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drbbq
03-21-2012, 10:01 AM
Anybody care to explain the portion of the KCBS agenda that I've pasted below?

It seems outrageous to me that the Executive Director and the President want to make sure there is no evidence of what happens in these secret meetings. I would think it's to everyone's advantage to have these recordings so there is a paper trail of these sensitive matters. I also think these recordings are part of the legacy of KCBS and it's archives and should always be kept.
Surely Carolyn can figure out a way to not "leave them laying about" without destroying them.

Candy Weaver - Please see the legal opinion following. Carolyn's questions were:

(1) should we be recording closed session at all?

(2) May we delete/destroy after the minutes are approved. Don't want to violate any sunshine laws or act improperly, but do not want discoverable issues on sensitive matters left laying about. Based on this opinion, I make the following motions:

MOTION: Candy Weaver - I move that the Accuconference recording of closed session meetings be discontinued and all past recordings of all KCBS meetings be discarded.

MOTION: Candy Weaver - Further, I moved that all future Accuconference recording of board meetings made be eliminated after the completion and posting of the MP3 recording of the meeting on kcbs.us.

Candy Sue
03-21-2012, 10:40 AM
This is my own opinion and does not reflect KCBS or the board of directors!

Ray, it's a business records keeping matter! Why have sensitive materials around? There's no corporate reason to keep them according to lawyers. You, as a former board member, should know what executive or closed sessions are made of! Whenever contractual matters or matters relating to individuals where names are named, it is discussed in closed session. That's the law, not a KCBS thing. Anything actionable after the closed session is done in open session and is a matter in the minutes (the official record) and on the MP3 recording.

Again, these are only my words and my opinions. Since I brought the issue to the board meeting tonight, I do know my reasons for doing so.

drbbq
03-21-2012, 11:05 AM
Thanks for the answer Candy but I still have a hard time understanding why you wouldn't want a legit record of what happens in these sessions. Sensitive records are stored all the time by big and small companies without a problem.
As Tony Stone always used to remind me there are three sides to every story. Yours, mine, and the truth. A recording can cut right to the truth if there is a disagreement at a later date.

And for the record, Executive Session was a rare thing in my day saved only for very serious matters.

Smoke Ring
03-21-2012, 01:03 PM
Maybe it has something to do with the fact that issues are discussed in closed session that are never put on the agenda and non-board members are allowed in the executive sessions which I understand is supposed to be limited to board members only. Need to destroy the evidence.

SirPorkaLot
03-21-2012, 01:10 PM
Whether there is any impropriety going on or not. Destroying any records of any meetings (closed or open session) gives the impression of something going on that shouldn't be.

With all the problems KCBS has these days I can't imagine why anyone would think this would be an appropriate time to do this.

timzcardz
03-21-2012, 01:42 PM
It seems strange to me.

Whether to retain the documents/records or not is purely a corporate decision.

However, I would expect that decision to be made in the form of a records retention policy that would cover the time periods for which various types of records should be retained.

I assume that no such document currently exists, for if one did, I would reasonably expect it to already provide for the records discussed here, and if so I would expect that the motion would be to ammend the policy.

Given the above, it does . . .

1. raise my suspicion as to why this is an urgent matter now and not part of the establishment/implementation of an all encompassing records retention policy.

2. makes me wonder what sort of people are entrusted with the directorship of the KCBS that they may be concerned with something that they said being attrributed to them.

3. makes me wonder why something being subject to discovery would be an issue if everything was done with honesty and integrity. If everything is done with integrity records are also a good defense.

4. provide the opportunity for the current board to prove their integirty (or otherwise) with their vote.

Smoke Ring
03-21-2012, 01:44 PM
Maybe it's because in the event of a lawsuit it may be necessary to subpoena those recordings and the participants don't want that to happen. The membership shouldn't allow KCBS to destroy records. The board represents the members.

Slamdunkpro
03-21-2012, 01:50 PM
This might be an appropriate thing to do (stop laughing, I can hear you, seriously....) however, considering the timing, the appearance of impropriety is far more damaging to the organization than (I would hope) any back room shenanigans. What bothers me more as a dues paying member is the expenditure of organization funds, time and effort trying to protect or in this case destroy records of secrecy and secret proceedings. Does the Board really have that much to hide?

