Calendar of Events › Board's Forum

Special Member Meeting — PSIA-W Board's Forum

Zoom meeting convened by the PSIA-W Board of Directors to address member questions about recent disciplinary actions and their overlap with the 2026 Board election.

DateTuesday, April 21, 2026
PlatformZoom (capped at 100 participants)
Duration~1 h 10 min
Convened byPSIA-W Board
SourceMember audio recording
About this transcript. This is an AI-generated transcript produced from a member-recorded audio of the April 21, 2026 Zoom meeting using automated speech-to-text. Timestamps and speaker attributions are best-effort; background speech, overlapping voices, and first-name-only identifications may be imperfect. Minor verbal fillers have been retained. Where a speaker could not be positively identified, a neutral role label is used (e.g., Board Representative, Unidentified Board Member).

We are publishing this AI version due to time constraints ahead of the April 23 Special Meeting. We will replace it with the official transcript once PSIA-W publishes one. If you believe the AI has misrepresented you or another member, please email contact@pssialliance.us and we will revise accordingly.

Speaker Key

Sowmya Subramanian
Member of the Board
Primary presenter — walks through governance, code of conduct, and FAQ.
Henry Ryerson
Member of the Board
Speaks during the comments period about appeals.
Marisa Cooper
CEO
Opens the meeting and hands off to Sowmya Subramanian.
Linnea Anderson
Deputy Director
Moderates the Q&A queue — manages raised hands, unmuting, and 90-second comment slots.
Rick
Member
Asks for clarification on Thursday meeting validity.
Steve
Member
Asks whether chat questions will be formally addressed.
Allison
Member
Follows up on pre-submitted questions and timeline.
Dino
Member (former board)
Thanks the board for their volunteer work.
Blair
Member
Points members to the filed legal complaint and Thursday meeting link.
Aaron
Member
Asks about maximum board seats and seating logistics.
Forrest
Member
"Disagree without being disagreeable."
Matt
Member
Proposes an open-meeting alternative to litigation.
Kathy
Member
Asks the board to respond directly to chat questions.
John
Member (new)
Notes "the optics look pretty stinky."
Tom
Member
Reminds the board of the mission and certification value.
Paul
Member (Ownership Linkage Committee chair)
Nick Fiore Award recipient; encourages a positive focus.
Audrey
Member (new)
Explains confusion over the cancelled first member meeting.

Full Transcript

Part 1 · 00:00 – 01:57

Opening & Welcome

Hosts apologize for a 100-person Zoom cap and welcome attendees to the Board's Forum.

Marisa Cooper
We have no idea why our account has capped it. We had paid for a larger account, but it is not allowing all the participants to come in. So what we are going to do is we are going to run it with everyone who is here. And then we will run a second one for anyone who cannot make tonight. Our sincere apologies for that. I am not sure why, even though we have an account of 500, it is capping us at 100. But we are going to get going with Sowmya Subramanian here.
Linnea Anderson
And then we will have — please let anyone you know who can't make it know that we are adding an additional…
Marisa Cooper
…session in. And if people drop off, they're going to be able to jump in, but I'd only try that for the next two or three minutes so they don't miss too much content. All right, so Sowmya Subramanian, I think we are good for you to begin.
Marisa Cooper
Yes, hi. Thank you again for your patience. We're incredibly sorry for the technical difficulties. We want to welcome everybody to tonight's special member meeting. Please ensure that your Zoom profile shows your name. If you haven't already done so, please enter your name and member number in the chat so we can verify everybody who's here. We've already received a variety of questions from various members and stakeholder groups. Those are already reflected in tonight's presentation. If you would like to ask additional questions of the board, we kindly ask that you wait to see if your question is already going to be addressed in this meeting. Additionally, we would like to remind everybody to please conduct themselves in a respectful and professional manner. We are all accountable to the code of conduct, and that includes during this meeting tonight. With that, I'm going to hand it over to Sowmya Subramanian.
Part 2 · 02:51 – 24:50

Board Presentation — Governance, Code of Conduct, FAQ

Sowmya Subramanian walks through the meeting agenda: timeline of the investigations, governance framework, fiduciary duty, code-of-conduct expectations, and how this affected the election.

