MassEquality formalizes changes to mission, board of directors

The MassEquality Board of Directors approved changes to the group's by-laws and articles of incorporation at its Dec. 12 meeting, thereby formalizing its decision in November to expand the organization's mission to encompass LGBT issues beyond marriage. The board also approved a resolution that dissolved the organization's coalition style of governance. The votes were taken in the aftermath of the resignations of two members of the 18-member board.

"We've finally reached a point where we can actually implement the plan that was put in place back in November," said MassEquality Board Chair David Wilson.

After a three-month strategic planning process, the board voted at its Nov. 3 meeting to expand MassEquality's mission. Besides focusing on re-electing pro-equality candidates and incumbents in 2008, the organization will now advocate in-state for other LGBT issues. It is also going to collaborate with Gay and Lesbian Advocates and Defenders (GLAD) on achieving marriage equality in other New England states.

The votes at the most recent board meeting makes that expanded mission official. A two-thirds vote of the 16 remaining board members was needed to approve the changes to the articles of incorporation, which detail basic information such as the organization's name and reason for its existence. A two-thirds vote of members present was needed to change MassEquality's bylaws, the rules by which the organization governs itself.

Wilson declined to enumerate the vote tallies but said, "I think there was a building of consensus from the November 3 meeting to the December 12 meeting. I think there was a better understanding of what the expanded mission would look like and how it would actually be implemented." He added that in the five weeks between meetings some board members were able "to form a team that was all on the same page."

According to two sources close to the proceedings, 15 of the 16 remaining board members were present at the Dec. 12 meeting. The vote to change the articles of incorporation was 11-1; three members abstained. Said one source of the vote count to change the articles of incorporation, "If you're talking about reaching consensus [with a two-thirds vote] that's just eking by." The vote to change the by-laws, according to one source, was 12-0 with three members abstaining.

Wilson declined to confirm the vote tallies, stating, "We received a two-thirds vote, which was the mandate we needed to go forward with the new mission."

The board also voted to change its coalition governing structure. Previously, MassEquality functioned as a coalition of many LGBT and other civil rights organizations and 12 of those coalition organizations each chose a board member, while six members were independent of any coalition organization. Going forward, the entire board will be completely independent of other organizations.

The election of a new board will take place on Jan. 31. Wilson said the new by-laws call for a board with a minimum of 10 members and a maximum of 18. "It's my hope that we will have the minimum of 10 [on Jan. 31] and then over the next few months following we'll ad new board members. Current board members may submit their names for to the nominating committee for re-election, said Wilson, who also noted that he is hoping for a more diverse board that includes transgender people, more people of color and representative from other LGBT constituencies like youth and aging advocates.

The votes to change MassEquality's by-laws, articles of incorporation and governing structure came after the resignations of two of the board's 18 members. Though Wilson noted the resignations during an interview with Bay Windows, he declined to name the members that had resigned from the board.

Bay Windows has confirmed that the resigning members are Joan Ruttenberg and Scott Squillace. Ruttenberg declined to discuss the reason for her resignation. Squillace, who previously served as board treasurer, said that given MassEquality's expansion beyond just the marriage issue, he felt it was the right time for him to step aside to make room for new board members. Squillace had previously expressed frustration with the strategic planning process (See "Anger after MassEquality board vote," Nov. 8), but in discussing his resignation said, "I wish them well. I wish them all the best."

The new by-laws and articles of incorporation must now be filed with the Secretary of State's Office.