||| FROM MICHAEL RIORDAN |||


Given the circumstances and prior encounters, Friday evening’s EWUA special board meeting to draft a recall mailing and proxy form was a remarkably civil affair, with most of the board members present plus an audience of some 30 member-owners. And despite several differences, the documents drafted seemed acceptable to both recalling parties — the “dominant board faction” of Teri Nigretto, Jim Nelson, Michael Cleveland and Leith Templin, and the opposing minority faction, consisting of Carol Ann Anderson, Ron Claus and Jim Cook.

During the public comment period, former board member Fred Klein objected to “use of the EWUA email communication system by only one of the two groups subject to recall” as board President Nigretto has been doing. “I consider it blatantly unfair,” he said, “if one faction of the board denies its use to the other faction.” That constitutes misuse of EWUA resources to favor one faction over the other. And Klein argued “strenuously” for confidential balloting during the recall voting process.

Another likely misappropriation of EWUA resources was the fact that the dominant faction was represented (via Zoom) by attorney Rochelle Doyea of the Seattle law firm Cairncross and Hempelmann, ostensibly compensated by member funds. In contrast, the minority board members were personally paying for the advice of Orcas Island attorney Shawn Alexander, who was present in person.

The two groups nonetheless agreed on the appointment of retired Judge Stuart Andrew of Orcas Island to serve as an independent Election Inspector — who will receive and open all proxies, and preside over the recall vote on Saturday evening, September 28. And if desired by any individual members, their votes will be kept secret, known only to Judge Andrew and the two designated proxy holders. Former EWUA board president Brian Ehrmantraut will serve as the proxy holder for those voting for removal of dominant members, while Mike Stolmeier will do so for those voting to remove minority members.

There was much discussion of — and confusion about — the proxy form, taking up most of the rest of the meeting. What happens, for example, if a member wants to vote for the removal of all seven directors? Which I have heard some expressing a desire to do. And it was generally agreed that EWUA members could bring a signed proxy form to the meeting if they missed the formal September 14 deadline for mailing it. Those wishing to be present and participate in the meeting, it was agreed, must bring a photo ID with them.

Still to be resolved were the actual wording of a cover letter to be mailed with the proxy forms, containing detailed instructions on how to use and where to return them. Such a mass mailing is now scheduled to occur on Monday, August 26, but that deadline seemed optimistic (to this observer), considering all the work still needing to be completed and agreements reached on the contents.


 

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