Interview followup with Joel Munn, RM Board President

Joel Munn, RM President Interview with Dave Schuiling, Director of Education

Last winter I interviewed our President, Joel Munn. The interview received so many compliments and support that we have decided to have a follow up conversation.  With so many articles and reports being sent out via our various levels of social media such as Facebook, LinkedIn, the Scoop and the Community, we thought it was time to check in on the state of the division and what’s happened since last February.  

Scoop:  Joel, great to catch up with you again.  We did our last interview in February. Many of our members said the interview brought a good deal of clarity on some complex subjects.  Thanks for sitting with us.

Joel:  Thanks Dave.  It’s great to have the opportunity to speak directly to our members and The Scoop is a forum I appreciate.  I get around quite a bit during the season and visit some of our groups on the mountain.  There are always some great things going on, however everyone is wrapped up in the fun and learning or focused on a cert exam. Other than a quick chair ride with a few people here and there, I don’t get to speak to a lot of people in depth.

Scoop; Well, with all that’s been going on since we spoke last on this forum, how are you feeling about our current situation regarding interactions with ASEA and the other divisional companies?

Joel:  The past 6 months have been eventful yet, relatively speaking, non-productive from a partnership/affiliation perspective.  I think what is important right now is how our members feel about the situation.  My personal take is that our members are happy with how Rocky Mountain (RM) is being run from an administrative standpoint and judging from the participation and enthusiasm we see in our educational events, it would seem we are in a great place.  The overwhelming feedback we get supports this positive viewpoint.  We do however have continuing issues regarding ASEA, (National) relative to their insistence on having us sign their proposed Affiliation Agreement.  The present ASEA sponsored and facilitated Governance Task Force (GTF) has unfortunately turned out to be another move promoting the affiliation agreements.  The RM Board of Directors has pointed out realistic problems with the structure and organizational model that negatively affect our ability to move RM into the future.  I feel that no other division has been more engaged, creative, and transparent in the entire process than RM.  Yet our attempts to find resolution have been fruitless.  We are, and have been for over a year, at an impasse.  We have some irreconcilable differences.  As our recent Board Report to the RM members indicates, the time has come to stop the costly, non-productive and counter-productive arguments, and potentially “agree to disagree.”

Additionally, the time has come for our RM leadership, in support of our membership, to make some very difficult decisions.  We’ve spent enough time, money, and human resources on this matter.  Unfortunately, as negotiations stagnated, RM became the target of a negative PR campaign which is causing undeserved damage to the reputation of our division, our administrative staff, and volunteer leaders.  The RM board has studied every side of the situation; we have sought legal and professional advice, and worked with three other divisional boards with common viewpoints.  The four non-signing divisions are RM, East, Intermountain and Northwest who represent 74% of the entire membership.  We have a very good understanding of our options both legally and procedurally.  Now before moving forward we must have the additional viewpoints and opinions of our engaged members as soon as possible.

Scoop:  Wow, that’s quite an opening statement!  Let’s focus on a few key aspects and go into more depth to help better our understanding of the issues.

Joel:  That’s why I’m here. I’m going to speak in my normal frank and direct style if that’s alright.  The points I make are agreed upon by our Executive Committee, as well as our internal task force on this issue; which is just over half of our board.  The rest of the board is in tune with the information, and as I continue to check for understanding, in general agreement.

Scoop: Fair enough.  Ok, for a starter, let’s focus on what you call “irreconcilable differences.”  What exactly does that mean?

