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Tuesday, July 1, 2014

THE JUNE 26TH OPEN BOARD MEETING: WAS IT LEGAL? WHAT WAS ALL THE YELLING ABOUT? WHY DID FOUR BOARD MEMBERS SIT IN SILENCE AND FAIL TO SOLVE THE PROBLEM BY SIMPLY STEPPING FORWARD AND ACKNOWLEDGING WHETHER THEY RECEIVED PROPER NOTIFICATION FOR THE REGULAR JUNE MONTHLY MEETING?

The Wedgefield Examiner has listened to the tape of the June 26th Open Board Meeting.  I will relate what happened, and at times present transcription, and comments.  The information is provided to the best of my ability.  It is your responsibility to go to the tape and verify it for yourself.   You can listen to the tape at The Wedgefield Times.  Additionally, another overview of the meeting is provided at The Wedgefield Times.

WHEN PROVIDED, TRANSCRIPTION - YOUR BOARD'S WORDS, WILL BE UNDERLINED WITH QUOTATION MARKS.  COMMENTS WILL APPEAR IN RED.

President Walton opens the meeting with the following board members in attendance:  Garrison, Cline, McMillin, Anderson, McBride, and John Walton.  Our president quickly turns the meeting over to Garrison, as the meeting has been called regarding the Legal Committee's search for a new board attorney.  Note:  During the regular monthly June 17 board meeting, the board had passed a motion allowing the Legal Committee to search for a new board attorney.

Garrison states that the committee had considered three attorneys.  He does not name two of them, but says the first wasn't considered because he is Garrison's personal attorney.  The second, was not considered because he had previously done work for the board.  Garrison and President Walton did interview Attorney Crosby, whose fee structure according to Garrison, is similar to recent attorneys.  It is further noted that Crosby is the attorney for the WVA, and for other associations.  Garrison, "At this point, I make a motion that the board approve the hiring of Mr. Crosby's law firm as our board attorney."  President Walton repeats the motion.  McBride immediately starts with "before", and is cut off by President Walton, "Hold on, Hold on....we need a second before we have a discussion."  McBride, "You said the last meeting, you discussed something.  What meeting was this? "  President Walton, "At last months meeting, we..."  McBride, "That was an illegal meeting."  President Walton, "I beg your pardon."  McBride, "That was an illegal meeting according to our by-laws and covenants."  Cline is heard trying to interrupt.  McBride continues, "That meeting could not go forward.  It was illegal."  Cline attempts to interrupt again.  McBride, "Let me finish.  Anything covered in that meeting was null and void."  President Walton, "We're not going to discuss that.  It isn't on the agenda.  We're not going to discuss that." McBride, "We are because that meeting that you approved the Legal Committee to move forward with something.....that's all null and void.  I'm sorry."  McBride is interrupted by some members at the board table who cannot be identified on the tape, or their comments heard.  McBride stays with it, "Let me get the copy of the covenants and by-laws which don't exactly have here but....they are in the office, I'm sure."  Someone mumbles saying to go get it.  Cline, "Aren't we suppose to have a meeting the third..."    President Walton, quite loud, "I don't have a clue what he is talking about."  Cline, "Looking at the minutes, he wasn't here."

McBride directs the board to the by-laws and reads, "ARTICLE VII, Section 7:  Regular Meetings:  Regular meetings of the Board of Directors may be held at such time and place as shall be designated by the Board of Directors.  Notice of regular meetings shall be given to each Director personally or by mail at least three days prior to the meeting; provided, however, that notice requirement may be waived if signed in writing by two-thirds of the total board members holding office at the time.  Meetings of the Board of Directors shall be open to all members except when conditions require an "Executive Session" which shall be open only to the elected Directors."  McBride goes on, "The meeting wasn't called three days prior."  President Walton gets real loud, "You stop right there!!!!"  McBride, "I'm not finished."  President Walton loud again, "That was a regular scheduled monthly meeting.  It has nothing to do with no one having to call that meeting."  McBride, "Yes, the agenda has to be out.  We normally do it a week ahead."

I took this into a new paragraph just to make room for the loud yelling of Garrison and President Walton.  It was so loud and they were yelling over each other that I couldn't get their words on the tape.  President Walton is heard again, "You didn't get it?......You didn't get it?  That, That meeting wasn't illegal!"  McBride, "I'm sorry if you don't abide by our by-laws and covenants."  President Walton, "If you don't......"  McBride, "You have to.  There is no"  He is interrupted by President Walton saying something about Thursday.  McBride, "Follow our by-laws.  You don't want to, I guess."  President Walton, "I fail to see what your argument is."  McBride, "You never sent out an agenda three days prior.  You can't call a meeting without an agenda.  There's no meeting unless you have an agenda.  It wasn't sent out.  I wasn't notified in any way what so ever,  prior, nor was anybody else, as far as I know."  Cline, "It did happen."  McBride, "It did?"  Walton, "You're the only one who hadn't seen the agenda until Monday, is that correct?"  McBride, "The agenda wasn't sent out until Monday.  I guess if I'm the only one it is still an invalid meeting.....If I am the only one then it didn't go out."

