Edward Elmendorf, interviewed by Jim Wurst on October 22, 2014

JAMES WURST: In the years before you became president what was your role in UNA?

EDWARD ELMENDORF: I had many roles in UNA. Way back in the 1960s, when UNA-USA was formed from the merger of “AAUN” and “The US Committee”. I spoke frequently to UNA groups when they visited the US mission to the UN and I was a junior diplomat there, Then I got deeply involved in the World Bank. As I moved towards retirement I reengaged in the UNA in the Washington D.C. chapter. I was on the board for a number of years and served as president of the UNA-NCA for four years and then after that I was elected to the national leadership of what was then called the council of chapters and divisions, now called chapters and regions, and became chair of that body and in that capacity joined the UNA-USA board of directors. I joined the UNA-USA board of directors in 2009, after the beginning discussions, just as serious discussions on merger and alliance of UNA-USA and the UN foundation were taking place. At that time UNA-USA Board Co-Chair Tom Pickering asked me to take up the role of president and CEO.

JAMES WURST: So you’re president and CEO?

EDWARD ELMENDORF: I was president and CEO, but I had a mandate from the very beginning to work out an alliance between UNA-USA and UNF. It wasn’t a standard continuing job of indefinite term as president and CEO. The expectation from the very beginning was that I would make the merger happen and then by my own volition step down.

JAMES WURST: So it was always planned that your basic mandate as a president was to see the merger through?

EDWARD ELMENDORF: That’s right, that’s correct.

JAMES WURST: Now there were two attempts, were you involved in the first attempt?

EDWARD ELMENDORF: I was not at all involved in the first attempt, learned only about that through various informal conversations as things went down the road. Being a chapter leader I was not close enough to the national leadership to be privy to that kind of discussion at that time.

JAMES WURST: So explain how the merger came about…. wait actually back up a little bit. You do understand, you do know what happened why the first merger attempt didn’t work?

EDWARD ELMENDORF: Yes I’m quite aware of what happened. The UNA-USA was quite interested in working out some kind of a new arrangement in a closer link with the UN Foundation and there seemed to be quite a bit of mutual enthusiasm and interest on both sides. Then, when people in the UN Foundation, in particular their lawyers, looked carefully and beyond conversations at the internal records of UNA-USA, which was an inevitable part of looking at some kind of merger, they rethought and pulled back because there were substantial managerial and financial issues within UNA-USA of which the UNF people had previously been unaware.

JAMES WURST: So what made the merger attractive to both UNA and UNF?

EDWARD ELMENDORF: That’s the really important issue. In fact the merger built on the strengths of the two organizations the UN Foundation particularly through it’s Better World Campaign had a strong presence and a strong activity in Washington, a strong staff advocacy capacity on Capitol Hill. It also had an increasing presence at the UN in New York. But what the UN Foundation and Better World campaign did not have is exactly what UNA-USA was able to bring to the table, mainly a nationwide presence, a presence on the ground, a hundred plus chapters across the country, with individual members and a capacity through that network to speak publicly and to engage in advocacy with our elected representatives on UN issues in a way that staff from UN foundation and the “Better World” campaign simply could not do. The UNA credibility and increasing potential in advocacy was a very attractive element in the merger discussions.

JAMES WURST: So in the second attempt for the merger who approached whom?

EDWARD ELMENDORF: My understanding is that it started with my predecessor as CEO Tom Miller who decided he was going to pick up informal conversations with the Chief Operating Officer of the UN Foundation Kathy Calvin. It started with very low key conversations because there had been some, shall I say, not particularly positive feelings on both sides that came from the previous effort. Miller brought me into the conversation quite early because at that point I was the chair of the Council of Chapters and Divisions. That is the head of the volunteer activity and volunteer leadership within the UNA-USA, which was the principal element attractive for the UNF in the discussions. I was asked very early on, before there was any public discussion whether I thought an alliance would appeal to UNA-USA members and chapter leaders. My answer to that question was uniformly and unambiguously positive.

JAMES WURST: Who asked this question?

EDWARD ELMENDORF: Kathy Calvin asked that question, and Peter Yeo asked that question in an early meeting with Tom Miller and me

JAMES WURST: So you are who said unequivocally yes?

EDWARD ELMENDORF: Unequivocally yes and that turned to be the case.

JAMES WURST: And then what happened?