Sowmya Subramanian
Thank you. So let me just get started first, and then we'll get into more details here. As you all know, we published the agenda for this special members meeting. The topics that we intend to cover today, and we'll go in this order, are: the governance overview, the code of conduct, the review of the FAQ, and also answering member questions and comments — both the ones we've already received, and you'll have time for your questions too.
Sowmya Subramanian
Next slide. Hi, I'm Sowmya Subramanian. I don't think I've met many of you, so hello, hopefully everyone's doing well. Okay — the reason for the special meeting, before I get into the nitty-gritty details, is that some members have reached out to us with questions about the recent disciplinary actions and procedures, and also about if and how they impacted the election. So we hear you, and this time today is to make sure that we walk you through most of what we've heard, and then give the space to hear what else is left. So today we want to explain what happened, clarify how decisions were made, and how we move forward together.
At a high level — these actions were about member conduct. They were not about the election. The timing overlapped, and we understand that caused some confusion. The code of conduct decisions would have been made regardless. So I just want to reiterate: the conduct drove the decisions. They were not because of the elections or the election outcomes. The code of conduct violations and the decisions would have been made regardless of anything else.
Taking a closer look at the timeline — for over multiple years we've seen conduct concerns and member complaints about conduct concerns raised, and there have been some disciplinary actions taken, some censures taken. However, in some cases, misconduct continued even after disciplinary actions were taken. In January, a formal investigation began in response to complaints we received directly from members to the National and Western Board and also the National and Western CEOs. Also at the same time, the call for Board candidates was conducted by the Western Region administration.
Now, I want to reiterate here: just because formal investigations or complaints are launched against individuals and formal investigations begin, it doesn't mean that the member is not in good standing. So it doesn't affect the member's standing. It's only if it turns into disciplinary actions that a member's standing gets impacted. So in January, there was no impact on members — the investigations were started.
February through March — three of the members being investigated declared that they were running for election on the eve of the election deadline. As soon as that was announced, the Western CEO immediately recused herself and handed off the investigation to the Western Board, the National CEO, and the National Chair. The voting takes place for elections around concluding mid-March, and the investigations that we started in January are continuing in parallel by the National and Western boards and the National CEO. Again, because the investigations are still underway, no member standing has been impacted — everyone was still in good standing.
Mid to late March — the investigations concluded and decisions were made to recommend actions by the boards to the Western and National CEOs. It was here — when the investigations conclude and decisions are made for disciplinary actions — that candidates' standing gets impacted. Now, separately on the election front, only candidates in good standing can be seated according to our eligibility criteria. So the investigations were already in progress before the voting began. I totally get that the timing of this is not great, and understand how people might be conflating or be confused about it. At the same time — at the start, in January and February, until the investigations completed — everyone was in good standing. And our eligibility criteria for validating election results and seating board members is that members who serve on the board have to be members in good standing.
 