Enter Garrison, Is there any question on your mind as to whether or not the third Tuesday of the month is a regularly scheduled meeting night?"   McBride, "It's always a question in my mind because if there is nothing to talk about we would not have a meeting".  There is a lot of yelling with board members, primarily Garrison and Walton, with insertions by Cline.  McBride, "We have to follow our by-laws and covenants."  Garrison, "Third Wednesday, or third Tuesday is a regular scheduled monthly meeting."  President Walton loudly, "Name me one time that we haven't had....Not happened John."  McBride, "There's the by-laws."  He is interrupted by Cline, "Can we apologize?   I don't know how we can make that meeting up - not happened.  It's happened.  We had a meeting."  McBride, "You guys had a discussion, I guess, a private discussion".  The yelling goes to an even higher pitch with Garrison, "THAT'S ABSURD!!!!!  Cline, "We have to move on.......We going to vote on, or not?"  Garrison interrupts at a pitch that is the highest of decibels"YES, IT'S ABSOLUTELY ABSURD  TO SUGGEST THAT IT WAS A BLIND MEETING!"  President Walton keeps the pitch level, "EXACTLY".    Garrison, "A discussion?  There are people in this meeting who were at that (meeting?), obviously knew about it besides the board, so it certainly not a private meeting.  THAT'S JUST NONSENSE!  McBride, "Nothing was done.  There was no mail at all."  Someone, I think it sounds like Garrison, "When is the agenda ever made out?"  McBride, "The emails OK......Jacky does a fine job, except for one other time, I remember , of getting that email out and at least 8 or 9 days before, so that everybody can add to the agenda, any agenda items that they would like to add.  This time he didn't"  Listen to the tape.  Garrison gets a snarky tone, "How would you know?  You keep telling people you don't have email."  McBride, "No, that's not the truth."

We move into a period with Garrison and McBride arguing over whether McBride has email or not.  It has now dissolved to "yes I do", "no you don't.  Then Garrison pulls a number, apparently out of the air, and says, McBride has told them at least 8 different times!  Cline attempts to talk, but doesn't get in.  McBride says if it is true they should send him a letter.  Garrison says something about "different for you".   McBride says John Walton doesn't have email.  Garrison states something about John Walton getting to the meeting some how. Next, President Walton yells, "THE MEETING TOOK PLACE.  IT WAS A LEGAL MEETING.  NOW, WE'RE HERE TO DISCUSS THE ATTORNEY.......IF YOU HAVE A PROBLEM ABOUT THIS BEING AN ILLEGAL MEETING THEN...."  McBride, "I think we should go down and talk to Marin about that."  Someone, I think Garrison, but can't be certain, yells, "GOOD LUCK TO THAT!!!!"  Garrison yelling, "WE'RE NOT GOING TO DO THAT!!!!! I'M NOT GOING TO WASTE THE BOARD'S MONEY ON IT FOR..."  Then, there are multiple people yelling from the board table.  Someone at the table says, "besides the fact, if you had been at the last meeting you'd know the conversations we had are non existent."  McBride, I'd have been here and I've seen nothing in writing."   NOTE TO GARRISON:  McBride has email and uses it.  I served as newsletter editor for two of Wedgefield's social clubs for several years.  Both Mr. and Mrs. McBride were members of one of the clubs, each had their own email address.  I sent out the newsletter with upcoming events, kept a RECORD OF MY EMAIL AND THE ADDRESSES I HAD SENT IT TO.  They attended the functions, obviously using the information sent by email.  I've heard people say that John Walton doesn't use email.  I know first hand from serving on the board with McMillin that he doesn't use or depend on his email.  Perhaps the Nominating Committee would like to add a question to their paperwork, as to whether any potential candidates can and will use their e-mail.  I don't really think it would have made a difference in this case.

I stopped the tape.  As a human being, I can only take so much of this contrived garbage by the board.  I haven't moved to comments yet, but you accept your board not being able to contain themselves, so I'm sure that you'll accept it from me.  I do know from visiting The Wedgefield Times and reading an overview of the meeting, that a new lawyer., Attorney Crosby, has been hired.

COMMENTS:
I attend a at least 80% of the monthly and open meetings.  I write the board and go to the office to review documents.  After listening to this tape, which was so offensive on so many levels, too much came rushing at me, because of the deplorable actions of this board, not just at this meeting, but too many meetings, and their total disregard for following our governing documents, unless it suits their purpose.  Their ability to sit and watch certain players on this board, ignore policy and governing documents, snake their way through half truths, and sit in silence while some on the board victimize other board members, and members who question, and stay silent is unprofessional in the least, and illegal in the worse case scenario..  Their silence is nothing less than childish bullying, at the expense of every person who lives here. As  stated too much information came rushing at the end of the tape.  I have limited my comments, lengthy as they are ,to 3 self imposed areas.

