Palmer & Life vs. CCE – Nothing
to do with Educational Standards
The Council on Chiropractic Education’s
(CCE) revocation of Life University’s accreditation based on alleged
inadequate educational standards has now exploded into a national
chiropractic accreditation crisis. Two massive lawsuits from Palmer
Universities and Life University detailing illegal corporate actions have
left the accrediting agency reeling and calling into question its future
credibility and ability to survive. Both suits are being staunchly
supported by the Doctors for Excellence in Chiropractic Education (DECE),
a nationwide group of chiropractors and chiropractic patients dedicated to
preserving traditional chiropractic teachings and methods. According to
DECE spokesman Donald Hirsh, D.C., "CCE’s illegal actions left the schools
no choice but to take legal action to force the CCE to follow its own
rules."
The Palmer suit, filed on December 5, 2002
in Jefferson County (Wisconsin) Circuit Court, names as defendants the CCE
Corporation, as well as individuals Paul Walker, Executive Vice President
of the CCE; Reed Phillips, President of the CCE Board of Directors; James
Winterstein, Chairman of CCE’s Corporate Board; and Joseph Brimhall,
Chairman of CCE’s Commission on Accreditation. The suit asserts five
causes of action in which Palmer alleges that the CCE, presently the
chiropractic profession's sole specialized educational accrediting agency,
deprived Palmer of its rights of representation in an illegal 2002
corporate restructuring.
The Life suit, a federal lawsuit filed on
January 3, 2003 in U.S. District Court in Georgia, also names as
defendants the CCE Corporation, as well as Paul Walker individually.
Life’s suit is far more sweeping in its scope and challenges not only the
illegal 2002 corporate restructuring, but also the manner in which Life
was denied its legal due process during both the reaccredidation and
appeal procedures. The lawsuit details how CCE acted unfairly during
these procedures and asks federal Judge Charles Moye to grant an
injunction to reinstate Life as an accredited institution.
The 2002 illegal corporate restructuring
detailed in both lawsuits challenges CCE's attempt to illegally dissolve
itself as a Wisconsin corporation and become and operate as an Arizona
corporation with new rules. The lawsuits note that these actions were
taken in violation of the CCE's own bylaws and articles of incorporation.
The lawsuits point out that Article 10 of
CCE’s original Articles of Incorporation ("Articles") provides that CCE
"is to have no members who are not directors." CCE members are the 16
accredited chiropractic institutions in the United States. Each member
(that is, each CCE-accredited institution) is entitled to designate one
representative to sit on the CCE Board of Directors (BOD). Prior to
January 1999, all 16 CCE accredited institutions had a designated voting
member on the BOD.
Both lawsuits detail however, that without
properly or legally amending the Articles, CCE’s bylaws were revised in
January 1999. Among the revisions was the reduction of membership
representation on the BOD from sixteen (one from each member institution)
to seven (all nominated by the Association of Chiropractic Colleges).
What was previously known as the BOD, was now renamed the "Corporate
Board." As did the original BOD, the new Corporate Board included all
institutions as designated representatives. Although the new board of
directors (which only included seven institutions) was granted certain
powers, the illegally revised 1999 bylaws did continue to authorize only
the 16 member Corporate Board to "decide matters pertaining to
incorporation and/or revision of the bylaws," and then only by a
two-thirds majority vote. The revised 1999 bylaws also authorized the
Corporate Board alone to elect the seven institutional board members by a
majority vote. This provision was important to the 16 accredited colleges
as it insured that a small minority of CCE members could never
unilaterally change CCE bylaws or its corporate structure without at least
a two-thirds majority vote of all 16 accredited institutions.
On January 13, 2002, the new BOD proposed
that the CCE dissolve itself as a Wisconsin corporation, and reincorporate
in Arizona. The BOD also proposed that this new Arizona corporation
further revise the 1999 bylaws so as to transfer power relating to bylaws,
corporate structuring, and election of BOD members away from the 16-member
Corporate Board and place those powers in the sole control of its own BOD.
The vote on this matter was scheduled for the March 12, 2002 CCE meeting.
Just days before the March 12, 2002
meeting however, James Winterstein in his capacity as Chairman of the
Corporate Board, inexplicably ruled that one representative each from
Palmer’s two separate institutions, and Cleveland’s two separate
institution would no longer be allowed to sit on the Corporate Board.
