As shown in the pdf file of the 2005 amendments to ISKCON Inc. [35], the Certificate of Incorporation (articles) of ISKCON Inc. were amended in two parts:
First, by a Resolution executed on January 2, 2005, signed by 8 officers/trustees, regarding late filing of the Certificate of Incorporation with the Nassau County Clerk's office after the corporation had changed its principal address from 26 Second Avenue, New York, to Freeport, Long Island, New York.
Second, by a Resolution of Amendment executed on February 13, 2005 by 6 officers/trustees. This Resolution includes an article of annexure containing numerous documents being appended to (made part of) the corporate articles. This unauthorized changing of Srila Prabhupada's original articles of incorporation accomplishes several things:
The 12 sections added -- marked as articles 12th through 23rd -- represent the bulk of the unauthorized changes that were made. We have emphasized in bold red some of the significant items.
Section 12 adds the August 8, 1966 Constitution of Association [4] [According to another file copy we have [42], this document is dated July 7, 1966; it was re-written for inclusion a few days later, on July 13, 1966, in the original Certificate of Incorporation.]
Section 13 adds a statement about Srila Prabhupada's position, taken from Item 1, paragraph 1 of Topmost Urgency. The language used in the amendment is only slightly different than the original, but there is the addition of a reference in an annexed document (Caitanya-caritamrta Adi 1.47) defining "Acharya". And, they omit Item 1, paragraph 2 of Topmost Urgency relating to the buying/selling of real estate (see new Section 18 in the amended articles).
Section 14 adds Item 2 of the Topmost Urgency, with several significant changes to the text: Governing Board "Commission" instead of "Committee of trustees"; omission of the reference to Srila Prabhupada's appointment of the GBC; and addition of a statement re: the function and guidelines governing the GBC being in the annexed DOM.
Section 15 adds a statement that foreign (emphasized) ISKCON corporations may be registered in the U.S. as branches affiliated with this New York ISKCON corporation. The amendment authors appear to be drawing a distinction between foreign corporations and other ISKCON corporation branches in the U.S., to show that all these branches are to be under the direct affiliation of this NY corporation. They refer to two of Srila Prabhupada's letters (Annexure F) to Jariwala and Brahmananda as the source of this element.
The letter to Sri B.N. Jariwala on Oct 16, 1968, states:
"Regarding your good suggestion about permanent organization. This institution is already incorporated in New York State, and we are opening different branches under different states."
The letter to Brahmananda, Aug 19, 1968, makes reference in the context of Prabhupada's Visa applications to US and Canada:
"This institution is incorporated in NY under the Religious Act number such and such and it has got the following branches all over the country. Mention herein all the 6 branches in USA, namely NY, NM, Boston, SF, Buffalo, LA."
Section 16 adds four statements (a to d) about Temple Presidents and the GBC.
Item a) is a mis-statement. It says that according to Section 2 of the original Certificate of Incorporation, the Society maintains temples to propagate the 7 purposes of the Society. But in fact, Section 2 refers specifically to the corporation itself having those 7 purposes -- not any or all other temples. Superimposing upon individual temples all 7 purposes would mean, for example, that each temple was expected to publish books and magazines. That was obviously not Srila Prabhupada's intent.
Item b) refers to Annexure E, paragraph 8, 'Particulars of the GBC'. This is the DOM being referred to. But the statement added to the amended New York articles goes far beyond paragraph 8 of the DOM, which simply says:
Item b) adds various other elements not mentioned in this section of the DOM, most notably, statements referring to how Temple Presidents in other new and existing temples are to be managed. This is clearly intended to make the New York corporation appear to have authority over how other temples are to manage themselves. But the DOM does not empower ISKCON Inc. to make any such pronouncements. The DOM itself does not say all these things, and an amended ISKCON Inc. has no authority to impose anything on other temples, aside from its own legal branches.
The one thing that DOM paragraph 8 does say is mis-represented here in Item b). That is, the DOM says removal of a Temple President by the GBC requires "support by the local Temple members". Item b) adds that it has to be "a vote" of temple members, and infers that such a vote is synonymous with an "election" -- but a show of support for removal is not a removal vote, and it is not the same as an election, e.g. an election for the addition of a new Temple President. Also, Item b) says the GBC will conduct the election, although paragraph 8 of the DOM does not say this.
Item c) refers to Annexure H, Srila Prabhupada's Letter to All Temple Presidents, April 22, 1972. This is just an addition by reference.
