a delegate, but hope that you are one, and be assured of my prayers for all of you who are taking the "sword of the Spirit" and "the Shield of Faith" to fight this dreadful evil that has come upon us all. It is very interesting to reread Ephesians 6:10 ff.
Lord, have Mercy!
#23 pelagiaeast on 2009-07-10 07:12
I have been following this amazing story of mystery and intrigue from its inception. I find it interesting that Metropolitan Philip, a man who has done great things for Orthodoxy in this country, is now attempting to wield the same administrative power over his Archdiocese as Pope Benedict XVI claims over the Roman Catholic Church.
As a Western Rite Orthodox convert from Roman Catholicism, I am profoundly grateful that our Bishops are courageous enough to do their duty and, I hope, put a stop to this incipient slide into non-Orthodox church structure. However, all of us, clerical and lay alike, must do our duty to insure that our Archdiocese is not dysfuncitional but fully functional within the Antiochian Patriarchate. Our committment to Orthodoxy demands nothing less from us. This is not going to be easy or painless for any of us.
Actions have been taken, reports given, accusations and counter accusations made. It appears that there is a real possibility that criminal acts have been committed by some just as it also is possible for some to have committed serious violations of canon law. All of us, Bishops, Priests, Deacons, other clergy and the laity will have hard path to follow in the time to come. We must avoid the strong temptation from the devil to use our Archdiocesean situation as an opportunity to attack those whom we don't like or don't get along with or have grudges against. On the other hand, we can not and must not put our heads in the sand with the pious hope that somehow or other "it will all blow over".
Neither course is right. We must seize hold of the tools given us by Christ to do what is right: the sacraments, particularly the sacrament of convession and the Holy Liturgy. We must be sure that whoever we are, whatever position we hold and whatever action we take comes from as complete a union with Our Lord Christ in His Church as we can manage. We must study and understand what duties each of us have in this matter -- and we ll do have them. Then carefully, prayerfully and with the council of holy and wise men and women, both those living in our midst and those who have gone before but whose thoughts and writings form such a precious heritage for our Church, we must take appropriate action to see that dysfunction is healed and this Archdiocese is whole again. Moreover, we must work to insure that our Archdiocese becomes such a great light that it can, indeed, provide light to our whole country. We must not rest nor cease our prayer until we are indeed such a light on the mountain top!
May Christ illumine us all
Joseph L. Vacca
St. Vincent of Lerin'sOrthodox Church
Diocese of Wichita and Mid-America
#24 Joseph L. Vacca on 2009-07-10 14:56
What is the procedure for counting the votes for trustees at the Archdiocese convention? How are they counted, who counts the votes, when votes are counted, who tallies them? Before counters leave the room are they all aware of the final count for trustees?
#25 Anonymous on 2009-07-11 04:14
What is the procedure for counting votes for trustees at the archdiocese convention? Who counts the votes, tallies them and before all counters leave the room are they aware of winners?
#26 anon on 2009-07-11 04:22
Great article. One correction, however: the Archdiocese does claim to have a theological faculty, which runs the Antiochian House of Studies. Through this faculty the Archdiocese does grant Master of Applied Theology (in conjunction with the University of Balamand) and Doctor of Ministry (in conjunction with Pittsburgh Theological Seminary) degrees. There are 9 instructors on this faculty with earned doctorates from American, Greek, and even Vatican institutions, which is more then St. Tikhon's has. In fact, one of the Antiochian hierarchs has fulfilled the diocesan requirement of all bishops possessing an Orthodox theological degree by graduating from AHOS. The Director of AHOS is Fr. Joseph Allen, so you would have to consider him the clearest choice for that seat as a trustee...
#27 Jackson Downs on 2009-07-11 20:37
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