SiouxRanger

National has sat down to a table to play the ultimate game of Texas Hold'em.

Where a Chapter 7 liquidation is the "All-In."

National has yielded control of its future to a formidable number of powerful players-a "Hail Mary" strategy.

43 minutes ago, InquisitiveScouter said:

I believe they are short of what they could "comfortably"

Well, in the beginning, National did start with nothing, and 100± years later built it into what it now has.

So, even starting at zero is doable.

But, the second time around,, National would have its intellectual property, and a tradition (some of which is laudable), and a shell of a structure, though hugely damaged, and some camp properties with which to carry on the outdoor component of the program.  It won't be what is was before the bankruptcy, but what does one expect when they burn down their own house?

14 hours ago, CynicalScouter said:

And that same Congressional statute says Boy Scouts of America is "perpetual"

I've never seen Articles Of Incorporation which did not provide that the corporation was "perpetual."  Likely, they all are.  My state has statutes providing for the voluntary dissolution of a corporation, (and the involuntary dissolution, for that matter, in the event that the corporation fails to pay annual corporate fees, and such-but not likely a BSA issue.)

Seems to me there are only 3 likely scenarios regarding BSA intellectual property::

1.  BSA keeps all its intellectual property, having no right to sell it, or for the bankruptcy court to dispose of it due to some provision or interpretation of the statute you cite, or its Federal Charter.  This option leaves open the possibility that BSA continues as a corporation, owning its intellectual property, but without a cent to afford even a custodian.  In this scenario, BSA is a hollow shelll with no on-going operations.  BSA, in this scenario, does not have the financial strength to operate, and Congress does not want it back.  Some group might come along and rescue the Movement.  This seems to be the least likely scenario.

2.  BSA's intellectual property reverts in some fashion to Congress.  Surely, Congress can revoke BSA's Federal Charter.  Congress can't pass a law it cannot amend or revoke.  In this case, Congress could control to whom the intellectual property was granted as a successor to BSA.  I cannot think of any analogous procedure in my state.  The assets of dissolved corporations do not revert to the state.  But perhaps, BSA would be different due to its Federal Charter.  The situation presumes that Congress would have to find some entity willing to fund a new startup BSA and then transfer the idle intellectual property to the startup..  

3.  BSA's intellectual property remains assets owned by and controlled by BSA, subject to sale (or pledge as collateral) by BSA, and subject to the jurisdiction of the bankruptcy court.  A Chapter 7 liquidation would put these assets on the auction block. In this scenario, BSA is treated like a typical state chartered not-for-profit corporation.  

BSA's entitlement to exclusive use of its intellectual property appears to me to be nothing more than a "super trademark."  I don't see how it adds much, in that trademark holders are also entitled to exclusive use.  Though, normal trademark holders have to "defend" their trademarks (so that their trademarks don't become "generic" and thereby in the public domain where anyone can use them) to continue to be entitled to exclusive use. " Yellow Book" is a trademark that lost its status.  So, the "exclusive use" provision may mean that BSA need not defend its trademarks to prevent them from losing their trademark status and becoming generic.

I would also note that BSA National has many aspects of a franchisor-and appears to be licensing its intellectual property to its franchisees-the local councils.  Which councils are separately state chartered not-for-profit corporations, which themselves are chartered (franchise agreement?) by BSA National.

As with so many aspects of National's business model and relationships with other legal entities, things are very fuzzy.

18 hours ago, David CO said:

Yes it could.  If that should happen, some new scout association would take over where BSA left off.  WOSM is not going to just abandon the USA.  Scouting will continue.

 

So, if National liquidates, does its intellectual property go on the auction block?

And, if so, are the potential buyers limited to those who wish to carry on the Scouting Movement, or could someone buy the intellectual property and simply put it on a shelf to collect dust?

Seems to me National is in the franchise business-it licenses its intellectual property, its name, logos, designs, merit badge pamphlets, handbooks, etc.

Some tycoon buy Philmont?  

What is American Scouting without those?

10 hours ago, PeterHopkins said:

Is it possible for the BSA (or any youth-serving organization) to have youth protection rules so robust that they could successfully defend an action in a state court?

This is an EXCELLENT question.

The blackletter rule (that is the default, simple statement of them applicable rule to the majority of situations), is that "negligence" is the failure to behave with the degree of care that someone of ordinary prudence would have exercised under the same circumstances.

Another way of saying it (tort law, that is, civil wrong law-not criminal law-, is replete with parallel, vague statements of rules about negligence that are totally worthless, in my opinion) is that someone has failed to take "reasonable care" in the conduct of their business or actions.

My definition of "reasonable" is:  "Hire your lawyer early."

One person's definition of reasonable is another's definition of insanity.

Many times in legal analysis, it is helpful to consider an issue for what it is NOT.

