The Baylor Alumni Association issued the following press release today, following its Sept. 6 Board of Directors meeting:
In Last Ditch Effort to Avoid Protracted Litigation
BAA Board of Directors Votes to Submit Final Settlement Offer to Baylor University
WACO, Texas (Sept. 8, 2014) – The Baylor Alumni Association (BAA) Board of Directors on Saturday, Sept 6, voted to submit a final settlement offer to the Baylor Board of Regents in a last-ditch effort to avoid protracted litigation with the university.
“We thought we had a framework that would work for both parties but the university has been reluctant to move forward,” BAA President Keith Starr said. “So we’ve decided to offer one final streamlined proposal.”
Details of the settlement offer remain confidential at this time pending a response by the Baylor Board of Regents.
“The BAA believes it is important for the entire Board of Regents to have an opportunity to proceed in a deliberative manner with regard to our settlement proposal with no outside influence,” Starr said. “We believe that is what is in the best interests of the entire Baylor family.”
The university sued the BAA on June 6, seeking to stop the 155-year-old alumni association from using its trademarks and from offering certain services to alumni. The university created an Office of Alumni Services and began publishing the Baylor Magazine in 2002, and has since restricted the alumni association’s access to member names, on-campus events, long-standing recognition programs, and university services, including its call center for membership drives.
“We believe that the Baylor Board of Regents does not have the right to unilaterally terminate long-standing, formal agreements that make the BAA the officially recognized alumni association on campus, and that the Regents’ effort to do so wrongfully undermines the association’s ability to function,” Starr said. “We have made every effort to find a way to resolve our differences, but if pressed, we intend to prevail if the case goes to trial.”
Starr said both parties spent much of the summer seeking to find a framework that will work for both parties.
“We are all gratified that Baylor President and Chancellor Ken Starr was an active participant in this summer’s meetings and that he appeared to support a settlement,” Starr said.
“The vote (Saturday) indicates that we want to settle without further pain,” Starr added. “We want to move toward a brighter future for all of us — united as the Baylor family.”
For more information about the ongoing issues between the BAA and Baylor University, please read the Spring 2014 issue of The Baylor Line, a BAA publication.
We wanted to let you know the unfortunate news that working-level discussions with Baylor University to settle the lawsuit that the university filed against your alumni association have broken down.
“The Baylor Alumni Association and Baylor University spent the better part of the past month trying to resolve our legal dispute, said BAA President Keith Starr. “Unfortunately, it does not appear that our efforts are going to be successful at this time.”
The BAA has tried for several years to reach an agreement with the university that would enable the Association to preserve our name; the title of our Baylor Line magazine; and keep our commitment to thousands of Baylor alumni.
However, the university has chosen to continue its efforts to marginalize the Association, up to and including filing a lawsuit against its own officially recognized alumni association.
Despite its reluctance to be dragged into litigation, Starr said the BAA had no choice but to assert its legal rights and move forward in defense of the lawsuit, and has filed its answer and counterclaim in McLennan County District Court as required by Texas law.
The countersuit asserts that the university does not have the right to unilaterally terminate its longstanding agreements with the BAA, and that the Regents’ efforts to do so wrongfully undermines the Association’s ability to function.
Starr said Baylor Regents, through their attorneys, gave the Alumni Association until Sept. 6 to approve their latest settlement offer, the terms of which remain confidential.
Regrettably, the Regents rejected the BAA’s appeal for more time to adopt a set of revised bylaws — a process that requires approval by the BAA Board of Directors and adoption by two-thirds of its members. Before any vote on amendments can take place. they must be included in a meeting notice published in the Baylor Line magazine.
“At the end of the day, our efforts at peace failed, and the timetable insisted on by the Regents was unworkable,” Starr said. “Now we must reluctantly but resolutely defend the claims made against us and prosecute our counterclaims.”