Sowmya Subramanian (Governance)
Coming back to the agenda — we're going into the governance part. We want to start with explaining the governance and how we operate at a very high level. PSIA-ASI is our organization. Our standards apply to every member, and we use our bylaws to define membership and eligibility, and our code of conduct to define expected behaviors. The policies and procedures define how issues are reviewed and resolved.
What this means in practice: investigations of concerns and disciplinary proceedings follow a defined process. Members receive notice and opportunity to respond, and a right to appeal as part of the disciplinary process. Decisions are made based on documented facts and applied consistently to all members, regardless of title — whether you're a board member, a long-time member or a newer one, it doesn't matter. It's applied consistently. The bottom line is: we have clear standards, a fair process, and the same expectations for everyone.
From a tactics perspective: when member complaints are received, an investigation ensues, and then it may turn into a disciplinary proceeding. Not all complaints result in an investigation, and not all investigations result in disciplinary proceedings. Individuals are required to be notified when disciplinary proceedings are launched. The region operates under a complaint-of-merit framework developed in collaboration with legal counsel, and strictly adheres to the approved policy for discipline of members.
Fiduciary responsibility. California law requires that board members have a fiduciary responsibility. In simple terms, that means: acting in the best interest of the organization as a whole; making informed, careful, consistent, data-driven decisions; following our bylaws, policies, and legal obligations. The board is also required to protect the organization by managing risks. I saw some comments asking what those risks are — we'll get to it. And we maintain member and employee privacy even when disciplinary actions are taken. We really take that seriously. This includes addressing risks such as governance breakdown and dysfunction, harassment, unsafe or toxic environments, misuse of member or organizational information, and infringement on privacy.
Sowmya Subramanian (Code of Conduct)
There are questions in the chat about code of conduct and what kind of complaints. At a very high level, the code of conduct says members may express their views, and that expression is expected to align with conduct standards and applicable policies. All members are expected to communicate professionally and respectfully, avoid actions that may harass, intimidate, or misuse member information, and follow applicable policies, agreements, and legal requirements. These expectations apply in our official PSIA-ASI-sanctioned forums, in direct communications, and in member-to-member outreach. The three core principles we say as instructors: practice kindness, be professional, be honest.
Examples of conduct violations. Posting or sharing misleading or inflammatory statements about the organization, specific members, staff, or leadership — this damages trust, reputation, and member confidence, and creates a hostile environment. Sending unsolicited or mass communications to members for advocacy or influence where member information is used without permission — this is a misuse of member information. Engaging in personal attacks and targeted communication toward members, staff, or leadership. And actions that undermine or disrupt governance processes — if we say these are our code-of-conduct expectations and we violate those and insist on continuing to violate those, that's an example. Bottom line: when conduct creates risk, the board is required to act consistently and fairly.
Sowmya Subramanian (Freedom of Speech)
This is also a question we've heard from some members: "What about my freedom of speech in this context?" Members may express their views and perspectives. At the same time, the Constitution protects freedom of speech with respect to government entities only. PSIA-ASI is a private member-based organization. Membership includes an agreement to follow the professional standards and policies of the organization while expressing themselves. Expression that violates those standards may require action to protect the organization. So in practice, it's not about speech — it's about conduct. Are you showing up respectfully? Is it honest? Is it supportive of each other? It boils down to those three pillars. You can disagree — totally fine — but express those concerns in a respectful, constructive, collaborative way.
Sowmya Subramanian (FAQ — Election Impact)
Let's get into the FAQ. How did this affect the election? We expect all members to act professionally and treat others with respect. When behavior crosses the line, we are required to act. To serve on the board, you must be a member in good standing. The votes were counted, but only eligible candidates can serve. Investigations don't affect a member's standing — it's only if they're found through the investigation process that a disciplinary action needs to be taken. Only at that time do members become not in good standing. If suspended candidates are found through the process — when the investigation concludes and the disciplinary process concludes — to be back as members in good standing, those candidates will be seated on the board.
Why weren't candidates seated first, then reviewed? To serve on the board, you must be in good standing per our bylaws. Seating first and then taking action would be a violation of our bylaws. Eligibility must be confirmed before results are finalized and published.
Why did the election results take time to be announced? The reviews were already in progress during voting. Final decisions were needed to determine eligibility at certification. Eligibility could not be shared until decisions were finalized.
Outcome of conduct investigation. Once disciplinary proceedings are concluded, a final determination will be made based on the findings. If the disciplinary actions are upheld, the actions will take effect. Impacted individuals still retain the right to appeal to the Board of Directors. If the disciplinary action is not upheld, no action will be taken, and any previously suspended candidates will be installed on the board. The guiding principle is: decisions are based on established processes, with a focus on fairness, due process, and the long-term integrity of the organization.
Sowmya Subramanian (Organizational Focus)
Before we go into the Q&A, I just want to remind all of us — we all love snow sports, we all love the snow, we all love teaching and seeing people improve. There has been a lot of progress made in the Western Region in the last few years. Our member engagement and event participation is at an all-time high. We have near one-to-one event sign-ups to members. We're mobilizing and driving agency by investing in our members at all levels across all member schools and across the whole region. The ambassador program has been expanding, and the Ownership Linkage Committee has been very effective in rolling out this program.
Sowmya Subramanian
More positive and inclusive bottom-up engagement is coming through this. In quality and standards, the Western Region is trailblazing…
Sowmya Subramanian
…setting the trend for other regions to follow suit. The senior certification is a great example — we relaunched it, and we're leading the way for other regions. Organizationally, the board's focus has shifted over the last decade from operations to strategy and governance, and the execution and outcomes driven by the CEO and the operating team have been meeting — and in many cases exceeding — the goals year over year. We have strong momentum; we are in a really good place. The members are at the core of stronger programs, stronger engagement, and a stronger organization. Our hope — as the board, as leadership, as National, and in collaboration with National — is a positive one. I'll highlight John Mayes, the National board chair, who is here. We really want to move forward together. Practice kindness, be professional, be honest — and let's keep raising the bar for each other.
Part 3 · 25:31 – 38:30

Board Answers to Petition Questions

Sowmya Subramanian reads verbatim questions from the two member petitions and provides the board's pre-prepared answers — legal counsel costs, the member-list allegation, director liability, CEO role, Tad Sheldon appointment, National involvement, meeting validity, and due process.

