X-Message-Number: 911 Date: 17 Jun 92 19:22:04 EDT From: Brenda Peters <> <-- Actually Courtney Smith Subject: Public Alcor Board Meeting Minutes The following is an account of the recent public Alcor Board Meeting. I was not there but this account is based on a video tape of the meeting. Instant replay anyone? - Courtney Smith -------- Alcor Board Meeting, June 7 1992 Carlos began by providing details of the suspension of Michael Friedman that was done on Tuesday, June 2nd. After he had summarized the facts, Mike Darwin described visiting the coroner's office and claiming Friedman's remains, including the brain, which had been removed but was still relatively intact. The pathologist had been urged to keep the brain and body cool, but had not complied. Consequently, the brain and body had deteriorated at room temperature for more than 24 hours. Friedman's body was in a state of secondary flacidity. Mike explained that muscles store energy based on how much they are used and how big they are. When muscles run out of energy, they lock up and get hard, resulting in rigor mortis. In general terms this proceeds from the top of the body down, After a while rigor goes away, not because the muscles recover but because enzymes start breaking down proteins. The resulting flacidity is expressed as a limpness of the limbs. In Friedman's case, it had proceeded to waist level, while the legs were still in rigor. Mike stated that action of enzymes breaking down proteins begins sooner in the brain than in muscles. Consequently, secondary flacidity is a sign that chemical reactions have already destroyed a lot of the data in the brain. We must therefore assume that Friedman has a very slim chance of subsequently being restored to life with his personality and memories intact. Moreover, this is almost entirely the result of the 24-hour delay, since Mike was unable to find any actual bullet holes through the brain. He will be more certain of this after checking X-rays that were done at Alcor. Mike suggested that Alcor needs to negotiate with the coroner to establish a better relationship and protocol in any future cases. Volunteers near the morgue were not allowed to put ice on Friedman. It was noted that Friedman was wearing an Alcor neck-chain when he was shot. His tag was not noticed by police or medical personnel, causing additional delay in notifying Alcor. Mike suggested that bracelets are more likely to be noticed in that kind of situation, and members should take note of this. Jackson Zinn pointed out that authorities are likely to pay some attention to a certificate of religious belief, even in homicide cases; such a declaration should be carried in one's wallet. Also, he suggested that Alcor should draw up legal documents in advance, for use in this kind of case, leaving blank spaces for the names and other specific details, so that Alcor is immediately ready to petition the coroner. Alcor Finances The accounting system has caught up, "more or less," according to Joe Hovey. Statements giving figures for the first quarter of the year were mailed to directors on Monday June 1st. Carlos brought a copy with him to the meeting, which was available for inspection. No additional copies were available for anyone to take away from the meeting. Carlos reported that Alcor has a surplus in the general fund, and the finances are good. Mission statement Brenda Peters had asked each board member what the mission of Alcor is and should be. She received nine different answers. Carlos presented a couple of mission statements of his own, which were circulated. Hugh Hixon suggested that the primary mission of Alcor was to protect its patients, and he listed additional goals. There was very little discussion on this topic. Saul Kent's complaint Saul had asked to add an item to the agenda, which was dealt with at this point. Saul felt that communication between management and membership was unacceptably bad, partly because of rapid membership growth and the increasing activity of regional chapters. He pointed out that there has been a lot of activity in Southern California, including political infighting, which most of the membership is unaware of [ message #0014 - KQB ]. Could Cryonics Magazine report on this activity, including a fair description of its intensity? Mike Darwin agreed that a more honest accounting of events was desirable. Carlos pledged to put the agenda of each meeting on Cryonet, with a summary of any consequent action or resolution. Ralph Whelan sugested that the complete minutes of each meeting should be available via email. This was agreed, though it will not be done till the next board meeting. Ralph also said that he will publish details of how to log on to Cryonet. Mike Darwin listed some things that he would have liked to see published in Cryonics magazine; Ralph said he thought they weren't appropriate, but at the same time he emphasized that he is open to contributions and suggestions. Thomas Donaldson suggested a separate magazine or newsletter that would not be bound by the same editorial constraints as Cryonics Magazine. No one picked up this proposal. Ralph pledged that he would have controversy and disclosure foremost in his mind in future, and emphasized that no one is writing this kind of material for him. In particular, he has received