HawgNationBBQ
03-21-2012, 02:50 PM
..the appearance of impropriety is far more damaging to the organization...



Whether right or wrong, that was my initial thought.

nthole
03-21-2012, 02:56 PM
I just can't help but wonder what on earth is so super secret in a BARBECUE MEMBERSHIP ORGANIZATION that must be destroyed before anyone finds out?!?! If people are worried about lawyers requesting this information my only response to that is WHAT ON EARTH IS A BARBECUE MEMBERSHIP ORGANIZATION DOING that must be destroyed before it can be found out?!?!

bigabyte
03-21-2012, 02:57 PM
Yeah, you know how those corporate BBQ spies are. You leave sensitive materials out from a KCBS meeting, and next thing you know all those other BBQ organizations out there pounce on it.:roll:

Slamdunkpro
03-21-2012, 03:49 PM
I just had a consult with our corporate lawyer and mentioned this in casual conversation on the way out. Her response: "Sounds like someone got wind of a pending lawsuit or IRS investigation".

Alexa RnQ
03-21-2012, 05:04 PM
"The very word ‘secrecy’ is repugnant in a free and open society; and we are as a people inherently and historically opposed to secret societies, to secret oaths and secret proceedings. We decided long ago that the dangers of excessive and unwarranted concealment of pertinent facts far outweighed the dangers which are cited to justify it."

YankeeBBQ
03-21-2012, 05:38 PM
"The very word ‘secrecy’ is repugnant in a free and open society; and we are as a people inherently and historically opposed to secret societies, to secret oaths and secret proceedings. We decided long ago that the dangers of excessive and unwarranted concealment of pertinent facts far outweighed the dangers which are cited to justify it."

You forgot to Credit John F. Kennedy

Alexa RnQ
03-21-2012, 06:39 PM
And for extra points, did you get it without googling? :becky:

drbbq
03-21-2012, 06:47 PM
He's from Boston. He might have partied with the Kennedys.

YankeeBBQ
03-21-2012, 11:06 PM
And for extra points, did you get it without googling? :becky:

Yes and No. I didn't google it this time, but I did come across it doing a google search of Executive/Closed session meetings about a month ago.

YankeeBBQ
03-21-2012, 11:08 PM
He's from Boston. He might have partied with the Kennedys.

I know some Kennedy Relatives. I met Ted a couple times through my work about twelve or thirteen years ago. FYI the motion was tabled for future discussion.

BasicPatrick
03-21-2012, 11:53 PM
I don;t understand why all the drama over a simple closed session. Closed sessions are normal procedure at almost every non profit BOD (of any type) that has employees and operated under legal standards. In addition most local governments in the US including Town Councils, Boards of Selectmen etc. hold closed session as well. There are many legal requirements and restrictions on what is and is not appropriate. Closed sessions are often used to discuss contract negotiations, employee issues, matters of litigation, matters of intellectual property and to discuss information that is proprietary in nature. I suggest the BOD not take advice from the internet but rather instruct the staff to request the KCBS corporate lawyer give a presentation explaining the use of closed session with emphasis on the business of KCBS. Never take legal advice form a lawyer you can't sue.

BasicPatrick
03-22-2012, 12:02 AM
If the presentation is given during the open meeting and in the podcast then members that are unfamiliar with closed session will be educated and the rest...well...the internet is never happy. Then again no more employee privacy and no more employees. No more proprietory information then no private business and frequent loss of business do the inability to have formal business discussions that are not broadcast to your competitors.

We can't have a closed session to talk about the initial discussions between KCBS & the NFL so had to talk about it on the public recording of the contest. Within a week of the discussion being public "XXX" BBQ association approached the NFL and made a sweeter offer and our members lost the 2 million because the BOD couldn't have a formal discussion on the record but in closed session. Sorry members, the guys on the message board told us not more.

Final comment and then the beatings of my opinions may commence...IF the BOD are the people in the closed session and I do not trust what happens int he closed session does that mean I do not trust the BOD??? I know I trust the members I have met thus far.

