I sent the following letter to the ILCA BOD on December 19, and Amy Spangler
(ILCA President) responded (12/19/96) that she was looking into the matter. My
concern is that a letter from the Bylaws Committee of the ILCA BOD with further
explanations for the deletions still does not give each dues paying member their
right to vote for all the changes to their agreement with THEIR professional
association. I am concerned that we are missing the key problem with the current
ballot because of the controversy with the other changes themselves:

Dear Amy and ILCA BoD Members:

Any set of by-laws is a contract between the board of directors of the
association and the association membership. Both parties are bound by the
contract until both parties agree to change that contract - the board by
proposing a change for membership vote, the membership by voting the majority
specified in the contract (ILCA By-laws state a vote of 66% is necessary).
Change is described in our contract under the heading "Amendments" (currently
Article 16) and can be either an amendment (changes in existing wording or
additional wording) or a repeal of existing wording (deleting wording). Both
types of change to our by-laws need a  66% vote of the ILCA membership
" provided proper notice of each proposed change has been given the entire
membership " (1994 By-laws, Article 16, page 12). The ballot I received does not
clearly identify those parts of the contract that the ILCA Board proposes to
repeal; the ballot does not allow me as a member of ILCA to vote for or against
any repealed wording or sections. In my humble opinion, failure to follow the
1994 ILCA by-laws for changing the document invalidates the current ballot.

For the moment, Amy, let me take a specific to illustrate the above. I, as a
single member of ILCA, am in violent disagreement with the deletion of the
sections that prohibit ILCA and the Directors from taking infant formula
industry funding. What options has the ILCA BoD given me to voice my opposition
on the current ballot? None that I can see. I feel frustrated, helpless and
silenced - powerless to let the governing body know, with the clout of many
voting members, that we want to continue to take the moral high ground by
retaining in our by-laws the passages pertaining to funding sources.

I can understand where the association attorney and parliamentarians would
reasonably suggest that funding source issues belong in policies and procedure.
If we were an "International Association of Engineers"  this advice makes
complete sense. However, ILCA is more akin to "Clean Air For the World
Organization" in that we have strong  advocacy roots. This is unusual for a
professional association but is a major issue for many ILCA members and our
specific profession. I believe that where funds derive from for all ILCA
business, management and officers is a by-laws item for THIS association,
however it is for the membership alone to decide by vote whether to eliminate
these sections or to retain them (as an article or preamble).

Amy, I could go on with my personal feelings about the IBLCE credential for
voting members, the expanded geographical regions, the new Vice President for
Advocacy position, the Executive Committee of the ILCA BoD, reduced board
meetings, revised directors terms of office, etc. but these would only be one
ordinary member s opinion of the changes proposed by the ILCA Board and my vote
will clearly relay to this body how I feel along with all the other ILCA
members. I would also add my voice to the many calling for much more dialogue on
these proposed changes prior to being asked to vote. But I  CANNOT VOTE  for
those sections deleted from the current by-laws, and I admit to feeling that our
contract has been violated because of this. Consequently, I feel strongly that
the current ballot is invalid because it does not specifically notify members of
repealed wording and it does not give members the opportunity to vote on
repealed wording. I believe re-balloting the membership is necessary.

Amy, I apologize for my delay in responding to your prompt reply of Wednesday. I
felt the need to consult other resources at my disposal who understand by-laws
far better than I before I spoke up. I did not want to escalate a controversy
without being absolutely sure of the ground I stand on. Please, could you each
take a minute, step into my ordinary member s shoes, and recognize how you would
feel if changes were being proposed and you had no vote to voice your
opposition. Thank you for listening and considering my concerns.

Respectfully,

Jeanine Klaus, MS, IBCLC

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Jeanine Klaus, MS, IBCLC, LLLL (Oakville, Ontario)
ILCA President 1988 - 1990
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"The point is not to do remarkable things, but to do ordinary things with the
conviction of their immense importance." - Teilhard de Chardin
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