nothing from Mike Darwin. Mike said this was because he felt certain that the material would not be published if he did send it in, based on his prior experience. Carlos mentioned a suggestion to publish a profile of each director of Alcor with their phone numbers attached, so that members would feel closer to the board. Ralph agreed. Ralph also said he would publish a summary of pertinent statistics each month, including basic financial data. The Arizona Building Report Carlos said there had been a "surprising and gratifying amount of enthusiasm from a broad cross-section of members" re: the final proposal to buy the new building in Phoenix. About 60 people had sent money or pledges. But the total, slightly under $200,000, had not been enough. The real-estate deal included a time limit, which had almost expired. Consequently, the bid to purchase the building has failed. Carlos said that he had been severely criticized for his handling of the search for a new building, and he asked the meeting for guidance as to how it should be done in future. Mike Darwin said it was essential to distinguish between the process of looking for a building, and the process of buying it. He said that a detailed prospectus, such as he prepared when the current building was bought, was essential, listing all the problems as well as all the potential advantages. Hard-sell promotional material was of little use to a membership which was intelligent and likely to feel insulted by such material. Brenda Peters circulated a memo from Courtney Smith expressing anger that Carlos had made a seemingly unilateral decision to change strategy re the Phoenix building, so that Alcor would buy it instead of an independent group. Courtney's memo was also concerned that if members were encouraged to pledge their suspension money toward the purchase price of the building, in effect the patient care fund would be secured via real estate, which was contrary to the fundamental principles of Alcor. Carlos said he was amazed that anyone would object to him accepting the offer of a donation of money to buy a building, since the offer had been made freely and without strings attached. Mike Darwin accused Carlos of acting on his own, on the assumption that he could check with the other directors and/or the members at a later date and ask "Is this okay?" Dave Pizer said he agreed with Mike, and accepted his share of criticisms. However, Dave said there were good reasons for Alcor buying the building, rather than having a separate partnership (such as Symbex) buying it. According to Laughlin's attorney, if a Symbex member died and his shares were inherited by a person hostile to cryonics, that person could try to force Alcor to pay back rent up to market level. Mike Darwin then expressed outrage that members of the board were accepting legal advice from other people's attorneys. Keith Henson said that "someone" had convinced Carlos "and some other people" that changes in the law made the Symbex deal less attractive. Carlos said that he had decided it was so attractive to buy the building, he should explore the possibility for doing so without committing himself; and he would have had ample time afterward to see if anyone objected. Paul Genteman said there was never a formal vote to buy the building, but Dave Pizer was authorized to "pursue" the building. Paul added that no one had specifically authorized Carlos to alter the mode in which the building would have been bought. Saboteurs Carlos asked the meeting to consider how best to deal with members who actively work against Alcor. He said that this had never happened before, but had occurred in the case of a letter which Michael Paulle, the head of the Fund-Raising Committee, had sent to a potential investor in the Phoenix building, discouraging the investor from contributing money. Prior to the board meeting, a rumor had circulated that Paulle would be ousted from Alcor. Some members who heard these rumors had protested that this constituted suppression of free speech. Brenda objected that it was wrong to discuss Michael Paulle in his absence, and demanded that the discussion be held over to the next meeting. Carlos agreed, but then tried to discuss the matter in general terms. He was unable to do so without talking about Michael Paulle, which everyone had agreed not to do. He seemed to despair of the task, but Keith Henson still wanted to deal with it, and said it was very necessary to find a strategy for dealing with such "loose cannons." Ultimately, a motion was made and passed to deactivate the fund-raising committee for one month, thus depriving Michael Paulle of his Alcor title while maintaining his membership and his freedom of speech. The matter will be dealt with at the next board meeting, presumably with Michael Paulle's participation. Security Carlos said that the local-area network which has been installed at Alcor endangers confidentiality of patient records. There was a discussion of passwords, logout procedures, and how best to prevent unauthorized deletions or duplications of data. Brenda complained that she had been attempting to bring members into contact with each other, but when she asked for an up-to-date membership list for the north-east, she was given various excuses and never received the list. After six