An independent nonpartisan 501 (c) (3) nonprofit incorporated in Washington DC
November 30, 2020
Vision Ethiopia was established in 2015 as a 501 (c ) (3) nonprofit organization incorporated in Washington D.C. with a mission and vision “to see Ethiopia transitioning to a peaceful, stable, united, democratic, prosperous and livable place for all its citizens” and the mission and vision were to be achieved by engaging “Ethiopian intellectuals and professionals by creating an independent forum for developing policy alternatives that lead to a better Ethiopia.”
Since its modest formation the Board has been able to organize nine successful conferences in which over 300 academics, professionals, community, and civic and political party representatives spoke at the forums. The 7th and 8th conferences were held in Ethiopia in collaboration with the Ministry of Science and Higher Education, the Ministry of Culture and Sports, and Bahir Dar University. With the cooperation of the Ethiopian Satellite and Radio Station (ESAT), Abbay Media and other outlets, the proceedings of the conferences were transmitted live and uploaded to YouTube accounts so that hundreds of thousands of people and policy makers could benefit from the conferences. The quality of the conferences progressively improved. In its 6th (special) conference, H.E. Prime Minister Abiy Ahmed was the guest speaker. These achievements were not made easily. It required a lot of work, patience and direct and indirect costs to board members and the people who presented their work at our forums. We sincerely thank all those who helped us to achieve our mission.
In recent months, as Ethiopia’s transition continued to be more complicated and worrying, Vision Ethiopia has been issuing a series of statements and writing letters, some of which lacked the depth and rigor expected from the organization. This was concomitantly happening with concern about its internal workings and direction of the organization. The discussion on these matters was deferred until the completion of the seven weeks long (ninth conference) that ended on October 10, 2020.
The discussion began by a proposal to amend the bylaws. The President resisted the entire change and in two separate emails (dated November 8, 2020 and November 21, 2020) claimed that he has unilaterally “dissolved” the Board and “reconstituted” a new Board of Directors.
Upon reviewing the bylaws, the Board noted that the President did not follow normal practice in making decisions and issuing press statements. The President did not earn the vote of confidence of 2/3 of the Board of Directors (which is a requirement according to Article VI Section 11 of the bylaws). Furthermore, the President acted contrary to the spirit of the Code of the District of Columbia § 29–406.01 (b) which states “all corporate powers shall be exercised by or under the authority of the board of directors of the nonprofit corporation”.
From the current eight Board members five are founding (permanent) members. Five of the eight Board members indicated, in writing, their disapproval of the actions of the President. Disappointed by the situation one non-founding Board member resigned. The Vice President and chair of the conference committee also resigned from the office but remained in the Board. Concerned by the situation, the Secretary General, in consultation with four Board members, called an emergency meeting pursuant the bylaws. A reminder was sent to those who did not confirm their attendance. The two hours long emergency meeting was held via teleconference on November 23, 2020. Present at the meeting were Dr. Ashenafi Gossaye (Secretary General), Dr. Yohannes Zeleke, Professor Seid Hassan, Professor Minga Negash, and Ato Gizaw Legesse. Absent from the meeting were Professor Getachew Begashaw, Professor Demissie Alemayehu, and Ato Yilma Zerihun. The meeting was quorate and duly constituted as 62.5% (5 of the 8 current board members) attended the meeting.
Since the President was absent the Secretary General chaired the meeting. The meeting started with the chair introducing the basis on which the President “dissolved” and “reconstituted” the Board. It was agreed that the “dissolution” is in accord with neither the bylaws nor with the Washington D.C. rules that govern nonprofit organizations. The Board also reviewed the contribution and the type of leadership the President provided during the last five years. The Board considered three options: (i) whether the organization is worth saving with its reputation and existing mission and vision, (ii) whether the organization should be dissolved in accordance with the law, and (iii) condone the actions of the President and continue with business as usual. After extensive discussion the Board unanimously agreed to pursue the first option and resolved the following.
- The Board decided to thank the President and relieve him from his duties with immediate effect. Since he is a founding member, Professor Getachew Begashaw shall continue to be a Board member, but shall not bear the role of a President or speak or enter into an agreement on behalf of vision Ethiopia. The grounds for removal were (i) the inappropriateness of the type of leadership he provided in more recent years; (ii) transgression of the bylaws, and (iii) on the ground that, consistent with Section 11 of Article VI, a director would not be able to carry out his/her duties without earning the confidence of 2/3 of the Board of Directors. This decision has been communicated to Professor Getachew Begashaw, in writing.
- An interim leadership is put in place. Vision Ethiopia will hold consultations and undergo through a transition period of one year. Thereafter, there will be an election.
- The Board regrets and apologizes for messages that may have been disseminated without its knowledge and approval.
Board of Directors of Vision Ethiopia