Sowmya Subramanian (Member Questions — from Petitions)
Please submit your questions in the meeting chat. Questions will be answered in the order they were received, and additional questions will be dictated by the remaining time. We received a formal member petition requesting information around the recent election. We responded to that petition and received a second petition as a follow-up requesting more specific information and action. At a high level, the petitions ask about: board governance and decision-making, the election process and timing of results, disciplinary actions and related procedures, transparency and communication with members, and the member role in governance and decision making. These questions are verbatim from what we received.
Q: Assuming the Western Region has legal counsel, how are we paying for the expense? Is money coming from National also? Are the members paying for this?
Legal expenses are handled like any other operating expense for National and Western, funded through incoming revenues including member dues. Each organization covers its own costs. National currently maintains legal counsel on retainer; Western has not historically done so. Retaining counsel represents an additional ongoing expense. In many cases this may not be necessary when governance processes are functioning as intended. In this current environment, having counsel on retainer could enable a more timely and consistent response to legal matters. This is a trade-off between cost and readiness that the board continues to evaluate and manage.
Sowmya Subramanian
Q: Why are you saying that the "group of eight" has stolen the member list?
The board has not accused anyone of stealing. Access to official member data is restricted to authorized personnel, and we take member privacy very seriously. In fiscal year 2024, an outdated member list was incorrectly shared by a previous board secretary — without knowledge by the rest of the board or the Western administration. We have since received reports that this list has been used in ways that do not align with our policies and expectations or with the way it was originally intended. We've received these reports and complaints from members, and we're reviewing them through our established processes and will address them in accordance with our bylaws and code of conduct.
Q: Are each of the directors serving on the board individually liable? Will they join the legal fight and who pays for that?
This is a legal question, but generally individual board members and elected officers are not held personally liable for the debts, liabilities, or other obligations of the corporation — except in cases of individual negligence by specific directors.
Sowmya Subramanian
In this case, there is no negligence. The board is fulfilling its fiduciary obligations by taking the actions we're taking to protect the region and National. The board will continue to manage legal actions necessary to protect the region.
Q: Is the CEO the complainant and is the executive the judge in the disciplinary proceedings?
Per our privacy policies and the California Corporations Code, we cannot discuss individual proceedings and actions. Generally speaking, the CEO is authorized by the board to manage all regional complaints and discipline. This may include raising member complaints to the board level. The CEO reporting member complaints is not the same as the CEO making a complaint.
Q: Where are the minutes of the 2026 board meetings?
All minutes approved for publication by the board are posted on the Western website under "About."
Q: How did you appoint Tad Sheldon when the board was only six members? Why was it not announced to the membership?
Tad Sheldon was appointed to fill a seat of a director that had recently resigned, at the special board meeting on 3-25-26 (March 25th). Bylaw section 9.7 (Filling Vacancies) states: in the event of a vacancy due to death, disability, resignation, or another cause affecting a member of the board, a new member of the board may be appointed by a majority vote of the remaining board of directors. Bylaw section 9.12 (Quorum and Action of the Board) states: a majority of the directors of the board currently in office shall constitute a quorum. Tad — specifically a former secretary — had the skills we needed to bridge. Tad's appointment was captured in the board minutes.
Q: Why is National involved in Western disciplinary problems?
National directly received member complaints from Western, and National had to respond per PSIA-ASI policy. National has a fiduciary responsibility to all members, to ensure that regions are operating within the guidelines of the affiliation agreement between all regions and National. So Western and National have this affiliation agreement, and as a member and as an organization, the region plus National are both responsible.
