Post by leokeeler on May 14, 2016 16:23:34 GMT -7
I just sent the following to the Board and GLFPC
To GLA Board of Directors
CC: Glastonbury Landowners for Positive Change
On May 10th, I sent a Document request for information pertaining to the e-mail Board meeting that must have been held to change the May 16th Board meeting from St. John’s Church to a phone meeting. I must say, I did not expect a reply to that request because none of my five previous requests for documents and information have been fulfilled. They are all attached again below for reference, along with my complaint on the required GLA form.
Our Bylaws say all Board meetings must be open meetings, except when discussing confidential matters. Changing of the May 16th meeting place and method through an e-mail vote or unilateral decision is a violation of the Bylaws. All my previous requests have also pertain to other likely infractions.
During the April 11th meeting, the Board made what I consider to be the greatest violation to date. An unscheduled agenda item was introduced; a motion was made, and then quickly voted on. This was no insignificant change. The motion was concerning Covenant 11.06, and the change that was presented was an “interim” reduction of the interest rate from 18% to 12%, pending “attorney approval,” potentially costing landowners in good standing tens or hundreds of thousands of dollars. Why was there no significant discussion? Why was there a rush to vote on this before hearing from the attorney? What else could explain this bizarre action besides an unspoken agenda that is creating a rush?
The motion was presented as a change to be applied only to debts occurring from that day forward and was a measure I expect to be included in the Covenant changes currently being processed. However, at the Finance Committee meeting of April 27th, Dan Kehoe said the passing of the reduction was to be made “retroactive,” but not to worry because there was no rush, which was emphasized by several other Directors present. Yet the Board rushed to pass an “interim” reduction at the April 11th meeting.
I am greatly concerned that Directors are being misled and rushed down the path to reduce the interest rate from 18% to 12% “retroactively” for a reason that not is being openly discussed. Being told by GLA’s attorney that the Courts will only support 12% may justify an eventual reduction. However, addressing the Court limits or history will only be an issue if and/or when GLA takes someone to court over assessments. GLA has not made phone calls or sent delinquency letters to any of the largest debtors, which all agree must be done before GLA would take anything to Court. Where does the need for an “interim” reduction come from, and why make it “retroactive” before an imminent vote by Landowners?
I’ve heard rumors that Church Universal and Triumphant may be applying pressure to reduce the amounts they owe or are liable for paying. If a landowner is applying pressure to any Director, that should be openly discussed by all Directors at an open meeting so other Landowners are assured there is no conflict of interest pertaining to the vote.
To further clarify how the Court support of 12% may be addressed, should any Landowner consider it worth their taking GLA to Court over the 18%, the GLA can respond to their court filings and begin negotiations at that time. It is appropriate to conduct the negotiations the Court requires before a case is before the Bench, but there is no need to negotiate before then. However, I doubt even the Church, with their multi-million dollar budget and an in-house attorney on salary, would consider it cost-effective or wise to file an action against GLA.
Since this crucial change to the interest rates was not on the agenda, was not given sufficient consideration by discussing the pros and cons, and was made with no discussion revealing the need for the immediate “interim” reduction, most Landowners can only explain this bizarre behavior by assuming that there is a hidden agenda.
At the May 16th Directors meeting, I will ask all Directors to express why each of them feel an “interim” reduction is warranted and exactly what amount the reduction will make to the debit accounts when applied to all ~74 Landowners, as it must be. I hope all Directors have a reason to support an “interim” reduction and are aware of the amount it will be, especially since it has changed every time I have heard the 12% interest mentioned.
I fear that the Directors are being misled about the Covenants and Bylaws they may rely on to establish policies and interim measures such as this “interim” rate reduction, which is a change of the Covenants as they pertain to all Landowners. It has been suggested Covenant 12.01 empowers the Board to grant waivers and variances to any requirements in the Covenants. However, Covenant 2.05 specifically states a 51% vote of Landowners is required to make a change to the Covenants. The Board might utilize 12.01 on individual cases where no harm is done to other Landowners, but 12.01 cannot be applied broadly, as was done with the April 11th vote setting 12% as an interim rate. Applying the interest rate change broadly is a change of the covenants, which 2.05 specifically prohibits the Board alone to do. If this conflict between 12.01 and 2.05 were presented in court, the most restrictive requirement would be upheld and enforced, i.e. a Landowner vote is required.