Joel:   This is as simple as I can describe it:  We want to be a partner in a national organization. The present organizational model that ASEA believes in is a top-down model and they are trying to solidify this model by having all of the divisions sign the affiliation agreement.  RM wants to be partners in a collaborative national association.  They want, and assert they have, ultimate control.  People should make no mistake as they assess this subject; this is about control.  The very existence of RM, in the way we all know it, is at stake here.  Our independence in all of what we do is at risk.  We have always been a culturally rich, proud, successful, and visionary division.  We have an incredible depth of talent, and a passion for constantly improving ourselves which is, in my opinion, unmatched.   The success of divisions comes from their ability to manage their own businesses.  Part of that management is based on the divisions’ ability to connect and communicate with individual members as well as the schools.  Our Administrative and Educational Staff have historically had a sense of ownership in the organization they are directly responsible for; this is what fuels their passion and creativity.  The by-product of that passion is the culture which develops and drives the values, belief systems, and behavior which gives a division its unique and specific identity.  As this board looks at the “mother ship” model (top-down) being promoted, we feel it is not sustainable financially, practically and procedurally, and most importantly from a human resource perspective.  Why does ASEA continue to need dues increases, have an infrastructure that is limping, and a turnover in their staff which is staggering?  I encourage all members to take a close look and start asking some serious questions.

Scoop:  Where does the assertion of ultimate control come from?

 Joel: Well first I would ask people reading this interview to read all of the earlier links posted to the scoop on our web site.  They need to get a greater perspective on history and the maneuvering than I can provide in this timeframe.    But to answer your question, the ASEA owns the Marks, Logos, and Intellectual Properties which we use in our RM business model. The ASEA Board and their attorney Mr. Walters have repeatedly stated that because they own the Properties, they must have ultimate decision-making power over anything concerning those Properties.  That can, and over time most likely be applied to almost everything we do within RM.  This statement positions ASEA with control in a top-down, authoritarian model.  Our attorney has explained to us very clearly that signing the present agreement is akin to signing over RM. Our administrative group would come under ASEA directive in many ways, our Education Staff would be progressively directed and monitored by ASEA, and many decisions which could affect financial stability and the versatility of our business model could be made by the ASEA Board and directly and indirectly by the ASEA Executive Director.  The fact of the matter is our Board most likely cannot even sign the present agreement legally; at least without a By-Law change amended by the board and adopted by the membership.  We also believe we cannot sign it ethically.  When we say we want to be partners we are serious.  They continue to tell us we are an affiliate of them; not in affiliation with them.   We respectfully disagree!  Since we are an independent non-profit corporation we have every right to do so.  In many ways, this move on the part of the ASEA can be interpreted as an attempted corporate take-over.  Our Board is sworn to a “duty of care” of this organization.  It is impossible for us to sign the proposed agreement, and at the same time meet that duty.   It is just that simple.

Scoop: What would you say is the primary difference with what RM is proposing and the position of ASEA and the 5 divisions that have already signed the present Affiliation Agreement?

Joel:  At present the ASEA is a tenth, and for the most part, a separate corporate entity in a “national” organizational model which we believe should be nine or less.  There are no legal ties between the divisional companies and the ASEA other than the 1986 Licensing Agreement.  Our attorney argues that ASEA actually has no members.  There are the “divisions” and there is the ASEA; it is not one and the same.  Before 1971 there were only divisional members.  Pros had the option of joining PSIA (now ASEA); a separate organization.  Since its inception, PSIA was intended to be a marketing, publishing, and at times facilitator between the divisions; these were the services they were formed to provide.  Those services were and still are, to varying degrees, necessary.  In the late 60’s it became apparent that the dues collected were not sufficient to keep PSIA financially viable. Thus the divisions, in order to keep PSIA afloat, agreed to have members join both organizations. The divisions, as business entities, were not then, nor are they now, members of PSIA (ASEA).  Therefore, and unfortunately, the divisions cannot directly represent their members or business entities.  Decisions are made without member or divisional recourse by the ASEA Board; and ultimately their Executive Director and administration.

Our proposal is relatively simple:  We believe the divisions should be the sole members of what is now called ASEA.  In essence the divisions would be ASEA.  The existing ASEA office and infrastructure would continue as it was intended; a Service Center to the individual members and to the divisions who supply the members.  ASEA would “house” the Properties, and when we get there, the National Standards.  The present Lakewood group would essentially be the “headquarters” of the new alliance or partnership between the divisions. Management would report to the new Board of Directors.  The Board would consist of one Board Member from each of the divisional companies, and thus finally be a “National Board.” Each Board Member would directly represent their respective, contributing company, yet certainly have responsibilities for the welfare of the entire group.  At present from the advice of our attorneys, this structure is the only structure which would allow us to directly represent our members and the company they own, within a national organization.

