Special Board Meeting, May 26, 2021

 

https://www.youtube.com/watch?v=tl-T9Kx-RZM

All members are in attendance.

Miller explains the meeting is to provide an update on the status of the interim legal services contract for the BOE. Initially a contract was developed at a special board meeting held April 28. It had been developed by David Murray and then negotiated by Burroughs with a firm, to which Mr. Burroughs states “not true.” Miller asks that all attendees be muted, but she is as well. Murray notes, “you are part of everyone.” She then resumes explaining at the April 28 meeting, seven members voted to procure the services of Rosalind Pugh of the Pugh firm and have Board Member Burroughs sign the contract if the chair did not sign it by April 30. Miller notes board members cannot supersede the authority of the chair. Burroughs signed the contract with Pugh but never produced the signed contract.

On May 6, another meeting was held to discuss the legal services contract but none of the attendees of the April 28 meeting were present so there was no quorum. However, before the May 6 meeting began, Vice Chair Williams inquired of another unknown attendee her purpose in attending. The attendee introduced herself as Rosalind Pugh, the board’s attorney. Williams asked if she had a signed copy of the contract and who had signed it and was informed that Mr. Burroughs had signed it.

Williams stops Miller to point out there seems to be interference with her microphone. Miller thanks Williams and asks where she left off, to which Burroughs responds that she was saying untrue things.

Williams volunteers to resume reading the statement. At the May 12 meeting since answers were not provided regarding the practices used to secure interim legal services, the vice chair stated the chair and vice-chair would meet with the Pugh Group to sign a legal contract within two weeks. On May 18, the vice-chair and chair had to cancel a joint meeting, but each had a subsequent conversation with Ms. Pugh. On May 21, Ms. Pugh sent a letter asking to be withdrawn from consideration. In an effort to meet the goal of acquiring legal services, the second firm was forwarded to Procurement for a contract. Procurement worked with the firm directly to execute a contract, which had just been completed that day, with Karpinski, Cornbrooks, and Karp of Baltimore; Williams reads their qualifications. The chair is thus advising the BOE that a contract has been vetted and signed off on by Procurement Officer Keith Stewart and interim legal services have been procured.

Ahmed clarifies that this meeting was called to inform the board that a contract was signed, but the board did not vote on that contract. Williams corrects her: the BOE leadership did not sign the contract, the Procurement Office did in accordance with procurement procedures and processes. Miller also explains this is essentially the same contract previously posted to BoardDocs, aside from the change in the vendor name. Ahmed continues she is still confused because she doesn’t understand how a contract that the board has not approved could be completed; this is unusual and not something she’s seen in her time on the board. Miller responds that she probably hasn’t seen this because evidently policies have not been appropriately followed. Since the contract was under $25,000, she reiterates the procurement office could procure the services for the BOE.

Williams explains to Ahmed that under procurement law and procedures, there are times when procurement signs off on contracts on their own. They have the authority to sign off on this because it was under $25,000. They reviewed the contract for legal sufficiency, and there were some minor adjustments. This was the most expeditious route to securing legal services.

Ahmed says she still does not understand and wants to hear from Mr. Stewart. He explains the process, and states under authority delegated to him from Dr. Goldson, he was able to sign the contract.

Burroughs is recognized next. He reads the text of the motion from the last meeting and notes that board leadership’s action is contrary to the motion because there is no vote. This is insulting to the board, he questions its legitimacy, and is disappointed in the administration for subverting the elected board members.

Queen asks for clarification regarding the role of former attorney Thomas and his firm. Miller explains that during the process of procuring this contract, although Mr. Roger Thomas had resigned, the board did not notify purchasing and procurement that the contract was inactive. In order to address appeals by May 28, Mr. Thomas was asked to come back and address appeals only. Mr. Stewart affirms that Miller’s explanation is correct.

Murray states that although the administration can sign contracts, they cannot assign an attorney to the board. That requires seven votes. He states that it would be more effective for Miller to not circumvent the will of the majority of the board but to instead work with them.

Burroughs asks Mr. Stewart what authority he has to sign a contract for BOE legal services. Mr. Stewart says he has authority as designated by the CEO to sign contracts. Burroughs asks if he is aware of fact that the BOE voted on the contract for Roger Thomas. Stewart responds he was not here when that contract was signed. Burroughs then asks Stewart to point to specific policy that gives the administration authority to assign board legal counsel.