Since the April 11th Board vote was unanimous, there were at least two Directors who violated our Conflict of Interest Policy and State law. With the Church being responsible for approximately $40,000 of late assessment debts, Dan Kehoe and Charlotte Mizzy, as an employee and representative of the Church, should have abstained from the vote and should not have lobbied other Directors to pass the “interim” interest rate reduction. There may be others who should withdraw from addressing Covenant 11.06, depending on their employment, the positions held within the Church, or the actions and services they provide for the Church Universal and Triumphant. I believe Dan Kehoe, who has consistently led the effort to reduce the interest rates and lobbied for a reduction since the April 6th Finance Committee meeting, is at the greatest risk. He revealed at that meeting that the Church owned two properties with the greatest debt, and, as an employee and member, has an undeniable interest in how that debt is settled.
Many Landowners wonder why so many decisions and actions are being conducted by the Board because of “hearsay” advice from an attorney, especially after the February 20th Members meeting when Landowners clearly asked the Board to obtain attorney opinions in writing. Since such dubious actions are so common, probably the most egregious item that was revealed February 20th meeting was when Dan explained there had been no Legal Committee meetings because there had been “no action taken.”
I ask: does not developing and sending letters to or holding meetings with an attorney constitute an “action?” How were those contacts and solicitations for advice achieved? A large number of us are very curious about this. Specifically, which Directors voted to approve to consult and pay for an attorney about interest rate reductions? Did the Directors meet in person, by e-mail, or by phone call? What was the date of all meetings? Who were in attendance or participated? How did each member vote? Where are the meeting minutes required in the Bylaws? Yet, as Dan claims, by his definition, if there have never been any Legal Committee meetings. Does Dan undertaking this action alone constitute fraud, embezzlement, or simply the use of GLA funds for his own agenda of keeping his employer happy?
I know that I have been openly misdirected (i.e. given straw man excuses) and lied to directly by Dan (as occurred on February 20th at the Members meeting. I also know that eight of the other members of the Board, follow his lead for some unknown reason.
Therefore, I must now file yet another official complaint about the Board and its actions. It is on the required form to enable the Board to properly document its, receipt and what actions were taken by the Board to address my concerns.
As a newcomer, I know my ideas and concerns will not carry any weight with most of the Board. However, it may be beneficial to others, now or in the future, to have documentation in the GLA records of the most recent allegations of violations by the Board.
I would appreciate comments directly to me from any and all Directors as to why they voted to approve the reduction to 12% so quickly, and why they are not arguing to have this voted on by Landowners. In addition, I would like to receive a copy of the “attorney approval” of an “interim” reduction if a justification can be made up for violating Covenant 2.05 as it pertains to changing the Covenants.
Leo Keeler
To GLA Board of Directors
CC: Glastonbury Landowners for Positive Change
On May 10th, I sent a Document request for information pertaining to the e-mail Board meeting that must have been held to change the May 16th Board meeting from St. John’s Church to a phone meeting. I must say, I did not expect a reply to that request because none of my five previous requests for documents and information have been fulfilled. They are all attached again below for reference, along with my complaint on the required GLA form.
Our Bylaws say all Board meetings must be open meetings, except when discussing confidential matters. Changing of the May 16th meeting place and method through an e-mail vote or unilateral decision is a violation of the Bylaws. All my previous requests have also pertain to other likely infractions.
During the April 11th meeting, the Board made what I consider to be the greatest violation to date. An unscheduled agenda item was introduced; a motion was made, and then quickly voted on. This was no insignificant change. The motion was concerning Covenant 11.06, and the change that was presented was an “interim” reduction of the interest rate from 18% to 12%, pending “attorney approval,” potentially costing landowners in good standing tens or hundreds of thousands of dollars. Why was there no significant discussion? Why was there a rush to vote on this before hearing from the attorney? What else could explain this bizarre action besides an unspoken agenda that is creating a rush?
The motion was presented as a change to be applied only to debts occurring from that day forward and was a measure I expect to be included in the Covenant changes currently being processed. However, at the Finance Committee meeting of April 27th, Dan Kehoe said the passing of the reduction was to be made “retroactive,” but not to worry because there was no rush, which was emphasized by several other Directors present. Yet the Board rushed to pass an “interim” reduction at the April 11th meeting.
I am greatly concerned that Directors are being misled and rushed down the path to reduce the interest rate from 18% to 12% “retroactively” for a reason that not is being openly discussed. Being told by GLA’s attorney that the Courts will only support 12% may justify an eventual reduction. However, addressing the Court limits or history will only be an issue if and/or when GLA takes someone to court over assessments. GLA has not made phone calls or sent delinquency letters to any of the largest debtors, which all agree must be done before GLA would take anything to Court. Where does the need for an “interim” reduction come from, and why make it “retroactive” before an imminent vote by Landowners?
I’ve heard rumors that Church Universal and Triumphant may be applying pressure to reduce the amounts they owe or are liable for paying. If a landowner is applying pressure to any Director, that should be openly discussed by all Directors at an open meeting so other Landowners are assured there is no conflict of interest pertaining to the vote.