Baylor Alumni Association (BAA) President Keith Starr today issued the following statement in response to a lawsuit filed against the Association by Baylor University:
“We are disappointed that Baylor University has elected to file a lawsuit against the Baylor Alumni Association.
“We have tried for several years now to reach an agreement with the University that enables us to preserve our name; the title of our magazine, The Baylor Line; and keeps our commitment to thousands of Baylor alumni. However, the University has rejected our attempts at peace for over a decade and has chosen to continue its efforts to marginalize the BAA, up to and including suing its officially recognized alumni association.
“The BAA now will defend its legal rights, present its counterclaims, and oppose Baylor University’s relentless effort to silence the Association, which has served as an independent yet supportive voice of Baylor alumni for more than 150 years.”
The Baylor Alumni Association (BAA) today announced the election of 10 members to its Board of Directors. Keith Starr (’83) was elected to a one-year term as president of the alumni association.
“On behalf of the BAA, I am pleased to welcome these new and returning members to the board who will guide the organization as we chart our future course,” Starr said. “As an independent voice for Baylor University’s alumni, the BAA’s commitment is, and always has been, the advancement of Baylor University. Our ideals can only be achieved through the collective efforts of leaders like these who are committed to realizing the BAA’s mission and goals.”
In addition to Starr, the BAA’s newly elected officers are:
- James Nelson, III (’04) — Treasurer
- Emily George Tinsley (’61) — Secretary
Newly elected board members:
- Sharon McDonald Barnes (’78, ’80)
- Babs Baugh (’64)
- Matt Miller (’57)
- Jim Nelson (’68, JD ’75)
- Stan Schlueter (’69)
- Stacy Sharp (’76)
- L. Wayne Tucker (’85, MBA ’86)
A full list of board members can be found here.
Directors on the BAA board serve three-year terms, and are elected by the membership. These terms are effective as of June 1, 2014.
In other business, the board of directors recommended, and the members approved, a thoughtful, deliberative, and inclusive process to chart the future course of the BAA.
Among the options under consideration:
- Adopt the awarding of financial assistance to Baylor students as the primary function of the organization.
- Adopt communications with members as the primary function of the organization; or
- Adopt both communication with members and awarding of financial assistance to Baylor students as the primary functions of the organization.
According to Starr, the BAA has worked diligently in the last few months to improve transparency with all members and has amended the association’s bylaws to give members the flexibility to vote electronically on certain BAA matters, in addition to BAA’s longstanding practice of in-person voting at meetings.
“We plan to have an open, inclusive dialogue over the summer about the options outlined today, which will prepare the membership to decide this fall on the future course of the BAA,” Starr said. “The BAA remains committed to an open, transparent dialogue about constructive, mutually beneficial results for our members and the University. We believe that such dialogue is the best course to pursue in determining the BAA’s future and its continued commitment to Baylor alumni.”
The Baylor Alumni Association board of directors met on January 25 in Waco, and Alumni were invited to voice their opinions about the future of the organization. During the meeting, directors discussed current issues facing the association. Click here to view the correspondence shared with the directors as reference materials for parts of the discussion. At the meeting, the board of directors unanimously approved the following recommendation from the Executive Committee concerning the next steps for the BAA:
The appointment of a committee by the president to prepare proposed amendments to the constitution and bylaws to reflect the continued support of Baylor University through the publication of the Baylor Line, existing endowment funds, any other endowment funds that may be created by the Baylor Alumni Association in the future and other such support as the committee may deem appropriate.
Thank you again for your continued support. Please click here to review the statement issued after the meeting.
George Cowden III
Board of Directors
Baylor Alumni Association
The Baylor Alumni Association (BAA) will host a pregame Homecoming reception at 3:30 p.m. on Saturday for all alumni. The reception will be held under the BAA tent located at the corner of Dutton Avenue and Thirtieth Street, behind the George’s Restaurant tailgate area adjacent to Floyd Casey Stadium.