Miller interjects that Karpinski, Cornbrooks, and Karp were recommended. Burroughs asks by whom? Murray interrupts that Burroughs has the floor, not Miller. Miller comments, “well who is running this meeting?” Williams calls the meeting to order and states Burroughs is on his second round of comments and should be able to finish the comment. Burroughs continues with the prior question, asking “did you select this counsel?” Stewart responds no, we just sign contracts. Burroughs asks, who on the board directed you to sign this contract? Stewart states this requirement came from the board vice-chair. Burroughs asks were you under the impression when you signed this contract that this was at the request of the BOE? He responds he was preparing a contract for interim legal support, and his customer was the BOE. Miller states Burroughs' time has elapsed. He argues his time was interrupted by the vice-chair having to call the board to order. Burroughs continues, for the record, that at the time the director of procurement signed the contract, Mr. Stewart believed he was signing at the request of the board.

Adams-Stafford states she is concerned that they are just now finding out about this and asks if it was posted to BoardDocs. Williams replies no, the fully executed contract was just received today. Miller responds that this is the same contract posted to BoardDocs with the exception of the law firm name and another added provision. Adams-Stafford states so you circumvented the board to hire an attorney. Miller denies that; she followed the process.

Williams makes a point of clarification and again reiterates that the Pugh group withdrew from consideration.

There is cross talk, and Miller reiterates there will be no interrupting.

Adams-Stafford characterizes the decision as information hording and asks for professional courtesy.

Thomas asks everyone to mute and states he will not be interrupted during his comments. First, he asks Mr. Stewart if he was under the impression that he was doing signing the contract at the request of the BOE. Stewart states his end user was Vice-Chair Williams. Thomas notes for the public to consider, does the vice chair have the authority to direct procurement to sign contracts? He states he has made NUMEROUS attempts to connect with board leadership to work together, understanding the conflict that has been seen over the weeks. He has received zero response. As a result of the poor, poor leadership of the board, the Pugh group withdrew. While Williams speaks about process and informing the board, none of that happened. He ends that we are all responsible for working together but leadership sets the tone. There is no interest in working collaboratively and together. He wants the public to know he is making the effort. It’s disappointing, and it’s not what our kids deserve.

Williams calls on Miller, but Thomas says Ms. Ahmed was next. There was no question so Miller does not need to respond. No more responses from the chair! She does not get to do that!

Williams states it is the responsibility of the board chair to facilitate the meeting.

Miller states she would like to make a comment to the public. Thomas yells that there are other people in the queue to speak. Please call the next person. You do not get a chance to respond. He is muted.

She continues, the chair and vice-chair are attempting to correct the actions of the April 28 meeting that could have put the board in a libelous position. Currently the BOE is facing several violations, including the Open Meetings Act. It is necessary to correct some of these actions of the elected, so-called majority members to preserve the image and integrity of the board. She finds it interesting that some members are questioning these actions but are not questioning the actions of the April 28 meeting. Burroughs interrupts that this meeting is under question. Thomas asks how this is appropriate? There are other people in the queue. Miller forcefully states the behaviors of members are embarrassing.

Ahmed is then recognized. She clarifies that this is not the same contract because it is being awarded to someone else. She points out that the April 28 meeting can be viewed by members of the public and reiterates the motion that was made at the prior meeting regarding procuring a new contract and holding a special meeting to vote on the contract. Could this not have been an email since we aren’t voting? She asserts that this meeting is really just a platform for board leadership to present their side of the story. Ahmed ends by reading board policy 9270, which states board members have no authority to compel action without a former board resolution.

Queen reiterates that we need legal representation. She asks Mr. Stewart if he is really ready for this and can he answer any of these questions, seemingly confused that Mr. Stewart is actually not the board attorney. Williams clarifies that Mr. Stewart is the Procurement Officer, there is no legal counsel on the meeting.

Miller stated that Roger Thomas had declined to participate any further board meetings; he will only be completing the appeals.

Adams-Stafford reads from board bylaws stating individual board members cannot compel actions on behalf of board. She states that she is concerned about the larger pattern of continued bullying and harassment by certain board members, which causes Williams to laugh. Adams-Stafford alleges the board leadership denies board members from posting agenda items if they don’t follow procedures. She agrees with Ahmed that this could have been done in an email if there is no vote and argues this meeting is just a press release and opportunity to “stir up the drama.”

Miller then recognizes Thomas, who apologizes for raising his voice in his prior comments. He states for the public’s information that board leadership is controlling the Zoom meeting, so board members cannot mute/unmute themselves. Meanwhile, the leadership continues to speak over others and laugh during other people’s remarks. This is just plain wrong. Further, the chair does not get to respond to comments by any board member. This looks messy, and he is aware of it. But he cannot sit quietly while people abuse their positions of power and treat colleagues in an unprofessional manner. Leaders unify, and he wants the County Executive to see this is not happening under this leader.