Maddog's
03-22-2012, 12:17 AM
Those who have served in similar leadership capacities, such as statewide and national association boards will recall legal guidance highly recommending that certain procedings not be kept in the form of minutes. In fact, some associations don't even keep minutes due to their legal standing. They instead substitute unofficial notes which can be kept and referred to but will not stand up as legal representation of board actions. There are very good reasons for all of this. I have no experience inside the leadership of KCBS...none. However, based on extensive experience on other non-profit boards, I will defend any board's right to act confidentially, again for a number of reasons. I'll only bother to drag you through a couple, here. Say you sit on a board and there is reason to discuss an individual's unfortunate actions. You do not want to make the member more of a target than he has already made himself but you think you may be able to HELP him by some outside-the-board one-to-one action in good faith. You certainly don't want to make that a matter of "public record" even though it had become a matter potentially for board action. The board would rather help the invidual than make him a further target. You may also find that disucssions about staff salaries are confidential by virtue of the contracts under which they work. In that case, those discussions may not be made public. There are a myriad of other topics that are governed by other rules, regulations, contracts and by-laws, to say nothing of common sense and compassion for the member or members, that if entered into official minutes would be in violation of one or more of the binding, guiding documents of the association. So, rather than getting emotional over words such as "confidential" and "secret" I would suggest you...
Elect people you trust and then trust the people you elect!
( Good of you all to care about your association in the first place. )

drbbq
03-22-2012, 07:58 AM
[QUOTE=BasicPatrick;1988233]If the presentation is given during the open meeting and in the podcast then members that are unfamiliar with closed session will be educated and the rest...well...the internet is never happy. QUOTE]

I think this is a great idea. But I'd also expect the BOD members to abide by the guidelines that are recomended.
For me the problem is the criteria for moving something to closed session. I'd never disagree with sensitive issues being discussed that way. But I don't agree with using it to make unpopular decisions and to mask the infighting. I believe that happens.

Jeff_in_KC
03-22-2012, 11:41 AM
...well...the internet is never happy.

:laugh: This is so true, forums, Facebook, whatever the topic! LOL!

drbbq
03-22-2012, 11:46 AM
Thanks for the input Jeff.

Warthog
03-22-2012, 11:47 AM
I think this thread should be called stirring the pot! :drama:

Jeff_in_KC
03-22-2012, 11:49 AM
I'd never disagree with sensitive issues being discussed that way. But I don't agree with using it to make unpopular decisions and to mask the infighting. I believe that happens.

Ray, I can tell you with certainty that I've been involved in two executive sessions now and in those two (which is all I can speak for), there has been ZERO "infighting" and only respectful, on-topic and beneficial discussions. Additionally, while tough issues are discussed at times, no decisions are made in executive session that require any kind of vote in the executive session. Votes are taken in open session. That being said, if I am a part of making one of the "tough decisions", I will take the heat for it as need be as long as I vote true to my values of not doing anything for my personal benefit but always looking at what might best benefit the members of KCBS.

drbbq
03-22-2012, 11:55 AM
So all the rep approving stuff was/is congenial but just needs to be kept from the members to protect something legit? I guess I just don't understand how business works :)

Jeff_in_KC
03-22-2012, 12:08 PM
Now you're talking about something else. Yes, it was all congenial as far as I was concerned.

We did have a discussion during open session about what is or isn't for executive session. We are going to look at developing a policy that will direct future decisions on what will be on that agenda. Hope that helps.

riblette
03-22-2012, 12:33 PM
I’m more-or-less an outsider, but I try to pay attention. Based on my observations over the past few years the KCBS BOD has had a tendency to be self-serving and, given the size and scope of the organization the BOD has displayed some amateurish behavior. I believe that is slowly changing, and I remain hopeful that they are heading in the right direction.


That being said, just because someone feels like an organization has done them wrong (for example, maybe they feel their stature in the BBQ community has been disrespected) or whatever, does not necessarily make EVERYTHING that organization does or says wrong or suspect. Of course, I’m not inferring Ray here, cause he’s an Honey Badger and don’t care, and all that.