Item d) is the addition of a clause re: the relationship between 'Temple and Temple Presidents with ISKCON NY'. They assert their position in Section 15, and here they moderate it, essentially making themselves a figurehead superior to other affiliated branches. Under the ISKCON Inc. articles, the only centers that NY has any sway over would appear to be those it opens itself, under the jurisdiction of this incorporated entity ISKCON Inc. (i.e., legal branches), although even there, they have moderated their control via Section 16(d). It is Srila Prabhupada's statements elsewhere that suggest central authority on ISKCON Inc.'s part. They have no authority over other incorporated entities who are not associated with ISKCON Inc. per their own articles or other legal arrangement.
Section 17 sets down a definition and parameters for Temple Members. 17(a) refers to Annexure I, a 'tentative member pledge', unsigned and undated, on Srila Prabhupada's letterhead. It also refers to Section 19(a-d).
Section 18 deals with management of real estate, and effectively replaces the dropped clause from Topmost Urgency in Section 13. This section refers to Annexures D and J, the DOM and Srila Prabhupada's Will. It does not refer to the Topmost Urgency, which provided specific language on this issue.
One of the arguments ISKCON Inc./DOM adherents give for omitting the Topmost Urgency instruction on real estate is that 'Srila Prabhupada didn't intend for it to remain in play after his departure… that authority would go over to the GBC'. Of course, that's speculation; the document does not say that. Perhaps by adding the Topmost Urgency amendment, Srila Prabhupada wished to emphasize his strategy of decentralization via this clause, forcing even new member centers to be restricted to the size they were when they incorporated. What you come in with, in terms of real estate, you stick with. No more buying/selling, no empire building. It's an interesting concept, although it's somewhat hard to imagine Srila Prabhupada wanting to restrict growth in this way.
Speculation aside, if his instructions had been followed and the Topmost Urgency amendments made, this stricture would have been embedded in all ISKCON legal documents, and after his departure it would have required striking out to get it off the books -- an action that would no doubt have created some controversy, and would naturally have resulted in careful study and discussion. The point in context of this summary on the ISKCON Inc. amendments is, that the Ritviks are assuming an absolute interpretation of the Topmost Urgency and DOM, yet conveniently sidestepping this particular element of Topmost Urgency.
Section 18 pulls from the DOM and Srila Prabhupada's Will in fashioning this clause on management of real estate. Under the DOM heading, 'Particulars of the Governing Body Commission', item 7 states:
7. Advice will be given by the GBC in cases of real property purchases, which will be in the name of ISKCON, INC. (Trucks or other vehicles will be purchased in the name of the local president).
This is the only other reference to real estate in the DOM. This statement, on its own (independent of the Will) is mis-represented in Section 18 (a-b) .
18 (a-e) can also be referenced to the Will. Item 2 of the Will states:
"Each temple will be an ISKCON property and will be managed by three executive directors. The system of management will continue as it is now and there is no need of any change."
It does not say that the property must be named anything in particular, only that it "will be an ISKCON property). Section 18(b) conveniently translates this to:
"All real estate property will be bought in the name of International Society for Krishna Consciousness, Inc."
Again, that could be taken to imply that all property bought in this name comes under the jurisdiction of the New York ISKCON Inc. If that was not the intent, certainly the door was left open with this language.
The Will item 2 states:
"Each temple will be an ISKCON property and will be managed by threeexecutive directors. The system of management will continue as it is nowand there is no need of any change."
Section 18(d) of the amended articles imposes the requirement that these Executive Directors will be chosen by the GBC, but where is the precedent for that? They have transferred Srila Prabhupada's stated procedures in the Will, for the India temples, over to all temples, although the Will states that the provisions for duration of role of Executive Directors, and their replacement, specifically refers to the directors for the India properties: those who have "herein been designated are appointed for life". Not that all in future are appointed for life. Again, there is nothing to suggest that this was wanted by Srila Prabhupada.
What this section 18(d) does foster is a perpetuation of the Ritvik myth that post-samadhi ritvik diksa initiations must have been instructed, otherwise this provision of the Will could not be executed. In fact, the Will refers only to India temples drawing filled vacancies for Executive Directors from the pool of Srila Prabhupada's initiated disciples -- not temples worldwide having to do so. There are various cogent arguments that can be applied to explaining this India-specific instruction, having to do with the law in India governing temple ownership/control and succession. But that discussion is for another day.
The Will item 5 states that properties outside of India:
"may be mortgaged, borrowed against, sold, etc., with the consent of the GBC committee members associated with the particular property."
But this does not translate to an edict that only GBC members can be executive directors for properties. It could simply mean the same thing as the DOM item 7, that:
In summary, this Section 18 language amending Srila Prabhupada's original ISKCON articles of incorporation effectively does the following:
it works around the dropped clause on buying/selling real estate from the Topmost Urgency
it ignores the DOM context re: Srila Prabhupada's hand-picked GBC's
it gives their own newly appointed GBC's power over managing properties, when Srila Prabhupada said they will 'give advice'
it forces a particular naming convention for properties, whereas the Will only says that "Each temple will be an ISKCON property"
it puts the GBC in control of all temple properties, not only as the "ultimate managing authority", but also in that they appoint the executive directors in charge of each property, thus eliminating that level of autonomy for the local temple community
it imposes lifetime GBC-appointed executive directors who are Srila Prabhupada's initiated disciples, although that formula was for India only, and for his hand-picked representatives.