Valentine tries to lower the temperature by stating he and Thomas had a long, productive conversation that was respectful and solution oriented. He commends Adams-Stafford for her leadership on the committee they both serve on. He is committed to working with every member of the board. This conversation about the contract is the tip of an iceberg of a larger conversation that needs to be had by the board. Every member of the board is the best at addressing the issues of the district, but the question is can we come together? We are better than this.

Howard Burnett asks to speak. He asked Mr. Stewart to leave because he thought he was unfairly the target. Burnett said he has worked under multiple superintendents for the last 40 years, and Dr. Goldson has brought on the best team he has ever worked with. Mr. Stewart took action just as he would have on the first contract with Ms. Pugh. He doesn’t want Mr. Stewart to be the target. We are here to serve all the members of the school system.

Williams clarifies her position as an elected board member of District 9 and her additional work as Vice-Chair. Dr. Miller was brought on in January, and she asked to be given some time to acclimate the board. The response was no. A number of actions were taken to circumvent her authority. Williams thus stepped in to assist, and it is a heavy lift. We welcome the opportunity to work with the ENTIRE board. She apologizes that the community has to see these issues bubbling on the surface.

Williams suggests that they have gone through the first and second round of comments so Miller can adjourn the meeting.

Miller states there is a hand up and she wants to give every board member a chance to speak. She recognizes Burroughs, who uplifts the statement of Mr. Valentine. He asks Burnett for clarity on when procurement can sign a contract for the board, who promises to send information on the policies and procedures.

Murray continues to question Burnett, asking if funds are coming from the BOE budget. He then again asks if any one board member can compel the board to enter into a contract without approval of entire board. Burnett states he will provide the policies and procedures to the board. Murray asks a series of questions to which Burnett responds in the same way.

Miller apologizes the contract was not placed on BoardDocs. There were changes in the board office staff that delayed getting the information out in a timely manner. It’s unfortunate that board members are taking a position of opposition to this contract. The contract will be posted. Please document your concerns and more discussions can be had. She asks for motion to adjourn. Williams moves.

Thomas is not seconding the motion to adjourn. He was in the queue with a comment. He also wants to uplift Mr. Valentine’s statements and how some board members are working in good faith to collaborate. He again asks why Williams and Miller have not responded to his calls. The narrative is that this board doesn’t work, and there are even conversations about changing the board. He and Miller then get an argument about his time being up.

Adams-Stafford reiterates that chair should not enter into debate and repeats her earlier concerns.

Miller asks again if there is a second to adjourn. Boozer-Strother seconds.

Roll is called.

No:

Adams-Stafford states Burroughs hand is up so she votes no. Ahmed, Harris, Jackson, Murray, Queen, Thomas

Yes:

Boozer-Strother, Williams, Miller

Absent:

Monteiro, Valentine

Burroughs asks Miller to describe the contents of contract, scope, and termination clause. She turns it over to vice-chair Williams. Williams explains there were no changes from the prior contract with Pugh Law Group. The only minor changes were the vendor, and a clause they cannot exceed $25,000. Burroughs states for the record there was a lot of concern about the prior contract but this is the same contract. The $25,000 cap is seemingly just to keep it from being voted on by the board.

Queen makes motion to adjourn.

Williams asks to speak and makes point of clarification. The issue was never the contract, it was the meeting. The signed contract was never provided.

Harris asks, for the record, if board members were notified by board leadership when the process of vetting new counsel was started. Miller replies yes. Williams further explains board leadership were working on acquiring new legal counsel as already explained, but seven board members held a meeting to approve a different contract.

Ahmed responds to some of Williams’ points. Adams-Stafford does not recall receiving any notification. She also wonders why Miller refused to sign the contract and if she really wanted this contract to go with the current vendor.

Boozer-Strother states she had issues with the contract and the April 28 meeting that introduced a contract with a specific person. It was not the process as she understood it and that was not collaborative.

Queen points out this conversation is not what the public wants to know. They want to know how learning loss will be addressed, etc. She admonishes the board to “suck it up.”

Jackson wants to emphasize the sentiments of Queen. She notes both contract processes have been parallel. There is a lot of grandstanding and virtue signaling going on. How can a process that is linear and clear cause such a stalemate?

Murray disagrees that these two contract actions are parallel. He also states that if the will of the majority of the board can be ignored that is a dangerous precedent and has just been set.

Williams seconds motion to adjourn, which passes unanimously.