Q: Why have you not given the members the list for a special member meeting? It is our right, correct?
While the bylaws and California law grant members the right to inspect membership lists for purposes reasonably related to their interests, this right is not absolute and must be balanced against the board's fiduciary duty to protect member privacy and corporate assets. In this instance there have been concerns from members about how member contact information has been used outside official channels. As a result the board must ensure that any request aligns with our privacy obligations, policies, and legal requirements before providing access. The board is committed to transparency and member engagement, and is providing opportunities for members to be informed and participate through appropriate and authorized channels. This member meeting is an example — we got the request, we asked what they needed it for, and that is what we are…
Board Representative
…doing exactly right now without compromising individual privacy.
Q: "This is not a special member meeting. We have one in two days' time. Everyone should be there to vote."
This meeting that we are in right now is a special member meeting, and was called such in the announcement to the members that was sent out 11 days ago. As has been stated in our communication to the membership before, we wish to remind the membership that official association action can only be taken through the structures established in our bylaws and by the California Corporations Code. Meetings held without proper notice to all members or outside the authorized governance framework do not constitute official acts of the association and cannot bind the corporation or its board of directors.
Board Representative
Q: The members have the right to have a meeting, correct? Why haven't you scheduled one and notified all the members with their agenda?
We did schedule — we have scheduled a meeting: this meeting that we're in right now, which is our right according to the California Corporations Code. Members do have rights to a meeting, but the request needs to follow our bylaws and the code, cannot provide misinformation, and must allow time for the board to consider the request. Western received two petitions for a meeting that Western has deemed not valid. The petitions made statements that misrepresented the facts, and were not properly noticed.
Q: Why punishment before the defense — guilty until proven innocent, or is this the other way around?
Based on the investigations, a preliminary decision to temporarily suspend members was recommended by the boards in accordance with our governance process. A final decision will be made after the members are afforded the opportunity to defend themselves. No final judgment has been made per our policies and the California Corporations Code. If a disciplinary appeal is successful, the individual will be installed on the board.
Q: Why were the accused never told of the investigations? Were there written warnings of the allegations?
Information regarding the individual nature of any person's investigation is confidential and will not be discussed. Our disciplinary process and policy require that anyone under disciplinary proceedings is informed and provided the opportunity to respond. To reiterate: you can get a complaint; not all complaints turn into investigations, and not all investigations turn into disciplinary proceedings. Individuals are required to be notified when disciplinary proceedings are launched. The region operates under a complaint-of-merit framework developed in collaboration with legal counsel and strictly adheres to the approved policy for discipline of members. This might be a good time to reiterate that the code of conduct decisions and the disciplinary actions would have been made regardless of anything else.
Additional member questions. If you would like to ask an additional question to the board, please submit your questions in the meeting chat. How are we doing on time? We can allocate as much time as you want to asking member questions. We have at least 20 minutes left in tonight's session based on the time delay. If people at this point would like to make a comment, please go ahead and post your name in the chat. We will unmute you. You will have 90 seconds to speak. We are very kindly asking everybody to be professional and respectful and adhere to the code of conduct. The floor is open — if any member would like to speak, please put your name in the chat or raise your hand.
Part 4 · 39:26 – 1:09:33