1.  SHOULD MC BRIDE HAVE BROUGHT THIS ISSUE TO THE BOARD TABLE?  IF YES, WHY?

First let me start this with a few qualifiers, like them or not, it is the truth.  I don't favor McBride and I don't receive, never have, any information from him.  I have my own network, who provide me with "heads up" information.  In fact, I've  sung the praises of any board member, no matter what message they have delivered to me, on the blog, when ever (times so few), that they have stood up for good governance, and followed the governing documents, and sound business practice.

Yes, McBride should have brought this issue of the June 17 regular monthly meeting being called improperly to the board.  Rumor has it, NOT FROM MC BRIDE, that he took this issue of no notice for the June 17, 2014 regular WPA meeting, to President Walton, prior to the June 17th meeting.  NOTE the words Garrison uses regarding REGULAR monthly meeting in the transcription.  The by-law that McBride quoted speaks to REGULAR  meetings!  This is just too much like the conflict of interest abuse, and your board pretending for MONTHS, that they didn't know what he was talking about, when they had each signed a blatant Conflict of Interest Statement, that in plain old black and white, told each and everyone of them that they couldn't do what they wanted to do.  More importantly, McBride is required to act in behalf of all of the residents, who were also violated by your board's failure to notice the June 17th meeting appropriately.  I'm not going searching for you today and quoting.  You need to look for yourself.  If you attend WPA meetings, you'll know that the board is suppose to post the meeting and THE AGENDA, seven days prior to the meeting, on the WPA website.  It didn't happen, prior to the June 17th meeting.

Different then McBride, I believe that he should have gone to the June 17th meeting and laid the issue on the table, and suggested they close the meeting down, until it was announced according to our governing documents to the board, and to the residents.  In the end, McBride did the right thing.  He's correct.  If the board did not notice the meeting properly to the board and the residents according to the very by-law he read, anything that happened at the June 17th meeting is a non happening, and they shouldn't have called the open meeting on June 26th, or taken any vote, because it is a domino effect, and that vote should be null and void also.

2.  WHAT IS WORSE?  A BOARD, THAT FOR THE EVENING OF JUNE 26TH PLAYED 6 BLIND MICE, OR THE BEHAVIOR OF AT LEAST FOUR, WHO BEG THE QUESTION, "WHAT'S THE MATTER, THE CAT GOT YOUR TONGUE"?

Find the questions rude?  I doubt it, because you sit by and observe rude, childish, behavior too often at these board meetings, so the phrase shouldn't be concerning.  There were 7 board members present at the open meeting on the 26th.  Notice, not one answers McBride's questions after he reads the applicable by-law to them.  They sit in unison, ignoring, running the proverbial monkey around the tree, anything but address the truth of the situation.  What is worse, is that four of them totally shut down while President Walton and Garrison attempt to make McBride look ridiculous, as he tries to make them understand the problem, while reading the by-law to them.  Note that some indicate an email or message went out.  If it did, and McBride failed to find it on his computer, why wouldn't one of THE  OTHER FOUR step up, and state, "I got the message.  It was dated such a date", and ask the board secretary to place a copy in McBride's face?  The discussion would have ended immediately regarding the by-law McBride read to them.  Residents, that's a sure indication to me, that there never was an email.  If you have it, you  produce it then, right on the spot.  Not this board they'll attempt to make the questioner look bad.   Sorry board, you failed. 

It should be noted that even if the board had an email to the board announcing the June 17th meeting properly, they wouldn't have been able to cover the fact that they didn't follow our governing documents and post the meeting notice and AGENDA, on the WPA website.  I follow the WPA website, and if memory serves me right, nothing was posted before the 16th.   Additionally, I attended the meeting on the 17th, and the board was running copies of the agenda and the financial pages, while we waited.  Sorry board, no cigar on that one either.

3.  WHY WAS MC BRIDE'S REQUEST TO TAKE THE QUESTION REGARDING THE ILLEGAL MEETING TO THE ATTORNEY, DENIED BY GARRISON, ONCE AGAIN?   

I'm answering this question from the point that your board failed to properly notify the board of the June 17th meeting, according to our governing documents, and therefore the meeting and the actions taken during the meeting were null and void.  You'll note that McBride asks that the question and the by-law REQUIREMENT be taken to the then current board attorney, Marin.  The current attorney, because if the meeting on the 17 was invalid, that is the board attorney we are left with.  If you listen to the tape, read the transcription, you'll notice that Garrison gives a resounding "NO" to that request.  McBride asked Garrison numerous times to take the conflict of interest situation to the attorney.  Then, as now, he got a resounding "NO".  After weeks of The  Wedgefield Examiner, asking our President how he could have signed the Conflict of Interest Agreement, and bid and accepted a contract with the WPA, with no answer, Garrison took the issue to the board attorney and your board was found to be in violation of a document each and everyone had signed.  We are back to square one. 

What is next?  The ground hog picture comes out, and I'm on the count down until your President, or our Legal Chair, get an answer from our attorney.