This ruling resulted in a loss of representation for these two schools by
denying them the ability to vote on the BOD’s proposal and lowered the
number of members of the Corporate Board from 16 to 14.
Despite not allowing one of Palmer’s and
one of Cleveland’s institutions to vote, the BOD’s proposal still did not
gain the 2/3 majority necessary for passage in accordance with its own
Articles. Of the 14 institutions permitted to vote, Palmer, Cleveland,
Life, Sherman, Life West and Parker all voted against the proposal.
Because ten affirmative votes would have been necessary for a two-thirds
majority, and there were only eight affirmative votes, the BOD proposal
failed.
Following the failure of the BOD’s
proposal, defendants Winterstein, Phillips, and Brimhall wrote to the 14
institutions during April 2002 incredulously stating it was their
interpretation of the articles that the BOD proposal did not require a
two-thirds vote for passage. The letter asked each of the 14 institutions
if they agreed. Of the 14 institutions, only the same eight institutions
that voted in favor of the proposal replied that they did agree with the
new interpretation. Based on their agreement, defendants Winterstein,
Phillips, Brimhall and Walker recommended that the BOD assume the powers
that the 1999 bylaws gave the Corporate Board.
At the May 13, 2002 meeting, the Board
adopted the defendant’s recommendation and dissolved the CCE as a
Wisconsin corporation and reincorporated as an Arizona corporation. The
new corporation granted Palmer and Cleveland only one vote each total in
place of the one vote for each institution they were previously
designated. In essence, CCE had been operating illegally in violation of
its own articles and bylaws since 1999. Three years later in 2002, its
BOD proceeded to disregard even these invalid bylaws in an effort to gain
additional power and control.
Both lawsuits note that illegal actions
led to the illegal reincorporating of the CCE. Palmer asks that the court
reverse the dissolution of the CCE as a Wisconsin corporation, restore the
CCE governance to a condition in which there are "no members who are not
directors" and finally, restore separate voting status for each of
Palmer’s two institutions on the Board. Life asks the federal judge for
an immediate injunction that would restore the CCE to its original
structure in 1999 and reverse any actions, including its loss of
accreditation, that have occurred illegally since 1999. Life’s suit also
details numerous efforts made by the school to resolve any alleged
accreditation deficiencies during the accreditation appeal process and the
refusal by the CCE Board of Directors, and particularly Paul Walker, to
address any of its repeated calls for clarification of the issues.
Life’s lawsuit also details the rationale
for CCE’s illegal actions. It notes that those seeking to transform the
chiropractic profession away from its traditional subluxation-based
principles towards a diagnosis-based medical model have always controlled
the CCE. Those in power realized that once Palmer’s new Florida
institution became accredited, its additional vote would result for the
first time in majority control switching to those that advocated the
traditional subluxation-based chiropractic model. Rather than accept this
inevitable outcome, CCE’s leadership attempted numerous illegal activities
to maintain its control. The illegal ruling by James Winterstein,
President of National College, and the other defendants that resulted in
Palmer’s and Cleveland’s loss of votes was a calculated plan to maintain
the present voting majority by removing the voting privileges of two
traditional schools. The illegal corporate restructuring of the CCE, and
changing of the bylaws by those in power was yet another attempt to
maintain their control. The completely adversarial and nonresponsive
appeal process that led to Life’s loss of accreditation was also
calculated from the onset to put Life out of business.
Dr. Hirsh of DECE points out that "these
lawsuits have nothing to do with the application of appropriate
educational standards, and in all actuality are really about the political
aspirations of the current CCE leadership to dictate the future direction
of the chiropractic profession." Hirsh further states, "the illegal
actions taken by those in control of CCE have made a mockery of
chiropractic educational standards and have embarrassed the entire
chiropractic profession." He notes that DECE is publicly calling on
defendants Paul Walker, Reed Phillips, James Winterstein, and Joseph
Brimhall to immediately resign their CCE positions "to spare the
profession further public embarrassment." He concludes, "The only way
for the chiropractic profession’s accrediting agency to regain its
credibility is to remove from power those who would use the agency to
further their own political agenda."
Click here to read the Life University lawsuit
Click
here to read the Palmer lawsuit
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