Additional Member Questions & Comments (Open Floor)

Moderator opens the floor. Members receive 90 seconds each to raise hands, speak, and post questions in chat. The board has said it cannot answer questions live in this forum; answers will be provided later via FAQ or direct reply.

Linnea Anderson
Give me one second to — oh, Rick, you've got your hand up. All right, Rick, you can unmute yourself and ask your question.
Rick
Okay. Thank you. I have a question. Maybe I misunderstood, but I thought I heard Sowmya Subramanian say that there is a meeting on Thursday night and to please vote. And then I heard that the meeting is not valid. So could you please clarify that?
Linnea Anderson
Let me clarify — the board cannot answer questions in this context. If you have a question, you may post it in the chat and the board will provide answers either directly to you, or if they are repeated questions, they'll get posted in the FAQ. Your 90 seconds are for you to make comments. You may ask questions, but the board cannot answer your questions in this forum. Rick, do you want — let me unmute you if you have any comments you'd like to make.
Linnea Anderson
You are free to unmute yourself, Rick.
Rick
Okay, thank you. So my question is that I thought I heard Sowmya Subramanian say that there is a meeting Thursday night and to please vote. And then I thought I heard that the meeting is not valid. Can you please clarify that?
Linnea Anderson
Thank you for your question, Rick. Steve, you are unmuted and free to say what you would like.
Steve
Thank you. I just wanted to know whether the questions — and there have been a raft of them throughout the discussion chat on the side of this evening's Zoom — are going to be addressed at all in any formal way, because there have been some very valid questions that I'd like to hear you answer.
Sowmya Subramanian
So, Rick — we did hear your question. We did have an FAQ in there. And the member meeting that the PSIA-ASI organization has called for, with the agenda and all the topics that were mentioned, is this meeting that we are in right now and where we're having the conversations. So I believe that we did hear your question, and we'll make sure to update the FAQ with any additional information we can answer with.
Sowmya Subramanian
And questions being asked here that we believe have not been answered — yes, we will make sure to update the FAQ with those.
Linnea Anderson
If anyone is struggling to know how to raise your hand, go to React at the bottom of your screen and click Raise Hand. That's the easiest way for us to know if you'd like us to unmute you.
Allison
I'm just wondering — I submitted a question in advance. I've also put it into the chat several times, so I just want to confirm that we're going to see answers to all of those questions in the FAQ, and when?
Linnea Anderson
Sowmya Subramanian?
Linnea Anderson (relaying)
The question is: what is the timeline for the board to respond to questions that have been posted in the chat?
Sowmya Subramanian
Yeah, so we will go through it, Allison — and we've been very prompt in coming back with answers and updating it.
Sowmya Subramanian
We just need to make sure that, given some of the sensitivity right now, we get the answers reviewed also by legal counsel, and then we'll update it.
Linnea Anderson
Allison, did you have an additional question? Yes — one second, Allison. You can unmute yourself again.
Allison
Yeah, I just wanted to follow up to make the point that I actually submitted in advance, so I don't know how that impacts your time frame.
Sowmya Subramanian
No — again, what was the question?
Linnea Anderson
Allison said she submitted her question in advance to the board and would like to know if that impacts the timeframe for the board to be able to get an approved response back to her.
Sowmya Subramanian
No — we've had questions come in, we've been reviewing them and giving responses. So Allison, I'll follow up with you after the meeting. Allison, if you would like to re-send your questions so they make it back to the top of the board's inbox — they've been flooded with communication — they'll do their best to get you their answers as quickly as they can.
Henry Ryerson
Since this is a space for comments, I'll just speak. I'm a member of the Board of Directors, and I just want to express to the group that this is a very tricky situation and we hear your concerns. We are really dedicated to representing the membership and answering questions with as much accuracy and in a timely fashion as we can…
Henry Ryerson
…because our number one obligation is to represent the membership. We understand this is difficult and we hear everybody's concerns, and they're valid. It's a difficult situation. With that said, I do want to reiterate something that Sowmya Subramanian touched on briefly…
Henry Ryerson
…and that is that we are in the process of proceedings right now where there is space for everybody to appeal. And if they're successful in their appeal, they will take their seat on the board. And we are doing our best to follow the bylaws accordingly through the entire process.
Linnea Anderson
Any other comments?
Linnea Anderson
Dino, do you know you're unmuted?
Dino
I would like to say to the board — as being on the board previously — thank you guys for your hard work. This is a volunteer organization, and the amount of time and energy you guys are putting in, and the amount of abuse and just craziness that you guys have to put up with — I feel for you, and I'm really grateful that you guys are continuing to move this thing forward and increase the numbers and make this a better board. I really appreciate it. That's all I really want to say. Thank you.
Linnea Anderson
Blair, you can unmute yourself.
Blair
