Jonathan Park’ report – part 2. The Board of Directors
1. 6. Changing the Bylaws of FF in Order to Facilitate Virtual One Man Control of the Board and to Eliminate Freedom of Thought and Conscience and Quash Any Possibility of Checking Possible Wrongdoing. Recently amendments to the longstanding Bylaws of the FF (formerly HSA-UWC, incorporated in California in 1961) were proposed by the legal staff of the FF. Some of the changes were housekeeping matters like changing the name of the organization used in the document to the FFWPU from HSA-UWC, others were entirely healthy and desirable changes like specifying the duties of the members of the board of directors. However, there were two provisions which I believe conscientious and thoughtful members would find highly objectionable and contrary to good governance. First was providing for the removal of a member of the board of director for no cause whatsoever. It is natural and necessary that a director be subject to forcible removal from his directorship for a valid cause. That has always been in the Bylaws. What was being added was the removal of a director at any time for no cause by a simple majority vote. Second was the provision to reduce the term of a director from 3 years to 2 years. After 68 years of having a term of 3 years for directors there is no necessity or advantage from reducing a directors term to only 2 years. At the FF I believe it has been typical that directors serve for very long periods of years like 10 or 20 years. For the sake of continuity, cohesiveness and camaraderie it is preferable that directors serve for longer periods of time rather than shorter. These two measures taken together would be inimical to the operation of a healthy, collaborative board of directors. It would facilitate the domination of the board by a simple majority which usually means an individual leader can come to dictate the operation of the board. There will be no room for diversity of thought, conscientious objection or dissent. More importantly with such means of forcible ejection there is very little room or possibility of checking wrongdoing by the clique or strongman who wields the most power. The board can be easily dominated which in the worst case can lead to unchecked corruption and even greater catastrophe. Here in part is the contents of an email I sent to the members of the board of directors about these issues on Oct. 30. Jonathan Park <[email protected]> to Kaye, Ki, Richard, Michael, farley, Hugh, Alexa, Tyler, William Dear Kaye and all the Members of the Board, I will be attending the board meeting on Nov. 3rd. Prior to the meeting I would like to bring to every one’s attention some extremely serious concerns about the proposed amendments to the Bylaws of HSA and hopefully have some preliminary discussions before the meeting. The proposed changes, specifically reducing the term of a director to 2 years from 3 and allowing for the removal of a director for no cause by a simple majority vote are fundamentally altering the principles of governance and will have profound consequences for our Church now and in the future. I doubt in the short time allotted for board meetings all aspects of these changes can be satisfactorily discussed and understood and consensus formed before voting. I stated some fundamental concerns in my email dated Oct. 21, 2017. A 2 year term is too short for an extremely long term minded organization like our Church. All the board members who are elected to serve are life long disciples of TP and the Church. I don’t know whether everyone would agree but I think that everyone would want properly vetted board members to serve for longer not shorter terms. For the sake of cohesion of vision and continuity of doctrine and policy, developing deep working relationships among the directors, developing a camaraderie and espirt de corp, all these things require directors to serve for a long period of time and knowing that their term is only a short 2 years and also can be terminated at whim by a ruling majority will stifle the healthy functioning of the board. I do not know the terms of the directors of other established churchs but it would be helpful to know and study many examples for comparison and edification before making this change. For example one well know church governing body is of the College of Cardinals of the Catholic Church who I believe serve for life same as the Pope does. This is only one example. I see no good purpose for allowing for the removal of a performing director for no cause. We already have the ability to remove a director for cause which of course is necessary and appropriate. But the effects of being able to remove a director by simple majority vote for no cause is almost entirely bad and in extreme circumstances can be catastrophic. At this time the HSA board is a completely independent, self perpetuating board. We are not legally bound to follow the wishes of TP in any way. We are all completely aware of our moral and sacred duty to follow and obey the TP but this is not codified in our organizing documents. Therefore when and if a ruling majority desires to sever all ties to the Worldwide FFWPU Church and alter any of our fundamental beliefs and