In our next segment, we will complete our summary of the unauthorized amendments made to the ISKCON Inc. Certificate of Incorporation, and will begin a discussion of the Ritvik/Prabhupadanuga strategy for consolidating the Ritvik, DOM and ISKCON Inc. movements under a single constitution.
FOOTNOTES (Current Segment):
[42] Constitution of Association, Jul 7, 1966
FOOTNOTES (Previous Segments):
[1] Direction of Management, July 28, 1970
[2] Topmost Urgency, July 22, 1974
[3] League of Devotees - Back To Godhead, Vol. III, Pt. 10, October 20, 1956 (Delhi)
[4] Constitution of Association, Jul 7-8th, 1966
[5] Certificate of Incorporation, ISKCON Inc., Jul 13, 1966
[6] Srila Prabhupada Letter to Giriraj, Aug 12, 1971
[7] Srila Prabhupada Letter to Satsvarup, May 2, 1972
[8] Srila Prabhupada Letter to Jayatirtha, Dec 16, 1974
[9] Compilation of quotes from Srila Prabhupada on 'Constitution'
[10] "Direction of Management for an Elected GBC" by Urdhvaga das, VNN, Sep 18, 2000
[11] Letter to Sri Rama das from Nara Narayan Vishwakarma das (Nathan Zakheim), Feb 9, 2001
[12] Testimony of Bardrinarayan dasa in Long Island Lawsuit, Jul 19, 2004
[13] "Roll them 'taters" by HH Mukunda Goswami, Jul 28, 2006
[14] "Chronology of the DOM" by Nara Narayana das, Jun 13, 2006
[15] Srila Prabhupada's 1974 Letters mentioning DOM: Sep 29, 1974 Letter to Mukunda; Nov 7, 1974 and Nov 8, 1974 Letters to Rupanuga
[16] "Ravindra Svarupa and the Unelected Illegal GBC" by Roupa Manjari devi dasi, Aug 16, 2010
[17] "Srila Prabhupada's Direction of Management" by Nara Narayana Viswakarma das, Aug 5, 2005
[18] "Bylaws and Centralization - the Facts" by Ravindra Svarupa dasa, May 24, 2007
[19] 1975 GBC Resolutions
[20] "Further Considerations on the DOM" by Roupa Manjari dd, Jun 20, 2011
[21] "ISKCON Incorporation & the DOM" by Ameyatma das, Jun 8, 2008
[22] "ISKCON Law - GBC Elections & Term Limits" by Ameyatma das, Feb 19, 2012
[23] Srila Prabhupada Letter to Jayatirtha, Oct 16, 1975
[24] 1975 ISKCON California Articles of Incorporation
[25] 1976 ISKCON Bay Area Articles of Incorporation
[26] May 28, 1977 Room Conversation
[27] 1977 GBC Resolutions
[28] "Direction of Management document and May 28th conversation" by Nara Narayana and Roupa Manjari, IskconTimes.com (undated)
[29] May 28, 1977 Room Conversation Audio Tape (.wmv)
[30] "Bylaw Adoption: A coup attempt" by Nimai Pandit das, Dec 16, 2010
[31] "The GBC Was the "Enemy" by Nara Narayana dasa Vishwakarma & Roupa Manjari devi das, Dec 11, 2012
[32] "The Final Order" by Krishnakant Desai (1997)
[33] Certificate of Incorporation, International Society for Krishna Consciousness (ISKCON Inc.), New York, July 13, 1966
[34] February 20, 1972 Resolution to Amend the Articles of ISKCON Inc. (p. 8)
[35] 2005 Amendment to articles of ISKCON Inc.: January 2, 2005 Resolution (p. 52-53); February 13, 2005 Amendments (remainder of document)
[36] Supreme Court of NY, Nassau County 07/002104 - Answer and Counterclaim
[37] "New Landmark Lawsuit in Long Island" by Nimai Pandit dasa, Apr 23, 2007
[38] "Bylaws Adoption - Wait till NY Supreme Court Decides" by Nimai Pandit dasa, Jun 26, 2007
[39] BBT-Hansaduta Court Case Update, Nov 30, 1998
[40] Bhaktivedanta Book Trust Agreement, May 29, 1972
[41] Mayapur-Vrindaban Trust Fund Agreement, July 1971
SERIES SEGMENTS:
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