August 21, 2017    

 

 Episcopal Diocese of Los Angeles  
  Letter from Bishop Coadjutor John Harvey Taylor    

A Statement Regarding Corporation Sole

By Bishop Coadjutor John Harvey Taylor
on behalf of the Corporation Sole Special Committee

Since the beginning of this year, I have been working with the expanded Corporation Sole Special Committee created by Diocesan Convention last year. The charter of this committee is to address questions about governance and transparency of the "Bishop as Corporation Sole," which since its inception in 1907 our bishops have used in various ways in support of mission and ministry. The committee takes the view, and I agree, that recent events in our diocese give us the opportunity to reorganize Corp Sole in keeping with modern governance and nonprofit principles and thereby to make it more accountable and ultimately more effective.

The committee comprises the seven members of the original committee created by the 2015 Convention along with representatives from the Standing Committee, Diocesan Council, and Corporation of the Diocese. As the deadline for convention resolutions nears, the committee and I believe it timely to report to the diocese on our progress, state some important principles and conclusions on which we are agreed, and describe the path forward.

A. KEY PRINCIPLES
The committee and I are in full agreement on the following key principles:
  • Corp Sole's assets are held in trust for the Diocese of Los Angeles. Its activities, assets, and expenditures should be overseen by the diocesan officers and bodies currently overseeing all other aspects of our finances and operations.  
  • While Corp Sole has been audited annually, its financial and other activities should be more transparent. At a level of detail similar to the Mission Share Fund budget, the bishop and treasurer will report to convention concerning Corp Sole's activities with an objective to comply with generally accepted accounting principles.
  • Because of tax implications, title to real property will remain in Corp Sole, but all decisions concerning that property will be subject to the approval of the appropriate diocesan governing bodies -- the Corporation of the Diocese and the Standing Committee, as appropriate.
  • We will take care to ensure the continuance of Corp Sole's existing commitments to people, programs, and institutions.
B. VISION FOR THE FUTURE
Under the leadership of the Rt. Rev. Diane Jardine Bruce, who will take primary responsibility for overseeing diocesan budget and finance, our goal is a Mission Share Fund budget that feeds hungry hearts by revealing the true heart of the diocese -- what we love, what we can afford, and what we can't yet afford but seek to make possible through additional stewardship and fundraising. We increase confidence in our own stewardship of precious financial resources by being as open as we can about our funding sources and providing equal access to capital funds to all in our diocese who want to use their proceeds for the glory of God.

A centerpiece of our contemplated reorganization is that certain liquid and other non-consecrated assets currently held by Corp Sole could form the basis of a new diocesan endowment fund, to be governed and administered using best practices in the non-profit world. It could make annual grants for mission, ministry, and program. Some awards, if sufficient urgency is demonstrated, could be made at the discretion of the bishop. Most would be made through a grant application process. 

We are still studying Corp Sole to determine what sources of funds exist and are available to meet existing appropriate obligations and fund new activities. Our findings will help us determine how to structure the endowment. Subject to appropriate oversight and approvals, funds may also be transferred as needed to the existing bishop's discretionary fund for pastoral and other confidential purposes.

C. PROPOSED IMPLEMENTATION AND TIMELINE
While our work is not complete, we have made considerable progress. The committee and I share the sense of urgency felt in the diocese at large in moving forward with reorganization of Corp Sole. Our timeline is as follows:
  • We will prepare a resolution for December's Diocesan Convention that incorporates our key principles and commends the bishop and Committee to continue their work as outlined and promised.
  • By Easter in 2018, in continuing collaboration with the committee, I will share our reorganizational plan with the diocese and invite comment and dialogue.
  • By Pentecost Sunday, we anticipate the reorganization will be ready to implement. Depending on its contours, we will work as needed with diocesan authorities to prepare enabling legislation for Diocesan Council or Convention in December 2018.
As this work is performed, I will do all I can to manage Corp Sole in the spirit of the key principles governing the reorganization.

On behalf of our diocesan community, I offer thanks to the members of the committee and all who have worked so faithfully and creatively on these questions.

In Christ,
The Rt. Rev. John Harvey Taylor
Bishop Coadjutor

Corporation Sole Special Committee
The Very Rev. Canon Michael Archer, chair (Diocesan Council)
The Rev. Canon Richard Van Horn (2016 Special Committee on Corporation Sole)
The Hon. Colleen K. Sterne (2016 Special Committee on Corporation Sole)
John Flemming (2016 Special Committee on Corporation Sole)
Reynolds Cafferata (2106 Special Committee on Corporation Sole)
Joanne Bradshaw (2016 Special Committee on Corporation Sole)
Eric Edmunds (2016 Special Committee on Corporation Sole)
Andrew Tomat (2016 Special Committee on Corporation Sole)
Canon Roger Leachman (Diocesan Council)
The Rev. Will Crist (Diocesan Council)
The Rev. Canon Mary Trainor (Diocesan Council)
The Rev. Jeannie Martz (Diocesan Council)
The Very Rev. Canon Melissa McCarthy (Board of the Corporation of the Diocese)
Canon Maida Hastings (Board of the Corporation of the Diocese)
The Rev. Dr. Rachel Nyback (Standing Committee)
The Rev. Abel Lopez (Standing Committee)
Canon Julie Dean Larson (Vice-Chancellor)