principles it is entirely possible to do so. A short board term and the ability to terminate a board member for no cause can lead to dictatorial rule by a simple majority. Even before directors are removed at will, being subject to such a rule will make it all but impossible to criticize, or point out mistakes or stand up to corruption and wrongdoing by the ruling clique and its leader. Such a rule would enforce conformity, leave no room for debate or alternative or creative thinking, in short it could devolve into a dictatorial, tyrannical rule so very easily after these few remaining sensible safeguards have been removed. We need look no further than what has happened at UCI. After H1 had a majority of 3 on the board he eliminated the 2 board members loyal to TF and became a [rogue] organization waging war on the main body of the Church. In 2008 HSA itself when through this traumatic trial of fire and by the Grace of Heavenly Parent and Heungjin Nim in Spirit World HSA remained true to TP and did not fall away from the Worldwide Church due to a 5-4 decision not to follow H1. With these new rules in place it is setting the stage for another catastrophe in the future. I must ask why and who would want to lay the ground work for a tragedy like that. Rather than shorten the term of a director and make it possible to expel a director on the whim of the majority we should consider making the threshold for electing a new director and expelling a director for cause at 2/3rds or higher. The one good change proposed to the amendments was to make changes to the Bylaws require a 2/3rds majority vote. This should be applied to election of new directors and expulsion of directors for cause as well. Firstly I recommend that we postpone the vote on the amendments to the Bylaws for a future date after there has been time for careful deliberation, discussion and vetting. Second, I recommend that the National Council members take up this deliberation and eventually come up with a recommendation for the Board of Directors to then consider. We can consider the NC vetting as similar to passing a measure in the House of Representatives the Board of Directors approval will be like passing in the Senate. To keep using the analogy I don’t believe these proposed amendments have been thought through even in committee. After I sent the memo it seemed that at least the provision to remove directors without cause was taken out of the proposed amendments. The board was to discuss and vote on the Bylaws amendment at the Nov. 3rd board meeting but at this board meeting only the topic of whether I should resign was discussed and the amendments to the Bylaws was put off to the next board meeting and the meeting abruptly adjourned. Now it is unclear what amendments to the Bylaws of the FF will be adopted at the next board meeting. I urge the NC members to review the amendments and if removal of directors for no cause is reintroduced and/or the term of directors is being reduced raise objections and block its passage. I am sorry for the length of this document. There is so much that needs to be said it is difficult to keep the document short. There is so much more I can testify to if the NC or the Board is interested in hearing my testimony and evidence. In conclusion I believe if the NC will investigate the charges that I have made here it will find that Dr. Ki Hoon Kim is culpable of misconduct, incapacity and neglect of duty as the Chairman, director and chief executive of the FF which requires positive measures to correct and to prevent further harm to the FF and damage to its business operations and assets. I strongly recommend and request that the NC request the Board of Directors of the FF to conduct an inquiry of the misconduct, incapacity and neglect of duty by the Chairman and at a minimum remove him from responsibility for the management of the business and asset management affairs of the FF and that a professional and competent business executive with asset management/real estate management experience be found to run OBIAD and have this CEO report directly to the Board of Directors and not to the Chairman who is incapable of professionally managing the business portfolio of the FF and is also severely compromised by special private interests. This I believe is the surest and structurally the soundest way to ensure that the FF’s considerable business interests and real assets are managed properly and properly serve the mission of the FF. I thank each member of the NC for hearing out this complaint and it is my sincere hope you will be able to eradicate the sub-par level of professionalism in financial management that plagues the FF today and reorganize and revitalize the business side of the FF for the future. Thank you and God bless you, our Church and our Precious True Parents, Jonathan Park Executive Managing Director Office of Asset Management and Property Development Member of the Board of Directors 481 8th Avenue New York, NY 10001
Who is Jonathan Park?
Jonathan Park’ report – part 1. Complaint Concerning Church Funds
Whistleblower Jonathan Park removed from HSA Board, chaired by same person his complaint mentioned
http://familyfed.org/nationalcouncil/whistleblower-policy/