In lieu of the traditional Friday afternoon meeting and open house, the pregame reception will be an opportunity for alumni to meet and talk with BAA board members about next steps for the alumni association. The BAA will offer light refreshments at the reception.
“We thank our donors, alumni, and their families and friends for their strong support over the years at our Homecoming events,” said Chad Wooten, Chief Operating Officer of the BAA. “We look forward to communicating with Baylor alumni and rooting for the Bears during what is sure to be another exciting Homecoming game.”
According to a survey e-mailed last week by the Baylor Alumni Association, members’ opinions vary as to the future direction of the organization.
The informal survey identified three primary options for the BAA in the wake of the disapproval of the Transition Agreement on September 7. Sent to member e-mail addresses listed in the BAA database, the e-mail generated nearly 1,900 responses and 809 written comments.
The option receiving the most votes, 50.49 percent, read, “Seek to make organizational changes (dissolve and/or reestablish) to try to maintain control of the BAA’s endowment—possibly becoming a foundation that primarily provides scholarships to Baylor students from alumni families. The scope of the organization would be limited compared to the BAA’s historic role. Endowment earnings could fund scholarships, or if the BAA dissolves, funds could be dispersed to an existing nonprofit Christian organization providing or supporting higher education.”
The option garnering 30.14 percent of the vote read: “Seek to defend the BAA’s legal agreements and try to maintain the ‘Baylor’ name and the BAA’s historic role. This would likely lead to a lawsuit against Baylor University and could require significant expenditures from the BAA’s endowment.”
The third option, which received 19.37 percent of the vote, read: “Change the ‘Baylor Alumni Association’ name and seek to maintain the BAA’s previous roles (alumni relations and communications) while operating wholly outside of Baylor. This would mean starting from scratch and ‘re-branding’ the BAA—creating new publications, programs, websites, and social media outlets.”
The alumni association’s Board of Directors met in Waco on Saturday, October 5 for its regular fall meeting, and will continue to meet through the fall to decide on the organization’s next steps. —Lisa Asher
The members of the Baylor Alumni Association (BAA) voted today not to approve the Transition Agreement between the BAA and Baylor University with a vote of 830 in favor of the agreement and 668 voting “no,” representing a “yes” vote of 55 percent. A two-thirds approval of members present was required to pass the measure.
The Baylor Alumni Association has released the following statement from Board of Directors president Collin Cox ’97:
“The vote today by the membership of the Baylor Alumni Association (BAA) not to approve the Transition Agreement between the BAA and Baylor University means uncertain times ahead for the BAA. We are disappointed that the compromise represented by the Transition Agreement did not garner sufficient votes to be implemented. This may mean the loss of permission to use the Baylor name. But we respect our members’ decision.
Despite the outcome, we want to express our sincere gratitude for the selfless service of so many loyal members of the Baylor family. We also are grateful that almost 1,500 voters came to express their opinions. The BAA board of directors will be meeting in the coming days to determine what options are available to us.”
The Baylor Board of Regents unanimously approved the new License Agreement for the Baylor Line Corporation (BLC) in a special meeting today (Friday). The BLC will be created if the Transition Agreement receives a two-thirds approval in tomorrow’s September 7 vote by the members of the Baylor Alumni Association (BAA). BAA members must vote in person at the meeting in Waco Hall.
“This is a welcome development,” BAA board president Collin Cox ’97 said of the license approval by the regents. “I believe it is another very positive step forward as we turn the page and enter a new chapter of cooperative alumni relations with the university.”
The BLC License Agreement provides editorial independence and access to university news sources for the Baylor Line magazine. All BAA memberships will be converted to subscriptions in the new BLC, and life members will have a lifetime subscription.
The BLC will be an independently chartered 501(c)3 nonprofit organization whose function will be to publish the Baylor Line magazine and accompanying online news.
