On September 3, 2019, the Circuit Court of Madison County unsealed an Order, dated July 11, 2019, which ruled that on April 11, 2016 the Eagle Forum Board of Directors was not able to conduct a meeting via telephone under the Bylaws of Eagle Forum, as they existed at that time. The Court determined that unless the Bylaws specifically stated otherwise, the Board of Directors had to meet face-to-face. The Court entered this ruling notwithstanding evidence that Phyllis Schlafly had conducted telephone board meetings in the past and that Phyllis Schlafly had consented and agreed to proceed with the meeting on April 11, 2016. Importantly, the Court declined to make the July 11 Order final. This means that under Illinois law, the July 11 Order is both unenforceable and subject to revision at any time.
After the April 11, 2016 meeting, the individuals objecting to the telephone meeting—Ed Martin, Andy Schlafly, John Schlafly, Bruce Schlafly and even Eagle Forum’s attorneys—never asked for a meeting to be done in person. They never wanted to “fix” the meeting; they wanted to ensure it never happened. The reason behind this is simple: a majority of the Eagle Forum Board opposed them and planned to hold a vote on the removal of Ed Martin as President of Eagle Forum. Stated differently, Ed Martin’s supporters wanted to stop any meeting from happening because they did not control the Eagle Forum Board and wanted to take control of Eagle Forum for themselves. This was the first act in a rebellion against the authority of the Eagle Forum Board, which is charged with control of Eagle Forum under the Bylaws of Eagle Forum.
Ed Martin and the Schlafly brothers clearly believed that “fixing” the meeting was the proper course. Notably, immediately preceding the April 11, 2016 meeting, Ed Martin and the Schlafly brothers sought to convene a telephone meeting of the Board of Directors of Eagle Forum Education & Legal Defense Fund. During this meeting, they purportedly removed Anne Schlafly Cori as a director. Ed Martin and the Schlafly brothers attempted to “fix” this meeting by holding another in-person board meeting in September of 2016.
Instead of proposing to “fix” the April 11, 2016 meeting like they did with Eagle Forum Education & Legal Defense Fund, Ed Martin and the Schlafly brothers conspired the very evening of April 11, 2016 to create a rival organization, which they alone would control, and which they admitted was intended to destroy and replace Eagle Forum. The April 11, 2016 conspiracy e-mails are posted on this site. That organization was created from an existing 501(c)(4) in Virginia and rebranded Phyllis Schlafly’s American Eagles. Notwithstanding that they were trading upon her name and legacy, Ed Martin and the Schlafly brothers did not even allow Phyllis Schlafly an officer position in this new organization. But Ed Martin assumed its Presidency.
While this minority faction plotted the downfall of Eagle Forum, the Eagle Forum Board stood strong in spite of malicious attacks. The Court eventually gave the Eagle Forum Board control over much of the property, assets and resources of Eagle Forum. Ed Martin and John Schlafly were suspended by the Court from their positions within Eagle Forum as a result of their bad acts. The Eagle Forum Board convened an in-person meeting in January of 2017, where each of the resolutions from April 11, 2016 were again passed. The Bylaws of Eagle Forum were changed to allow telephone meetings and, since January of 2017, the Eagle Forum Board has met monthly instead of annually to ensure the legacy of its founder, Phyllis Schlafly, is imparted upon new generations of thoughtful young volunteers who want their voices to be heard in government.
Very little of the foregoing—both the bad acts by Ed Martin (and his conspirators) and the success and resilience of the Eagle Forum Board—is impacted by the Court’s recent Order on July 11, 2019. Nothing in July 11 Order excuses Ed Martin’s and the Schlafly brothers’ decision to form a new entity to compete with and destroy Eagle Forum. Nothing in the July 11 Order excuses Martin’s and the Schlafly brothers’ attempts to interfere with and misdirect donations from Eagle Forum to other entities. Nothing in the July 11 Order excuses Andy Schlafly’s interference with life insurance proceeds belonging to Eagle Forum. Most importantly, the July 11 Order makes no change to the current operations or leadership of Eagle Forum. The July 11 Order does not invalidate the Eagle Forum Board meeting in January of 2017, where resolutions identical to the ones presented on April 11, 2016 were adopted. The July 11 Order does not invalidate the current Bylaws of Eagle Forum, which specifically allow the Eagle Forum Board to meet by telephone.
In light of the foregoing, not only is the July 11 Order subject to revision at any time, it is limited from a practical standpoint because the Bylaws of Eagle Forum in existence on April 11, 2016 were changed more than two (2) years ago, in January of 2017 and, at that same meeting, the Eagle Forum Board also adopted identical resolutions to those passed on April 11, 2016.
The real impact of the July 11 Order may well be the Court’s express finding that “while corporations are permitted to amend, change or alter their bylaws as their articles of incorporation permit, they may not, however, violate their bylaws.” This holding extends well beyond a 2016 meeting by the Eagle Forum Board. This language undermines the very election of Ed Martin, who was “elected” President of Eagle Forum upon the motion of Bruce Schlafly (who has no position in Eagle Forum) and with insufficient votes under the Bylaws. This language also undermines the attempts by Ed Martin and the Schlafly brothers to fire Anne Schlafly Cori as President of Missouri Eagle Forum because the Bylaws give this power only to the Eagle Forum Board. In short, this language indicts the attempts by Ed Martin and the Schlafly brothers to run Eagle Forum as a sole proprietorship under their control. Although it finds a technical defect in the April 11, 2016 meeting of the Eagle Forum Board, the July 11 Order vindicates the reasons why that meeting was called, i.e., to ensure that the Eagle Forum Board continues to govern and control Eagle Forum.
The July 11 Order will no doubt be mischaracterized by those whose refusal to support the mission of Eagle Forum began before the April 11, 2016 meeting with outlandish public attacks on many Eagle Forum directors, whose volunteer work alongside Phyllis Schlafly spans more than two-hundred-and-twenty (220) years collectively. In addition to being patently false, such attacks (like the formation of PSAE and the refusal to acknowledge the authority of the Eagle Forum Board) unfortunately continue to waste valuable time and resources which could be used to benefit the mission of Eagle Forum and America. These attacks will not distract the Eagle Forum Board from continuing the work Eagle Forum began more than forty years ago and that Phyllis Schlafly entrusted them to do.