Hi, my name's Blair McLeod. Some of you know me. Many of you may not. I have no connection to the board or management. I have previously been involved in operations management for the organization. I understand there's a lot of frustration in the comments, and I understand there are a lot of questions that are not being answered. I strongly encourage anybody who is interested — there are a couple of links in the messages. There was a legal complaint filed against this organization today in Sacramento, and as such it's a public document. The link is listed in the chat. There's also a link to the meeting on Thursday, which is not called by this organization, so there won't be information about that here. So if you're looking for answers and trying to understand the bigger picture, there's a lot to it. I've been working hard the last week as I try to understand what's going on. These two resources will help you at least get a picture of who's saying what and what's going on. So if you still have questions, I strongly encourage you to look at those two resources to get more information and have a better understanding of what's been going on. And attend the meeting on Thursday, as you have with this one, and try to get some more clarity and maybe another perspective. So that's my advice for what it's worth. Thank you.
Linnea Anderson
Anyone else like to comment? Aaron?
Linnea Anderson
Aaron, you can unmute yourself now.
Aaron
Thank you. Good evening, everyone. I guess my question is: how many seats on the board are we allowed to have at any one time? And my follow-up — I don't know if you can answer that — so how many seats are we allowed to have on the board, and then followed up with, depending on the outcome of the people and the claims and whatever, and the outcome there — it's been written a couple of times that if it is a positive outcome for those members and they're not found guilty, they're not suspended, then they could be added to the board. So I guess my question is, timing-wise, how many people could be on the board? Is everybody going to be seated soon, and then more members later if they're found not guilty? What does that kind of look like?
Sowmya Subramanian
Thanks, Aaron. We can seat 12 members on the board based on our bylaws.
Linnea Anderson
Forrest, you can unmute yourself now.
Forrest
Good evening, everyone. I would echo Dino's sentiments. I know for all of us, hopefully this is a labor of love. I do hope we reserve enough bandwidth to be able to do the thing we actually love to do when the time comes.
Forrest
I can only hope that all this energy is placed here because it's something we're very passionate about and that we all love it. So I hope that will continue to be our guide as we move forward. And when we do disagree, we can disagree without being disagreeable. Thank you.
Linnea Anderson
Matt, you can unmute yourself.
Matt
Good evening. Can you hear me? Yes — okay, thank you. Thank you for the time, and thank you everyone on all sides of this for your efforts.
Matt
I'm trying to perceive this from a pragmatic perspective. For a little background, I sat on the board of a nonprofit for quite a number of years, which was my employee representation group — I worked for county government. In that organization, our bylaws had specificity regarding action against a sitting board member. That included the option, if you wanted to remove a board member, of having a board meeting open to the membership where it was hashed out, where the board members sat and responded; members could weigh in one way or the other, or participate, or be sensitive to what's going on.
I sense from reading the comments there is a lot of perspective of — not sure what to call it — impropriety occurring in the background. And I understand that's probably due to the inability to discuss certain details of disciplinary interactions. I get it. I understand that side of it as well. Seeing now that there are apparently attorneys on both sides of this — which means there's expense on both sides of this — I'm sure none of us really want to be throwing our membership dollars into legal actions. With apologies to attorneys in the room: who wins in that situation? The attorneys always win, they get paid. But we're not set up, I don't think, with deep pockets in the organization. Maybe we do, I don't know.
Just food for thought — perhaps one option here would be to schedule such a meeting, an open meeting, if the people subject to the disciplinary action were agreeable. Maybe that would help dispense with the perception of impropriety by having an open meeting where all members can attend, action can be taken, and accused board members can respond. Both sides would have to be willing, but it's a function we had in another organization I was on the board of. Maybe that would get to a resolution in a way that's more efficient than having the attorneys hash it out in some other venue. So that's what comes to mind, and I felt the need to share that. Thank you, and I wish you all the best of luck.
Linnea Anderson
I believe Kathy would like to speak but cannot raise her hand. I just found you on the screen, Kathy — you can unmute yourself.
Kathy
Thanks. Would you answer some of the questions, please, that are in the chat — or do you feel unprepared for those questions?
Sowmya Subramanian
I'm not sure which specific questions you have in mind. Many of the questions that are being asked about the election timeline, the disciplinary process, and the sequencing of things were, I believe, covered in the presentation and in the FAQs and in the answers we walked through. Some additional ones that I answered, and as I mentioned, and Henry Ryerson also mentioned — given the situation we are in, because we do have a lawsuit incoming on the organization…
Sowmya Subramanian
…and the board — from a judicial responsibility that the board has, we need to ensure that…
Sowmya Subramanian
…we are mindful of it as we answer. So we'd love to have a lot more transparency. We'd love to — to Matt's question — talk about what the actual disciplinary actions and the incidents are that we're working through. At the same time, from a privacy perspective for individuals, we need to respect that. None of us would want our stuff to be talked about publicly. And from a governance perspective, we have to respect it. With this incoming lawsuit, even the transparency that is allowed under governance — without compromising anyone's privacy — we need to be careful to manage the legal risk and the expenses to the organization.
Kathy
