The Chairman
Chairman of the Board
You heard it here first:
Al Hornsby:[FONT="]October 27, 2009 [/FONT]
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Dear DEMA Member:
As you are undoubtedly aware, there is a great deal of antagonism and confusion circulating at this moment regarding a petition that expresses dissatisfaction and alleges wrong-doing against DEMA and the Board of Directors. The central issue is the allegation that the Bylaws Amendment passed by membership vote in 2008 was fraudulent, with the underlying rumor - the motive, if you will - that it was engineered by PADI and me for our benefit.
Unfortunately, the innuendo and paranoia being created have turned what should be a straight-forward debate over whether the Bylaws Amendment is now liked or not, into a directed attack on DEMA's and its Board's integrity and legitimacy. Accusations are flying, at a time when the industry should be focusing on business and the greatest financial challenges in its history. And for DEMA as an organization, its real contributions - like the retailer focused Be A Diver customer acquisition campaign, which has brought our industry ongoing national television advertising for the first time in its history - are being eclipsed by unproductive turmoil.
As the current DEMA Board President and an active DEMA supporter for more than 30 years, including being a part of the original group that formed the new DEMA in the early 1990s, I have a great deal of concern about the situation, and some things to share with you. Please excuse the length of this letter; unfortunately, there's no real way to discuss the issues with generalities or sound-bites. I hope you will take a moment to read it through.
As to the allegations associated with the petition that the Amendment balloting process was fraudulent, that the DEMA Board had refused to meet to discuss the concerns, etc., the memo sent by the DEMA Office on 25 October addresses and documents those issues, so there is no need to reiterate them here (if you have not seen the document, you may go to www.dema.org). However, in case there are still questions as to why the Amendment to eliminate term limits for the people elected to the Board was proposed, there were two reasons: [/FONT]
[FONT="]In this light, the rumor being spread that the Bylaws Amendment was in some way PADI's or my "plot" to dominate the Board ("President for Life" is the buzz phrase being used) hopefully is revealed to be as silly as it really is. PADI's executive staff has a number of individuals who could qualify to be effective Board members, and whom the company would trust. [FONT="]The truth is that the Amendment did [/FONT][FONT="]absolutely nothing[/FONT][FONT="] to PADI's ability to have qualified executives run for and serve on the Board.[/FONT] (And, while gratifying, the hard work of serving on the Board, let alone as Board President, is not a job one would prefer for life.)
- [FONT="]To correct an inequity in Board representation between large and small dive businesses[/FONT][FONT="] - The term limits prior to the Amendment allowed only two consecutive terms for individual persons serving on the Board. However, it allowed a member company with a representative at the term limit to replace that person with someone else, who could then immediately run in the next election. Companies large enough to have multiple, qualified representatives could continue to be represented on the Board, effectively not having a term limit, continuing their opportunity for contribution and influence.
On the other hand, a retailer, resort operator or other small business, or the one-person DEMA members (consultants, sales reps, etc.), with only one key person qualified and available to serve on the Board, had an absolute two-term limit. Despite the quality of their contributions or how much support for continued service they might have in the industry, they were forced to step down. While this inequity was historical and inadvertent, once it was realized, there was no justification for it to be left in place - it is unfair for term limits to affect different member classes differently. The flawed term limit bylaw deserved to be repaired and the Amendment accomplished that, through a properly conducted ballot. Ironically, the petition originators, while claiming to be supporting retailers, are actually hindering their ability to serve on the DEMA Board, by trying to remove these retailer rights through repealing the amended bylaw.[/FONT]- [FONT="]To bring continuity to the Board[/FONT][FONT="] - The second purpose was to bring more opportunity for continuity of purpose to the Board. DEMA and other membership associations face difficulties in planning, funding and carrying through long-term efforts, due to ever-changing boards with their ever-new agendas. The Be-A-Diver campaign, which took four and a half years and five different Boards to reach fruition from when Bob Hollis first presented the idea, may be the only one - and it had its challenges, at that. It is simply much more difficult to carry out a project of this magnitude without the continuity of people focused on its completion.
And, while eliminating term limits helps create an opportunity for continuity, remember that Board members don't get to just choose to stay on; they still must get re-elected. The voting members of the industry, no one else, will decide if their efforts have proved valuable enough to keep them for another term.[/FONT]
Speaking both as someone who has worked hard as a volunteer for DEMA for many years, and for a company that has supported DEMA as much as anyone in the dive industry, for us at PADI to be used as lightning rods for efforts that could damage the Organization and its contribution to the industry is very distressing. It seems obvious that the real issues at hand would be far easier to discuss and resolve without the underlying question of whether or not we are somehow profiting from the Bylaws Amendment, as is being rumored by the petition organizers. We want to do what we can to simply remove that potentially confusing element from the debate. To this end, I have spoken with the DEMA Board, and it has agreed to the following:[/FONT]
[FONT="]It is our hope that this series of steps will remove the cloud of confusion that has been created and allow a sane, reasonable discourse toward resolution of the issues, for the betterment of the industry. We do hope you will consider these issues and the important decisions at hand.
- [FONT="]I am the only person currently on the Board as a result of the Bylaws Amendment, and my re-election last year has been the only effect of its passage. To remove any question as to whether anyone -especially those of us at PADI - has unfairly benefitted from that change, I have tendered my resignation from the Board, effective at the end of the DEMA Membership meeting, at the Show, on 5 November 2009 [/FONT]
- [FONT="]DEMA will immediately organize a special election to fill my vacated seat. (By the way, I will not be a surprise candidate.)[/FONT]
It has been an honor to serve you and the industry through my DEMA Board participation these many years. I'll look forward to seeing you at the DEMA Show.
Sincerely,
Al Hornsby
Senior Vice President
PADI Worldwide[/FONT]
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