To further clarify how the Court support of 12% may be addressed, should any Landowner consider it worth their taking GLA to Court over the 18%, the GLA can respond to their court filings and begin negotiations at that time. It is appropriate to conduct the negotiations the Court requires before a case is before the Bench, but there is no need to negotiate before then. However, I doubt even the Church, with their multi-million dollar budget and an in-house attorney on salary, would consider it cost-effective or wise to file an action against GLA.
Since this crucial change to the interest rates was not on the agenda, was not given sufficient consideration by discussing the pros and cons, and was made with no discussion revealing the need for the immediate “interim” reduction, most Landowners can only explain this bizarre behavior by assuming that there is a hidden agenda.
At the May 16th Directors meeting, I will ask all Directors to express why each of them feel an “interim” reduction is warranted and exactly what amount the reduction will make to the debit accounts when applied to all ~74 Landowners, as it must be. I hope all Directors have a reason to support an “interim” reduction and are aware of the amount it will be, especially since it has changed every time I have heard the 12% interest mentioned.
I fear that the Directors are being misled about the Covenants and Bylaws they may rely on to establish policies and interim measures such as this “interim” rate reduction, which is a change of the Covenants as they pertain to all Landowners. It has been suggested Covenant 12.01 empowers the Board to grant waivers and variances to any requirements in the Covenants. However, Covenant 2.05 specifically states a 51% vote of Landowners is required to make a change to the Covenants. The Board might utilize 12.01 on individual cases where no harm is done to other Landowners, but 12.01 cannot be applied broadly, as was done with the April 11th vote setting 12% as an interim rate. Applying the interest rate change broadly is a change of the covenants, which 2.05 specifically prohibits the Board alone to do. If this conflict between 12.01 and 2.05 were presented in court, the most restrictive requirement would be upheld and enforced, i.e. a Landowner vote is required.
Since the April 11th Board vote was unanimous, there were at least two Directors who violated our Conflict of Interest Policy and State law. With the Church being responsible for approximately $40,000 of late assessment debts, Dan Kehoe and Charlotte Mizzy, as an employee and representative of the Church, should have abstained from the vote and should not have lobbied other Directors to pass the “interim” interest rate reduction. There may be others who should withdraw from addressing Covenant 11.06, depending on their employment, the positions held within the Church, or the actions and services they provide for the Church Universal and Triumphant. I believe Dan Kehoe, who has consistently led the effort to reduce the interest rates and lobbied for a reduction since the April 6th Finance Committee meeting, is at the greatest risk. He revealed at that meeting that the Church owned two properties with the greatest debt, and, as an employee and member, has an undeniable interest in how that debt is settled.
Many Landowners wonder why so many decisions and actions are being conducted by the Board because of “hearsay” advice from an attorney, especially after the February 20th Members meeting when Landowners clearly asked the Board to obtain attorney opinions in writing. Since such dubious actions are so common, probably the most egregious item that was revealed February 20th meeting was when Dan explained there had been no Legal Committee meetings because there had been “no action taken.”
I ask: does not developing and sending letters to or holding meetings with an attorney constitute an “action?” How were those contacts and solicitations for advice achieved? A large number of us are very curious about this. Specifically, which Directors voted to approve to consult and pay for an attorney about interest rate reductions? Did the Directors meet in person, by e-mail, or by phone call? What was the date of all meetings? Who were in attendance or participated? How did each member vote? Where are the meeting minutes required in the Bylaws? Yet, as Dan claims, by his definition, if there have never been any Legal Committee meetings. Does Dan undertaking this action alone constitute fraud, embezzlement, or simply the use of GLA funds for his own agenda of keeping his employer happy?
I know that I have been openly misdirected (i.e. given straw man excuses) and lied to directly by Dan (as occurred on February 20th at the Members meeting. I also know that eight of the other members of the Board, follow his lead for some unknown reason.
Therefore, I must now file yet another official complaint about the Board and its actions. It is on the required form to enable the Board to properly document its, receipt and what actions were taken by the Board to address my concerns.
As a newcomer, I know my ideas and concerns will not carry any weight with most of the Board. However, it may be beneficial to others, now or in the future, to have documentation in the GLA records of the most recent allegations of violations by the Board.
I would appreciate comments directly to me from any and all Directors as to why they voted to approve the reduction to 12% so quickly, and why they are not arguing to have this voted on by Landowners. In addition, I would like to receive a copy of the “attorney approval” of an “interim” reduction if a justification can be made up for violating Covenant 2.05 as it pertains to changing the Covenants.
Leo Keeler