And thereby get a better appreciation of what it IS.

"Negligence" is NOT "Zero Defect."  That is, doing a perfect job.  So, in the abuse perpetrator situation applicable to National, that SOME abusers managed to go undetected, or unreported, or reported but managed to resurface in an unrelated unit, or managed to evade National's efforts to identify them and deny them further access to the program and youth, is NOT negligence.

(To put "negligence" in perspective, "willful and wanton"( a greater degree of civil liability) is where someone or legal entity, such as a Catholic Diocese, transfers a known abuser to another Parish, without notice to the new Parish of the abuse issues relating to the transferred individual and subjects the new parish to the predilections of a KNOWN abuser.)  National does not seem to me to be accused of that.  National seems to have tried, though poorly so, to rid its system of abusers.

At least in theory. (Jump past the (...) in the paragraph above.)

BUT, at the end of the day, whether National, a Local Council (LC ), or Chartered Organization (CO),  is liable for negligence depends on the "findings of fact" of either Judge (if a bench trial), or the Jury.

So, this is where the "reasonable" definition comes in.

"Reasonable" is defined by the "finder of fact."

It can be the Judge, and defendants fearing a jury of 12, might "throw themselves on the mercy of the court."

It can also be a jury of twelve-all of whom must agree on the verdict.  And, that means one is risking all on the agreement of twelve folks.

(And there are juries of 6 in Federal court, but that nuance adds nothing to the logic of this discussion.)

8 hours ago, HelpfulTracks said:

Nope, don't think ties.  hat list exist in one easy place. Which many of us have complained about in the past, myself included. But if I did think it exist, I would probably tell you to "just Google it."

That said, the same is true for the vast majority of NFP's out there. So, I am not what that proves. 

You need not respond to such challenges.

Einstein took at least a week to come up with E=mc (squared)  (Well, maybe years.)

7 hours ago, johnsch322 said:

Let’s be honest. BSA was afraid it wouldn’t survive if it had to go to court on all of the lawsuits it faced. So they then entered bankruptcy and even on their own volition asked claimants to come forward. That with the help of law firms has resulted in the claims being 82,500 (they were facing less than 300 when this started). The amount that BSA has come forward with though not substantial on its own is a higher percentage of net value than what the LC’s have come up with. The amount the LC’s have put forward is pathetic.  What is worse is the amount that they negotiated supposedly for the victims of fractions on the dollar from the insurance companies. The only reason they are doing this is to try to entice uninformed claimants with what sounds like (but isn’t) a substantial sum so they can get out of their obligations to survivors and their own bankruptcy hell. As a survivor in an open state with a tier one abuse to be looking at 57K as the award is pathetic. Shame shame BSA!!

Absolutely agree 100%.

I am not an abuse survivor.  I am a child of Scouting, Cubs through Eagle. Philmont staff, father of 3 Eagles.  Scouting is my life and that of my family.

I stand appalled that this "principled" organization has failed to defend and protect children.  Children.  The defenseless.

For how many DECADES? (Longer than I have been alive at 7 of them.)

An organization with a "religious declaration" requirement.

"That which you do to the least of mine, you do to me."- Jesus.

How does one deny that idea?

My best friend only told me about 3 years ago of his abuse.  I had no idea.  I camped with him dozens and dozens of times during high school.  We had great times.  He seemed totally normal and balanced.  Only now do I learn he had weekly counseling for the last 55 years.

National BSA has betrayed the principles of the Scouting Movement-all the way to the bedrock of the Movement.  And betrayed all who believed.

And to avoid a moral accounting, it hides behind bankruptcy.

$57,000 for Tier 6 abuse in an open state is an insult.

$5.7 million is closer to a reasonable settlement amount.

1 hour ago, SiouxRanger said:

Godspeed, TCC Committee.

(Not a survivor, just a life-long youth and adult adherent to the principles of Scouting, appalled at National's betrayal of those principals. National needs to make this right or close up shop.)

And my best friend, from high school onward, only 4 or 5 years ago told me that he had been abused by a priest, by a scoutmaster, and by Christian Brother(s), and even at that, by staff at the facility to which his parents sent him for help.

I am 70, so it was a long time ago. and yet he only told me, which he admitted was the person who best understood him, about 50 YEARS after the abuse.

He was in weekly therapy for all those years. About 50 years. His marriage failed about 8 years ago.

And he was not a weak-willed person: he earned a Phd.

How does this happen?

What is that damage worth?