We also feel it is imperative that voting within this Board, on most if not all matters, needs to be proportional to the number of members, and ultimately the financial support, each division is contributing. At present, the ASEA is providing administrative assistance to some divisions. It may be argued, and is by some, that they are being at least partially subsidized by the dues of members of the other divisions. One might conclude that this is a contributing factor for some of the divisions that have signed the present Affiliation Agreement.

We believe our suggestion is not only for fairness and practicality, but to make the entity financially sustainable; something which is in question as it exists today.  At present there are 3 divisions that in total do not have the same amount of members combined in the next smallest division.  For their best interest, and the best interest of the new national entity, we suggest they consider combining with each other, or perhaps partner with their nearest geographical neighbor.  This would make the national entity either 6 or 7 divisions.  We believe this would make a new national organization less cumbersome, allow for more equity in voting, consistency of process and standards, ease of movement forward on issues, and as I mentioned, financial stability.

Scoop:  Ok, you’ve laid out the present situation very clearly.  With all of this in mind what do you and the Board see as our options going forward?

Option 1: First I would say we need to decide whether RM wants to be part of a top-down national organization. We have stated unequivocally we want to be part of a “national entity.”  With that said, we continue to insist it be a partnership, not a top-down model.  We’re asking for feedback from our members as soon as possible.  We are being forced on a number of fronts into making a decision.

As for the Board of Directors of RM, we feel because of our fiduciary responsibilities to the survival of RM, it is not possible for us to sign such an agreement. Yet, should the overwhelming majority of our membership tell us they don’t agree, we have to give serious consideration to signing the Affiliation Agreement, along with whatever governance model.  So, what I’ll call Option 1 is to sign the Affiliation Agreement.

Option 2.   This is a choice that in essence would be a transition period.   We feel we have tried in every way to offer a best case scenario for this issue to come to resolution.  Yet it is obvious that ASEA will continue with its refusal to allow the divisions to be the members of ASEA and ultimately be ASEA.   We are now moving on and simply “agreeing to disagree.” When I say move on, we will state our intention to ASEA to continue with business as usual.  We will continue to set standards, educate to those standards, and verify that education through our certification programs.  We will use the Marks, Logos, and Properties as we always have and will continue to collaborate with our divisional partners.  With that said, note I said “transition.”  Every indication we’ve seen from the ASEA Board and their attorneys is that if we do not sign the Affiliation Agreement, they will subsequently pull our right to use The Properties.  Their attorney, Mr. Walters, put it very simply.  He stated “if you don’t sign, you will be in violation of the 1986 Agreement and will have essentially given up your right of use.”  From his perspective and that of the ASEA President Mr. Sheckleton, anyone not being a member of the ASEA should not wear PSIA or AASI pins.

That leaves us with Option 3.  If and when the ASEA decides to pull our use of The Properties, we would be forced to transition into a newly named company. We would manage our affairs under a new logo and seek legal means to continue use of what they consider “their” Properties.  RM educational units would continue to be valid and we would negotiate reciprocity with the other divisions.  How the ASEA would handle this is unsure, yet they have stated they would “come into” RM and conduct educational and certifications events.  Our members would have the option to join both RM and the ASEA, yet as things stand right now, unless the ASEA adapts another By-Law change, could not join the ASEA solely because you can only become a member of the ASEA by joining a division first.

I do see an Option 4.  That would be the ASEA Board giving up on the ultimate authority they are pursuing and join a collaborative process to design a completely new paradigm as I proposed earlier in this conversation.  They can do that with us, or if not, we can take the lead alone and invite our divisional partners to move in a direction without the ASEA and form a new paradigm.

Scoop: Thank you very much Joel for your continued passion, dedication and perseverance through this process.

Please check out last winter’s interview in the winter edition of The Instructor to Instructor on our website www.psia-rm.org.  You can also find historical documents in earlier posts on The Scoop.