Unfortunately, as with most things like this, the closed sessions appear to boil down to the legal ramifications, i.e. lawsuit exposure ($$$$). At my job today I received a notice about 42 separate cases where I am required to keep any documentation I have related to these cases. To delete or destroy that data now would be in violation of court orders. Had I never kept that data, or had I destroyed or deleted or prior to the “Record Freeze” notice for that case…no problem.

Limiting the organization’s legal exposure does not seem like a bad thing. And whatever happens in those sessions eventually comes out anyway….this network is not real good at keeping secretsJ And, more importantly, membership to KCBS is most certainly a free will choice. But, hey, it’s still cold outside, the season's not at full throttle yet…might as well stir some pots, huh?

Scottie
03-22-2012, 12:38 PM
This sounds like Watergate.

I can only say what we do at my law firm. We have a document retention policy. Real beotch if you conveniently destroy something and it goes to litigation....

As far as getting rid of all past meetings? Why not archive them? I just get what is so secretive that everyone has to cover their trails. Didn't seem like we had these problems when 'nepotism' was allowed in KCBS... :-o

dmprantz
03-22-2012, 01:40 PM
Since this thread started, I've been trying to figure out a way to post my thoughts without it seeming like I was attacking the BOD. My general beliefs are not in line with this motion, but I don't want to place them each on a skewer for it. Still, I have a few comments....

As some one who works with data every day, I am a strong proponent of data retention. Under the mantra of "Disk space is cheap," countless times I have used historical data to help solve problems, whether those data are records in a database or past eMail communications to know who said what when. I have literally had to use both of those approaches within the past week, one to figure out an issue, and one to cover my behind on some actions I had taken. I believe in it.

In a past job, while working for one of the largest corporations in the world, we had a more strict data retention policy where the default behaviour was to delete all eMails 120 days after they had been sent. I found out that the reason for this policy was so that should any one be subpoenaed for any reason, they would not have data on hand in eMails which could be presented. Another approach I've seen is to cc: every single eMail sent or received to legal counsel so that it becomes privileged.

So that being said, I can understand the desire of some to purge records, even though they can be useful. The big question I have, and one which no one seems to have brought up, if legally CYA is the intent of purging records, what the heck are you doing? Proactively purging records so that it can't come back to haunt you, while maybe legal, indicates to me that there are things going on which shouldn't be. If you, and this applies to any one, are doing something that would be bad if it was brought up in court or a deposition, is the better answer to consider not doing it? A couple of extreme examples that come to mind are Hoover’s secretary deleting his personal file, and accounting firms shredding documents before they get subpoenaed. If the documents are bad, why do you have them? Just my thoughts....

dmp

Jeff_in_KC
03-22-2012, 05:51 PM
In regards to destroy it or keep it, I will publicly state that my stance is that NO information should be destroyed for any reason. One could place five years or more worth of meeting notes on hard copy in one file drawer. One good sized file cabinet could probably hold every set of minutes of every meeting KCBS has ever held. And one hard drive could hold more MP3's than we'll ever produce. Storage should not be an issue. Not only do these things hold important details, they also are a history of our organization that is gone if destroyed. I will not be afraid to have anything I say in meetings preserved for as long as KCBS is in existence. Not that anyone cares what I say anyway but I'm just sayin'... :yo:

Smoke'n Ice
03-22-2012, 07:36 PM
This sounds like Watergate.

I can only say what we do at my law firm. We have a document retention policy. Real beotch if you conveniently destroy something and it goes to litigation....

As far as getting rid of all past meetings? Why not archive them? I just get what is so secretive that everyone has to cover their trails. Didn't seem like we had these problems when 'nepotism' was allowed in KCBS... :-o

Is it possible that there is concern about a previous member of the board?

drbbq
03-22-2012, 08:14 PM
Is it possible that there is concern about a previous member of the board?

Lol! Yes I'm sure this is Merl's fault.

smoke-n-my-i's
03-24-2012, 11:18 AM
This sounds like Watergate.


That was my exact thoughts when I started reading this thread...