7 hours ago, TheRealDK said:

This is Doug Kennedy, a member of the TCC.  First, I want to thank all of you for your comments over the past 18 months.  Your comments and those in other forums, whether I disagree with them or not, have helped inform me as I work to represent all Survivors.  As many of you know, the Coalition has made some statements both in the hearing yesterday and in a press release this morning.  I find them horrible and the rest of the TCC does as well.  Tonight is a TCC Town Hall and I invite you to attend so that you can hear directly how we feel about several issues.  As well, we are going to hold more frequent Town Halls so that Survivors are informed of the process as a plan goes to a vote.  The meeting is at 8PM via  https://pszjlaw.zoom.us/j/82272826295 (no registration required) and 888-788-0099 (toll free), webinar ID: 822 7282 6295.  It will be recorded and made available afterward on the TCCBSA.COM site.

Let me also say that I wish I could participate in many of these discussions.  Unfortunately my hands are often tied because of mediation confidentiality.  Trust me, when this is over and I can speak freely I will.  As well, I was asked to jump onto this forum and do a bit of an "Ask Me Anything" at some point and I will, promise.  It's an issue of timing and right now I fear that a lot of my responses would be "I can't talk about that yet" so I don't want to frustrate more people.  Please be patient while I go back into stealth mode until a later date!

Lastly, let me repeat something the TCC has said from the beginning.  The future of the BSA is NOT of any concern to the TCC.  That's the BSA's issue.  The only focus we have is in securing the LARGEST possible settlement for Survivors in a reasonable amount of time, and seeing significant changes and transparency in the BSA's youth protection practices and reporting so that the abuse of the past stops and the public knows how safe their children are now and in the future without the secrets of the past continuing.  The nine members of the TCC are all Survivors and have spent hundreds of hours and meetings solely focused on the well-being of all survivors, not on law practices, and we are fighting for all those we call our brothers and sisters first and foremost.

Thanks for the passion all of you show.  The personal toll this has taken on so many is something I think about every day, has impacted my own personal life and career, and I just hope if you read this and are a Survivor you can do one thing today and every day...Stay Strong.

Doug

 

Godspeed, TCC Committee.

(Not a survivor, just a life-long youth and adult adherent to the principles of Scouting, appalled at National's betrayal of those principals. National needs to make this right or close up shop.)

18 minutes ago, ThenNow said:

Now you tell me the calculations had already been done. Coulda saved me these hand cramps and raw fingers from ciphering it out!  

Sorry.

From now to October 15, printing 24/7, I figure 63.6 pages per SECOND to get the job done.  So, 64 presses running at 1 page per second is more likely.  And to have time to assemble, package, address, and add postage, probably 130 presses.

This is a VERY BIG JOB.

So, the solo practitioners who see 5,000, or 10,000 Plan packages show up at their door, to have to add a cover letter, repackage them, add postage and get them back in the mail...well, that is where some of the 40% fees are going.

Gotta go, the mouse committee wants me to put a bell on the cat.

16 minutes ago, ThenNow said:

Is that Scout-like? I’m a bit rusty. 

Apparently, the exceptions are hidden in the footnotes to the principles.

It would be easier to follow if all the footnotes were to be revealed at once.

"And, as he gradually realized that Watergate was a criminal conspiracy: 'The cliche about the other shoe dropping is no longer used or useable. We are dealing with a centipede.  Shoes will continue to drop.'"

-The Voice Of Reason: Eric Sevareid's CBS Commentaries, by T. Harrell Allen, p. viii.

1 minute ago, Eagle1993 said:

BSA wanted to only send a web link, at most a USB but the US Trustee objected as many may not be able to access the web or prefer paper and by law paper is default.  BSA said it would be too expensive ($3M to print and mail) and the US Trustee said if BSA cannot afford to follow the law, perhaps they should reconsider the chapter they are filing under.  

I was doing the print job math when it was mentioned that the Plan was over a thousand pages.  Whew! 

165,000 reams of paper.  (I worked in a print shop decades ago.)

21 minutes ago, fred8033 said:

It's not a lie.  It's a reflection of the times.  

There is no defense for National in how it handled all this. 

And to conceal information from an expert acting on National's behalf, where that information, if provided, would clearly have changed the expert's testimony-that is a lie by concealment.  A lie nonetheless.

27 minutes ago, ThenNow said:

They’re busy printing 82,500,000 pages

Leave No Trace compliant?

On 9/28/2021 at 7:38 PM, MattR said:

To be honest, I've seen this often enough that I've come to the conclusion that there's something wrong with the program. It takes too many adults to make it work.

Hallelujah.

And very complex.

About 14 levels of rank the cub and boy scout programs. (Arrow of Light might be 15)

Many requirements for achieving each rank.

Merit badges:  required, elective, alternate required merit badges.  Many merit badge requirements.  (Some requirements for required merit badges have 90 time requirements-DO NOT MISS THOSE!)

All manner of non-rank awards, achievements, certificates, training. (BSA lifeguard, kayaking, OA, etc.)

Lots of advancement record keeping.

Scout account and unit financial record keeping.