EDWARD ELMENDORF: At that point the UNF staff prepared a proposal to their board of directors to obtain approval in principle, and a few months later they got final approval to move ahead. Meanwhile there was another very good and powerful dimension to these discussions which actually preceded – at least in its inception – my own involvement, and that was the introduction of third party external consultants through a non-profit enterprise known as “Sea Change Capital”. There two consultants from “Sea Change Capital”, who worked privately with us in UNA-USA and privately with the staff of the UN Foundation. These consultations established environments where each side could let its hair down, complain about one or another thing, and ideas exchanged. This was to my mind an outstanding example of facilitation by independent third parties. Sea Change Capital was engaged only in nonprofit mergers. My understanding is that they regard the merger between UNA-USA and UNF as one of their great successes.

JAMES WURST: So how did the actual “nuts and bolts” come about? What did you do?

EDWARD ELMENDORF: Very early on we were fortunate to have the assistance of pro bono counsel. This was arranged through Gillian Sorensen, whose husband was a senior retired partner in a major New York law firm Paul, Weiss, Rifkind. Ted Sorensen arranged for one of his partners to take on the legal work as client of UNA-USA entirely on a pro bono basis, and the attorney that did their work, Judith Thoyer, had done corporate but not NGO mergers before. She did a truly outstanding job in this work, and without her day-in and day- out support over a number of months it would have been very difficult to complete the merger.

JAMES WURST: Now politically how did it work, I mean in terms of the different mandates and the different views of the future?

EDWARD ELMENDORF: Within the UNA-USA we had a number of important constituencies whose endorsement was required under the terms of the New York state non-profit law. The first was the UNA-USA board, hardly surprising, the first discussion in the full UNA-USA board gave rise to many, many skeptical questions that was just at the point when Tom Miller was passing the baton to me.

JAMES WURST: So this is the end 2008- 2009?

EDWARD ELMENDORF: This was early 2010.

JAMES WURST: Oh alright.

EDWARD ELMENDORF: Already 2010. When it moved it moved fairly quickly. We were left with a large number of questions to work on further, the key presentation at that UNA-USA Board meeting was made by a Sea Change Capital consultant, along with one made by me. The consultant responded to a lot of the questions and then of course he also talked to the UN Foundation people. He comes from a Wall Street background. He had excel spreadsheets, they did a series of financial projections of what new UNA-USA would look like under UNF.

JAMES WURST: We are not talking about finances, we are talking about policy issues.

EDWARD ELMENDORF: OK. As part of this work the UNA-USA activity was disaggregated into a series of separate programs. The critical question at that point was which of those programs UNF would be willing to take from Old UNA. Initially there was quite a bit of skepticism in UNF about the UNA “Global Classrooms” program. They didn’t really understand it, although Peter Yeo said he had been a Model UN participant in high school. So, we had separate meetings of UNA and UNF personnel just on the “global classrooms” program. Then they bought in, they found it worthwhile. Another one that they were asking questions about was the “AMICC” the UNA program in support of the International Criminal Court. The group was in principle self-financing but UNF decided that they did not want it. They thought that it would be too controversial and would drain attention away from their main focus: the UN itself. One of my last critical tasks as part of the merger discussions was to work out a new home for “AMICC”. John Washburn had been working to find a new home for well over a year and finally I came up with the idea that UNA-USA might provide some financial support at least in the initial year. That made it possible for “AMICC” to work out a new home at Columbia University and everyone has been quite happy about that as far as I know.

JAMES WURST: So, UNF wasn’t interested in taking the UNA-USA policy programs?

EDWARD ELMENDORF: That’s right. The UN Foundation people have their own policy capacity and they wanted to drive that themselves. They also saw that the UNA-USA policy capacity had declined substantially over the years, particularly under budgetary stress, so when we got into serious discussion it wasn’t so much a big problem. One program that was a little bit of an issue was what was going to happen with the UNA-USA “Leo Nevas Human Rights Task Force”. Historically UNA-USA had not had a great involvement in human rights since the days of Eleanor Roosevelt, and then UNA-USA board member Leo Nevas said he would like to change that. He wanted UNA-USA to get more involved and UNA-USA established the task force. Very late in the period before the merger, the task force was just getting off the ground on selection of a Leo Nevas Human Rights Fellow. UNA-USA had had a grant from Newman’s Own Foundation to revise the global classrooms human rights curriculum but the task force didn’t get much of a visible presence until we were directly in the merger discussions. At that point one of the things we created partly with funds from Newman’s Own, partly from other funds which I mobilized was a “Leo Nevas Human Rights Fellowship. ” Its first year started right after the merger. This has helped the “LNHTF” and UNA-USA Human rights activity to flourish under the new regime. One result of that is that UNA-USA now in its new incarnation retains a human rights policy perspective and human rights policy engagement. UNA -USA very much welcomed this as they saw how the Task Force works, providing independent perspectives, taking positions in its own name, and also having a number of quite distinguished human rights leaders associated with it. That’s something they attach value to.