weeks, she spoke to Joe Hovey, who admitted that Carlos had told him not to send the list to Brenda. Brenda asked Carlos if he had lost trust and confidence in her. With reluctance, Carlos admitted he had lost some confidence. She said she had lost a lot of confidence in him too. Joe Hovey said that this is what happens when factionism gets out of hand. Brenda had previously circulated a four-page list of grievances against Carlos, so her feelings did not come as a surprise. Mike Darwin suggested that access to the full mailing list should be automatic for any board member; but using it should be approved by the full board. Max More pointed out that nonprofit corporations are by law compelled to allow board members to inspect and copy membership records. It was resolved that the CEO can decide whether a board member can use names and addresses for a specific application; and if permission is denied, the member can complain to the full board. Biopreservation Contract Carlos reported that a contract has been signed with Biopreservation (Mike Darwin's company) to perform suspensions and provide education. Training courses will be held soon after Labor Day weekend. Alcor will pay for people to attend the course, and will try to find accommodation for them. Dave Pizer offered free lodging if the course is held off-season. Carlos was authorized by the board to offer matching funds up to $250 for people who want to take the training courses but have insufficient funds to pay their air fares. Cryovita Contract Paul Wakfer said he now owns a lease on a facility under the business name PW Biomedical Services. Mike Darwin's sole-ownership company, Biopreservation, rents space at the facility from PW Services. Paul hopes to have other tenants doing suspended animation research. Mike Darwin said he wants Cryovita to be an R&D company, getting patents ultimately. His own company however would primarily provide suspension services, doing body washout of dogs in connection with this. After several objections and suggested amendments from Dave Pizer, the contract between Cryovita and Alcor was agreed. It is basically the same as the old contract, and has been modified primarily to take account of changes that occurred as a result of the death of Jerry Leaf. Other Business Joe Hovey said Alcor should acquire its own equipment and its own disposables to do suspensions, so it would no longer depend on Cryovita. Cathy Leaf complained that as a result of the Dora Kent case, she and Jerry had experienced damages of about $200,000, including loss of his job, his insurance, and his retirement fund. She says at the time, she could have sued Alcor but didn't. She did ask for a $17,000 settlement, which she was happy with then. Now, however, she said that if Alcor is going to "waste money" buying a duplicate set of suspension equipment, she should receive additional compensation first. Carlos told her that Alcor doesn't have enough money to give her any, but if Alcor ever does have more money, she will be paid something. Dave Pizer suggested that a committee should be formed to discuss what it would take to replace the equipment and satisfy Cathy. Carlos rejected this idea and said he himself will look into the matter of upgrading suspension capabilities. If he comes up with a plan, he will present it to the board. Cathy Leaf then reiterated her complaint. Paul Wakfer said that spending money on extra equipment would be outrageous and ridiculous. Mike Darwin said there's been hysteria about the supposed motives of Paul Wakfer, the new president of Cryovita. Mike added that he has cleaned out a lot of the local suppliers of surplus or second-hand surgical instruments. The cheap equipment has all gone. So Alcor would have a hard time buying new suspension equipment for a reasonable sum, at least during the next year or so. Financial Advice Eric Klien circulated a memo stating that Alcor had earned more than $1,000 additional interest by the time of the meeting, assuming that recommendations from Eric and his two fellow committee members had been followed, re: investing money. Eric asked if, in fact, his recommendations had been followed, and if so, when. Joe said it had been taken care of "in June." Eric was dismayed that so much time had been allowed to elapse. Carlos then contradicted this but said he wasn't sure of the exact date when the investments had been made. Eric also asked for more financial information to be readily and publicly available, such as the amount of funding in Patient Care. The Building Next Door Charles Platt asked if it was true that there was a vacant building next door to Alcor, which could easily be used for expansion. Carlos said that the building is not vacant, but the tenant is on a month-to-month basis, and the building is for sale at $265,000. However, Carlos felt that the building would only satisfy the problem of insufficient space. It would not address any of the other issues. Personally, he was strongly opposed to the idea of expanding into the building. There was no real discussion of the building, though Dave Pizer seemed interested in pursuing it, and suggested that the money which had been pledged for the Phoenix project could be put toward the building next door. Rate This Message: http://www.cryonet.org/cgi-bin/rate.cgi?msg=911