A single program where the adults have to have the skills to deal with scouts of kindergarten age through seniors in high school.  And many age groups attend the same meetings, events, etc., requiring adults with likely little training in recognizing and interacting with scouts at different age and maturity levels, sometimes having to shift gears many times in a single evening or scouting event.

Youth Protection rules, Guide to Safe Scouting rules, boating event rules, all the various training-weather, wilderness first aid, CPR training, National Camp School, recommended/required training for each unit position--retraining as various training certifications expire...

High Adventure bases-a whole other level of complexity:  adult leader required training, minimum age requirements, medical forms, body weight to height requirements, physical training....

Reminds me of a Robert Heinlein quote, the last line of which is:

"Specialization is for insects."

2 minutes ago, CynicalScouter said:

The judge has now plowed over the TCC lawyers twice. She is in move, move, move mode.

Aren't attorneys entitled to several days to review documents prior to a hearing?  That they get notice of a hearing and a list of the matters to be heard?

Holding a hearing on documents filed just minutes previously sets a horrible precedent.

3 minutes ago, ThenNow said:

Per my looong query 'years ago', I was waiting for this. As an attorney and claimant, I can't say I disagree. I'd still like to see the specific ethics provisions/standards on which they rely and are referencing by implication. 

And what penalty if an attorney violates an ethics rule?  If the attorney gets to keep the 40% fee, the attorney likely does not need a law license any longer, huh?

"Oh To Be A Child Again."  -Jimmy Rogers.  "One and one make $7 billion dollars..."

At some point we will have to go back to being adults and to divvy up $7 billion dollars. (At least in our own minds.)

17 minutes ago, David CO said:

Try walking upright.

 

Gives me whiplash and all the other baboons look down on me when I try to teach them shorthand..

58 minutes ago, David CO said:

This is a scouting forum.  We never make smart comments.

HEY!   I've spent a lifetime with raw knuckles and still can't figure out what I'm doing wrong.

5 minutes ago, ThenNow said:

Agreed as to all and, further, why did she let him go on like that? I was certain she was going check him at five different times. And then, she made a point to remind TCC counsel they were short on time? That was was a a double double, “Say what?! Say what?!”

Sounds like the Judge did lose control of her courtroom.

Lots of things are going on in this courtroom that are very strange.  A word or two of negative feedback from the Judge after an attorney has had their say could do wonders to reign in further argument (and pleadings) along the same lines.  With so much at stake, maybe not.  No matter the outcome at trial level, attorneys MUST get their pleadings and argument into the Court Record to preserve it for use on appeal.

Just because a Judge listens patiently, does not mean that the Judge accepts what they are hearing.

At some point, all of the motion hearings will come to an end and the Judge will start to make rulings.  And there could be a number of them in rapid succession, and have significant impact.

Any error that arguably changes the outcome is "reversible error."  And, perhaps a basis that an appeals court reverses the trial court's ruling(s) and sends the case back to the bankruptcy (trial level) court, to pick up the bankruptcy process where the appellate court indicates reversible error was made.

That National thought its Ch 11 would be wound up by the end of August (was it?) is ludicrous.  National will be lucky to see this done by August 2022.

"I love it when a plan comes together." -Hannibal, The A Team

1 hour ago, ThenNow said:

an application for Knighthood

Well, I'd give him an Honorary Notary Public, and for the appropriate fee, status as a "Member in Good Standing of the National Geographic Society."

12 minutes ago, MYCVAStory said:

Yep.  And if you smelled a sense of desperation when Rothweiler spoke on and on from prepared remarks he read (after saying he didn't expect to be speaking)  it might have to do with the fact that all those commercials and overhead and professional fees for Molton and company may be due and stacking up.  Coalition cut of $752 million might help pay that.

That makes perfect sense.  A lawyer "not being prepared to speak" who reads from a script...Hmmmmm...

Who does he think he is fooling?

1 minute ago, MYCVAStory said:

Yep.  And if you smelled a sense of desperation when Rothweiler spoke on and on from prepared remarks he read (after saying he didn't expect to be speaking)  it might have to do with the fact that all those commercials and overhead and professional fees for Molton and company may be due and stacking up.  Coalition cut of $752 million might help pay that.

Law is like a game of chess-except that the number and power of the pieces change constantly.

I remember a M.A.S.H. episode where Hawkeye and Trapper were playing a game with cards, some chess pieces, and some checkers.  Somebody asked, "What are you playing?"  "Double Cranko."  "How do you play?"

"There are no rules."

On 9/21/2021 at 6:47 AM, ThenNow said:

Hey, now. Don’t be dragging me down into your mud wrestling EIN racketeering scheme! (I’ve had way more than 15 minutes of incarceration on top of my fame and misfortune, by the by.)

We're 7 days into more bankruptcy drama-you had your chance to get into the EIN mud wrestle tussle-it ended days ago.