The BLC will be created only if BAA members present vote in favor by a two-thirds vote to approve the Transition Agreement. A special called meeting of the BAA membership will be Saturday, September 7, at 11 a.m. in Waco Hall for the purpose of voting on the Transition Agreement, which would dissolve the BAA and create a the Baylor Line Corporation, among other provisions.
BAA members must be present to vote, according to provisions in the BAA bylaws.
The voting begins at 11:30 a.m., preceded by a discussion forum and period of debate. Members can read the Transition Agreement documents online here: Transition Agreement documents.
For the latest Transition news, “like” the BAA on Facebook and follow the BAA on Twitter @BaylorAlumAssoc.
Schedule for Saturday, September 7:
- 8 a.m. – 1:30 p.m. Member verification / In front of Waco Hall
- 8:30 a.m. – 10:30 a.m. Discussion Forum / Waco Hall
- 11 a.m. – 11:30 a.m. Voting Meeting Debate portion / Waco Hall
- 11:30 a.m. – 1:30 p.m.* Polls Open / Waco Hall Lobby
*Members may “drop in” to vote during this time without attending other events. Everyone who is in the member verification line by 1:30 p.m. will be
allowed to vote, if eligible.
In a meeting Tuesday, members of the Baylor Alumni Association board of directors voted 28-7 to support the proposed Transition Agreement, which is up for a member vote on Saturday, September 7.
Before the vote, board members received a copy of the license agreement between the university and the Baylor Line Corporation (BLC), which will be created if the Transition Agreement is approved by two-thirds of BAA members who vote in person on Saturday.
The BLC license agreement, available ONLINE HERE with supporting documents, has now been signed by Baylor Board of Regents chair Richard Willis and Baylor president Ken Starr, pending approval of the full Baylor Board of Regents at a Friday meeting.
BAA board president Collin Cox ’97 pointed out several strengths of the new agreement for the Baylor Line:
- The magazine will be published by a fully independent 501(c)3 nonprofit entity, the Baylor Line Corporation, chartered under Texas state law—not chartered by Baylor University.
- The agreement provides for editorial independence—more independence than the Line currently enjoys.
- The agreement allows Line staff members the same access to university news sources as enjoyed by other university publications.
Cox also said the new license agreement is based on principles of academic freedom, a concept which is mentioned throughout.
The BLC license agreement was developed with input from a Journalism Advisory Group (JAG) of Baylor graduates and supporters with decades of experience in newspapers and magazines. The group, convened by BAA board member Ella Wall Prichard ’63, worked with Mike Bourland ’66, JD ’69, attorney for the BAA, to make recommendations for the BLC license agreement to ensure editorial independence and access to Baylor officials.
At the time of the BAA board’s vote on Tuesday, there were thirty-nine eligible voters on the conference call, and thirty-five voted. Thirteen members were absent. Eighty percent of those who cast a vote supported the agreement.
A special called meeting of the BAA membership will be Saturday, September 7, at 11 a.m. in Waco Hall for the purpose of voting on the approval of the Transition Agreement, which would dissolve the BAA and create a new entity, the Baylor Line Corporation, among other provisions.
BAA members must be present to vote, according to provisions in the BAA bylaws. The voting begins at 11:30 a.m., preceded by a discussion forum and period of debate. Members can read the Transition Agreement documents, along with news and editorials, at BaylorAlumniAssociation.com/TransitionAgreement.
For the latest Transition news, “like” the BAA on Facebook and follow the BAA on Twitter @BaylorAlumAssoc.
Schedule for Saturday, September 7:
8 a.m. – 1:30 p.m. Member Verification / In front of Waco Hall
8:30 a.m. – 10:30 a.m. Discussion Forum / Waco Hall
11 a.m. – 11:30 a.m. Voting Meeting: Debate Portion / Waco Hall
*11:30 a.m. – 1:30 p.m. Polls Open / Waco Hall Lobby
*Members may “drop in” to vote during this time without attending other events. Everyone who is in the member verification line by 1:30 p.m. will be allowed to vote, if eligible.
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