Action Series 4: Independence of RTC (Trustees)
Posted on October 10, 2011 by adminTo skip to Action Step 4, click here.
As children, most of us remember seeing and having the bejesus scared out of us by the movie, The Wizard of Oz. Poor cute little ole Dorothy, lost in a strange world of good and evil, who accidentally became the target of the purely evil, wicked Witch of the West.
Only one person could save her: the all-powerful Wizard of Oz.
It must be true – and worth the dangerous trek to see him. Everyone in the fantasy land of Oz agreed. The Wizard could – and would – save her!
Except, as it turned out…
The Wizard’s power was all an illusion.
Behind the curtain was a little man, caught red-handed manipulating the mirage.
Alone and exposed, he was meek and quivering, a mere shell of the powerful persona he had created and sold to the entire populace.
As Scientologists let’s not disappoint LRH and make the same mistake made by the residents of Oz and fall for PR and propaganda, or accept “the way things are.”
“Organizations do not bleed, they do not breathe; they do behave oddly enough like a single organism… But when the individuals in it cease to behave as individuals, cease to have their own thoughts, cease to be capable of their own initiative, cease to be able to take their own action, then the whole organization boils down to just one man, and he’s the only one who could make a decision … the only one who could act… [but an organization] is composed of individuals who observe and who look … The only thing I am trying to teach you is to look.”[1]
RTC was not intended to be the all-powerful entity it has evolved into, with a singular, “Chairman of the Board,” pope-like ruler over the entirety of Scientology.
The authority of David Miscavige is all an illusion. LRH intended one-man rule to end upon his death, to be replaced by multiple cross checks and balances in three separate corporations ruled by seven boards of trustees and directors.
Corporate Law Basics
RTC is organized pursuant to California Nonprofit Religious Corporation Law, and thereby is subject to that law, which is set forth California Corporation Code, beginning at section 9110.
The law mandates:
1.The filing of Articles of Incorporation setting forth the name and general purpose of the corporation. Section 9120. To view RTC’s articles, click here.
2.Bylaws must be adopted to regulate and manage the affairs of the corporation. Section 9140. To view RTC bylaws, click here.
3.The corporation must abide by: a) its Articles; b) its Bylaws; and c) Corporate law. Section 9140.
4.Each corporation must have and be managed by a board of directors. Section 9150.
5.The board of directors may delegate but is ultimately responsible for all affairs and activities of the corporation. Section 9150.
6.A board of directors shall have a chair (head of the board). Section 9123.
7.Each director shall have one vote and a majority vote is required on each act of the board. Directors may not vote by proxy (i.e., give up their vote to another). Section 9211.
LRH Approved Bylaws of RTC
The RTC bylaws created and approved by LRH call for two boards: (1) a board of trustees and (2) a board of directors.(As you will see below, the trustees hold power over the directors, including power over the chairman of the board.)1. Board of Trustees of RTCThe initial trustees, who were selected or approved by LRH, were appointed for life.Section 1. Purpose. The sole purpose of the Board of Trustees shall be to elect Directors of the corporation. In furtherance of this purpose the Trustees may remove a Director who fails to meet the qualification of a Director or who conducts himself in a manner which is contrary to the provisions of Articles I through IV of these Bylaws and the survival of Scientology.[2]The trustees are supposed to meet annually.b. Agenda at Annual Meeting. At the annual meeting of Trustees, consideration shall be given only to the following matters:
i. Election or removal of Directors.[3]2. General Directors of RTCThe RTC board of general directors is charged with overseeing the activities and affairs of RTC. There are 3 general directors, one of which is the chairman of the board.[4]General directors:●Serve for one-year terms;●Are elected by majority vote of the trustees;●May not be elected from among the trustees.And note well:“The Trustees shall elect one of the
directors as chairman of the board.”[4]This means that the RTC trustees, who were approved by LRH and appointed for life, are senior to the chairman of the board of RTC (COB RTC).Obviously, the RTC Trustees can only exercise this LRH-given power if they are truly independent of, and not subject to removal or dominance by, the chairman of the board.
LRH Intent: Independence of RTC Trustees
Based on the foregoing, it is clear that LRH’s vision for the governance of RTC depends completely upon the independence of its boards, particularly its board of trustees.