Okay, I hear your answer to my question. Let me just pick a question out of the chat. "Can the board assure the membership that the CEO's contract will not be renewed, extended, or otherwise acted upon until this is resolved?"
Sowmya Subramanian
I'm not in a position to answer that question. That's a legal question. Does anyone else have any comments you'd like to make or questions you'd like to raise? John?
Linnea Anderson
John, give me one second, and I'll find you and get you unmuted.
Linnea Anderson
John, you can now unmute yourself.
John
I'm fairly new to PSIA and brand new to the board, so I don't know the full history. But I want to say first, thank you for holding this informational meeting. And second — the optics, the parent process, from what you've shared, it looks pretty stinky. I'm not saying it is stinky, but the optics are pretty bad. And I think it could have been handled better, and handling it better maybe could have avoided the lawsuit. But otherwise I do appreciate that you're having the meeting and answering the questions. So thank you — that's all I had to say.
Linnea Anderson
John, I'm incredibly sorry that this is your introduction to PSIA as a new member. Thank you for your feedback.
Linnea Anderson
I see Tom has his hand up.
Linnea Anderson
Tom, you can unmute yourself.
Tom
Thank you, guys. First off, thank you all for taking the time. I personally am seeking to understand, not looking to be understood. I just wanted to echo some of the comments such as Forrest's and Dino's — with this kind of political situation, for the board to consider the metrics of our purpose, our mission, what PSIA-W is about as an educational body — this isn't the highest and best use of our resources, and if there's a way to mitigate this or move forward, I strongly encourage it.
Linnea Anderson
Any other comments or questions?
Linnea Anderson
Paul, give me one second and I'll find you.
Linnea Anderson
Oh — got you. You can now unmute yourself. Bottom left of your screen. Not yet — Paul, you're not yet unmuted. We still don't have you. Paul, if you can scroll your cursor down to the very bottom left, it should be there for you. Or if you see your picture on the top right, I think you can also unmute yourself.
Paul
Sorry about that. Can you guys hear me? Yes, thank you. Great. Well, living in the Sierra, internet is not that great, so I apologize. But as the chairman of the Ownership Linkage Committee, we've done so many wonderful things with the ambassador program and keeping the membership abreast of what's going on. I know this is a lot of stuff — there's a lot of legalities involved — but just remember, we are doing positive things for the members. And I think that's really important and where we need to go. I did run for the board; I was second to the last number of votes.
Paul
But I'm dedicated to this organization. I'm really looking forward to this weekend getting the Nick Fiore Award. There's so much our organization is in a positive mode, and I think we need to just look where we're going and look at all the good stuff that's happening. I know there's a lot of legality happening, but let's see where it goes. I appreciate the time to serve on committees and do what I do. Let's bring this to a positive point. That's all I have to say.
Linnea Anderson
Congratulations on winning the Nick Fiore Award, Paul.
Linnea Anderson
That's a huge and amazing accomplishment, and we're all incredibly proud of you. Thank you so much.
Linnea Anderson
Thank you for your service to the region. I see Audrey has a hand up.
Linnea Anderson
Audrey, you can unmute yourself whenever you're ready.
Audrey
Thank you. Hi, I'm Audrey. I just wanted to mention that, like John, I've also only been a member just a few years. And first off, I've had some really wonderful experiences with PSIA — I've taken many exams, and met many of the ed staff in a really positive way. I really clued into this whole situation when the first member meeting was canceled.
Audrey
I know that you can't necessarily answer why it was canceled. I know that I had some mixed responses on why it was canceled, and I think that also contributed to some weird and confusing optics. So I guess that's all I really just wanted to mention — that was rather strange and definitely fueled some of my confusion. I hope that this all gets resolved well for all members. I'll also lastly mention that I know some members have felt nervous about speaking up or joining meetings. I definitely feel a bit nervous raising my hand in this meeting, because I don't know — we'll see how it all works out. Thank you.
Linnea Anderson
Audrey, thank you very much for speaking up. Your opinion is protected and welcomed at all times.
Linnea Anderson
We are at about time. Is there any last comments or questions?
Linnea Anderson
Oops, sorry — Tom, you can unmute yourself.
Tom
Thank you, Lydia. I just wanted a parting thought — the organization is for and by the membership. I'd ask the board to consider that as we're going through this process of evaluations and disciplinary actions and whatnot. All of us have spent decades — or maybe not decades, but years — passionate about coaching and teaching. And when you get your certification, whether it's level one, two, three, or wherever you end up, it's a lifetime journey. It means a lot professionally — to lose that professional standing is pretty significant, and it's tied to our income, to who we are, because it's a lifestyle. So it's by and for the membership, and I'd just like the board to keep that in mind.
Part 5 · 1:09:05 – 1:09:33

Closing

Moderator confirms all chat questions will be forwarded to the board for written responses via FAQ or direct reply.

Linnea Anderson
Any other comments?
Linnea Anderson
We've recorded all of the questions posted in the chat.
Linnea Anderson
They will all be provided to the board. The board will be going through all of them and we'll get answers both posted to the public FAQ and…
Linnea Anderson
…back to individuals directly at their earliest convenience. Thank you all for being here. We…
Linnea Anderson
…apologize for the technical difficulties. Thank you for sharing your opinions and your comments.
Linnea Anderson
We appreciate that everybody is struggling to find a path forward, and we are all feeling the same.