JAMES WURST: So it’s still under UNA-USA

EDWARD ELMENDORF: Yes, it is the “LNHRTF” still under UNA-USA. I suppose formally the LNHRTF is advisory because all bodies like this in the new structure are advisory and they don’t have decision authority. What has happened in practice is that the Task Force has enough standing through its members and through what it has done that UNA-USA welcomes the Task Force and welcomes its taking positions, so that the Task Force has its own letterhead and does its own thing.

JAMES WURST: So who is the point person, the person in charge for the staff?

EDWARD ELMENDORF: Well the chair of the task force is Felice Gaer of the Jacob Blaustein Institute of the American Jewish Committee, with a long history of engagement in UN human rights activity. The principal staff person has been the Leo Nevas Human Rights Fellow – an annual appointment. We are now on the second fellow.

JAMES WURST: The fellows are 2 year terms?

EDWARD ELMENDORF: No, just one or two. There are some different views about that, many members of the task force would like the fellow to be exclusively responsible to the task force. I think that new UNA, and particularly executive director Chris Whatley, would like the fellow to be equally available as a staffer, Within New UNA, Ryan Kaminski did perform both roles. He did a lot of speaking with UNA chapters, in effect more for the UNA-USA staff than for the task force. My personal view is that is highly desirable for the fellow to play both roles.

JAMES WURST: After the alliance, the merger what did you do?

EDWARD ELMENDORF: We completed the formal legal approvals and , at that point I became the interim executive director of New UNA-USA, under the umbrella of the UN Foundation

JAMES WURST: When was that?

EDWARD ELMENDORF: That was in late 2010.

JAMES WURST: What month?

EDWARD ELMENDORF: Late in the year. Ironically at that point Old UNA-USA had not gone out of existence, so I was simultaneously President and CEO of Old UNA, which was at that point just a legal shell but still in existence. and executive director of New UNA. Then the UN Foundation recruited an executive director, Patrick Madden. I bowed out of New UNA. I still had some residual responsibilities wrapping up the legal requirements for the termination of an NGO under New York state law, that took place, I believe, in 2011. Again, all this was with the help of Judith Thoyer the pro bono counsel from “Paul, Weiss.”

JAMES WURST: What’s your role now?

EDWARD ELMENDORF: At this point I’m only a volunteer but I have a number of roles, I’m a member of the UNA-USA strategy council chaired by former UNA-USA board co-chair Tom Pickering, and I’m also a member of the LNHRF, and continue to be past president of UNA-NCA – the local chapter in DC.

JAMES WURST: So now when you see the wide picture was the merger a good idea, was it a good choice, do you feel it was inevitable?

EDWARD ELMENDORF: I have come to see fairly closely a series of non-profit mergers in recent years. I think the merger between UNA-USA in some form was inevitable once the UN Foundation had taken a decision to become a permanent institution rather as had initially been anticipated spend Ted Turner’s billion dollars over 10 years and then go out of existence. It didn’t make any real sense in the American political and NGO landscape. You have two organizations with such similar missions without some real close link between them. Now with that said I think it would have made much more sense to work out an alliance between UNA-USA and UNF much earlier, under the first attempt or even before that. I think probably UNA-USA would have had more autonomy within the UN Foundation world. It could conceivably even have remained a separate institution with very close links to the UN Foundation. No one really knows whether that would have worked out. As time went on, the pressures within UNA-USA to move towards an alliance as a result of organizational and financial challenges, that also inevitably reduced UNA-USA’s room to maneuver in a negotiation for a merger. I have been close to one other merger recently between a museum and university. The museum took the initiative rather early before it faced major financial challenges and it worked out very well. I’ve seen another merger where the board waited far too long and essentially the merger ended one entity, and the museum is going to go out of existence.

JAMES WURST: Now going back to something you said. You were saying about different programs that were under financial stress, was part of the motivation of the UN Foundation not to carry on these programs based on the availability of…….something?

EDWARD ELMENDORF: I don’t think so. The UNF looked at the various programs of the UNA-USA and asked themselves how they related to our mandate, how we see ourselves in the world, and how we would like to see UNA-USA in the future. I don’t think that financial issues were central in that, when they saw that the Global Classrooms program could relate very well to their vision of broader public education and advocacy then they welcomed taking on the Global Classrooms. It was where they were worried a little bit about potential controversies associated with the International Criminal Court that they became concerned about the AMICC program. The humanitarian programs of the UNA-USA were already in rapid decline and a decision had been taken to phase out Adopt A Minefield and HERO before the merger discussions became serious.

JAMES WURST: Well that’s it is there something you want to add?

EDWARD ELMENDORF: No I think that’s enough.