As we set forth on this website, our investigation found substantial evidence that the boards of trustees and general directors of CST, as well as the boards of trustees of CSI and RTC, are “sham boards,” completely dominated by David Miscavige. See, Existing Scene.
Here is a brief review of that page:
●There are no board meetings, someone from the legal department of Office of Special Affairs International (OSA Int) from time-to-time presents documents for directors and trustees to sign;
●Miscavige holds signed, undated resignations from each board member;
●Miscavige appoints and removes members at his will; (A board member only knows if he/she had been removed when OSA Int no longer brings them documents to sign); and
●Miscavige – not CSI, as LRH directed – administers justice over RTC trustees.
None of the members we interviewed had even read the corporate bylaws or state law and IRS requirements for tax-exempt status, let alone understood them. They had never been trained for their positions.
Trustees, who were selected by LRH, did not even know their positions were for life.
OSA Int, by the way, is in Department 20, Division 7, of CSI. According to the claims of former high-ranking RTC and OSA executives, Miscavige micro-manages OSA Int. So, we have in effect, if true, Miscavige controlling the RTC boards of trustees. In other words, the boards are “sham” boards, mere “rubber stamps” of David Miscavige.
And thus, if true, the safeguard established in RTC trustees by LRH has been nullified.
The power to remove and elect general directors – including the chairman of the board – has been usurped by Miscavige in betrayal of LRH’s last wishes for the governance of Scientology.
The CST special directors – and other lawyers who owe fiduciary duties to Scientology corporations – facilitated this massive betrayal of LRH. They can help to restore LRH Intent or be held accountable.
Please help to remind them of their legal duties. Let them know that you know. Let them know that you care and intend to backup LRH.
Action Step 4
We urge Scientologists to help by doing three things:
1)Read the Demand for Compliance Audit letter to CST Special Directors.Demand for Compliance Audit Letter
2)Send a letter of support to a law firm retained by us, stating your support for the Compliance Audit.Letter of SupportIF YOU HAVE NOT SENT LETTERS OF SUPPORT FOR
EARLIER ACTION STEPS, PLEASE SEND THEM ALSO.
Action Step 1Action Step 2Action Step 3ALTERNATIVELY, YOU MAY SEND A SINGLE LETTER
IN SUPPORT OF THIS & ALL PRIOR ACTION STEPS.Overall Letter of Support
3)Spread the word. Inform other Scientologists you know of the situation by disseminating one-page flyers to them by: A) email, B) regular mail, or by C) simply stuffing the flyers on their windshields or in their mail boxes. The flyers are intended to alert other Scientologists to the situation we are addressing. See “Instructions” below to download the flyer.Flyer
Instructions
1. Download Letter of Support. Add your name or a code name (i.e., an alias or user name) and date it, then mail it to the law firm on the letter. You do not have to provide an address on the envelope if you use a code name.
If you use a code name use something unique made up of letters and numbers, e.g. Jdoe12RC, and make a unique mark in the signature line. The code name and signature mark you use should be consistent in each letter you send. (There are more action steps to come.)
2. Create evidence. Make a copy of the letter after you fill it out, and keep it on file. This step is especially important for those using a code name. We might need to match the letters to an identity at a later date if and when we need evidence of the amount of support we have – and when people feel more comfortable doing so.
3. Download the Flyer, which is a two-page, color PDF document. This is the same flyer that was linked in Action Series 1. Email it to your Scientology friends, using an alias email account if you prefer anonymity. You can also mail it to them, or simply stuff it in their residential mail boxes or place it on the windshields of their cars. (Don’t trespass or break any laws in doing this.)
The flyer looks best in color and printed as a two-sided, one-page document. If you don’t have the capability to easily do this, we recommend you download the flyer to a flash drive and take it to a nearby Kinkos-type shop. Print it as a black & white, two-page flyer, if you must. Or print this article and distribute it. The idea is to spread the word and involve others.
4. Keep stats:# of support letters out
# of flyers to Scientologists
5. Stay tuned for Action Series 5.
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[1] Emphasis added; LRH, 15 July 1957, Scientology and Effective Knowledge – PRO TRs Course Lecture
[2] Emphasis added; Article VI, Section 1, RTC Revised Bylaws
[3] Emphasis added; Article VI, Section 8(b), RTC Revised Bylaws
[4] Emphasis added; Article VII, Section 2(a), RTC Revised Bylaws