General Assembly 2014 Event 505
This report is part of a longer event. Go to General Session VIII for the complete video and order of business.
JIM KEY: So our next item of business today is to consider and vote on the proposed amendments to Sections C10-6 and C10-7 regarding provisions concerning investments. The text is found at page 98 of the final agenda. The mini assembly concerning this amendment was held Friday. You're closing in on me. Donna Harrison, the Vice Moderator, will make the appropriate motion.
DONNA HARRISON: Moved, that the proposed amendment to Section C-10.6 and C-10.7 regarding provisions concerning investments found at page 98 of the final agenda be adopted by this assembly.
JIM KEY: I now call upon Sarah Stewart, chair of our finance committee, to give the position of the Board of Trustees.
SARAH STEWART: The UUA Common Endowment Fund—
JIM KEY: Start again. I'm sorry I didn't use the pro microphone cue to cue the tech deck. My fault. I recognize the trustee at the pro microphone.
SARAH STEWART: The UUA Common Endowment Fund, or UCEF, has about $175 million in invested assets. The Association's own endowment funds are invested in UCEF, yet about half of the $175 million in the Fund were invested by more than 300 UU congregations and related organizations.
Several years ago, the UUA's independent auditing firm recommended that we change the legal structure of the Fund to provide better protection to the congregations that invest in UCEF. Currently, the funds invested by congregations are technically owned by the UUA, subject to obligations and subscription agreements. In the highly unlikely event that the UUA were to lose a lawsuit by a plaintiff who was awarded many millions of dollars in damages, the assets in the Fund that are owed to investing UU congregations might arguably be subject to those claims against the UUA.
To prevent such a dire if remote possibility, the UUA board voted in 2012 to set up a limited liability company, or LLC, to own the endowment, both the UUA's funds and those invested by congregations. The LLC will be under the full control of the UUA Board, which will appoint the members of the LLC's Investment Committee. The LLC has now received IRS approval as a 501(c)(3) organization. And the UUA plans to transfer UCEF's assets to the new LLC in January 2015.
A number of provisions of the bylaws control the investment of endowment funds. In consultation with our legal counsel, last year the Board recommended a series of bylaw amendments to align the bylaws with the new LLC. The 2013 General Assembly passed them overwhelmingly. The Board urges their final adoption by a 2/3 vote at this General Assembly.
JIM KEY: Thank you. As a reminder, those speaking in favor of this bylaw amendment should use the pro microphone, and those who wish to speak against, the con microphone. I recognize—excuse me. Let me—
SPEAKER: Why don't you clarify that before anybody speaks?
JIM KEY: It's not on this one.
SPEAKER: No. We're not—
JIM KEY: No. You were over here.
JIM KEY: This isn't what we're doing.
SPEAKER: Oh. My mistake, then. Never mind.
JIM KEY: Takes a village, my friends. I recognize the delegate at the pro microphone.
STEVE FINNER: Thank you, Mr. Moderator. Steve Finner, president of the Vermont Quebec Universalist Convention, the only state organization guaranteeing salvation to all those who love.
Our funds are invested in the Common Fund. And we favor this bylaw change. Thank you.
JIM KEY: Thank you. I recognize the delegate at the procedure microphone.
JIM GRAHAM: Thank you, Moderator Key. Jim Graham from the Church of the Larger Fellowship. Just a point of clarification. Is a 2/3 majority a 2/3 of the delegates who are currently on the floor?
JIM KEY: Yes.
JIM GRAHAM: Thank you.
JIM KEY: Am I correct on that, sir? There being no one at the con microphone, I suspect we're ready to vote. Yes? Any comments on the off-site delegates? No.
You're ready to vote then. All those in favor of adopting this resolution, raise your hand. Your bylaw change, here we go. Cards down. Opposed?
The motion clearly passes. Thank you very much.
You all are moving through these things with great speed and efficiency.
SPEAKER: Yeah. Now we're doing that.
JIM KEY: Yeah. OK.
SPEAKER: Want this?
JIM KEY: Yeah. I do.