The democratic process...

Last night's Board meeting was tiring, especially since I was fighting some kind of virus. But again, it showed that our Board is functioning well. We have individuals dedicated to making Kadima better, and we also have people with strong opinions.

At heart, I am a democrat (small "d"). This means that, within reason, I prefer to send things to the Board for discussion and determination rather than merely dictating results. This can be difficult, since often times when you do this, you can't control the result, and the Board may come to a different conclusion than what you think is best. But I firmly believe that having the Board decide things is critical to create an engaged Board, and an engaged Board, as we are seeing this year, is a Board that strongly participates and supports the school.

But democracy can be messy, especially when there are strong personalities involved. As a lawyer, I am not averse to argument; indeed, I believe in the legal system which is based upon the idea that the adversarial process often (but not always) can lead to the best result. So, I welcome debate in Board meetings. I think that people need to have the chance to be heard, and I believe that, ultimately, after reasoned debate, the group will generally come to the best conclusion. My experience thus far with the Kadima Board has proven this to be the case. Our Board is engaged, we have substantive discussions at our meetings, we have excellent attendance, our committees are working, and for the first time we have 100% participation by the Board in our annual giving campaign. Indeed, last night, we did something we've never done; we handed out names for solicitation calls, and people actually took them, and I believe will make the calls.

One of the projects that we've been working on is revising Kadima's bylaws, which, unfortunately, are a bit messy and out of date. Changing bylaws--which are the school's constitution--is a hot button issue, since it tends to bring out underlying concerns from people about the school's governance as well, as unfortunately, personal grievances which can make debate difficult.

The bylaws committee has been working the bylaws, and we've finally developed a working document that is almost completed. But the Committee could not come to consensus on several issues, so I decided to bring these issues to the Board. The Board, after all, will have to approve the bylaws in the end, so if there are problems, we need to know about them now. The discussion was heartfelt, and somewhat emotional. It was a bit difficult--especially since I was firing on less than all cylinders last night--to keep control, but I think that things did not get completely out of hand.

The discussion was interesting and I think that the Committee got some much needed additional guidance. It was also frustrating, since I felt that there are certain legal issues that we did not explain very well, and that this led to unnecessary debates and arguments. Several people seemed not to realize, at least initially, that bylaws set broad principles, and it is critical that we not shackle future boards from taking actions necessary to protect the school.

Indeed, the difficult thing about bylaws, is that we have to develop a system to protect the school against circumstances which are unimaginable. For that reason, bylaws cannot be narrowly tailored. Nor should they be subject to constant amendment.

In the end, while exhausting, the meeting was exactly the kind of meeting that I, the "democrat", believe should occur. No preordained result; proposals that are not half-baked, and reasoned, full discussion, that ultimately leads to better results.

So the bylaws process will continue forward with guidance from the Board. And hopefully, we will have new bylaws soon.

I hope everyone has a wonderful Channukah.