Removal action of a board member

[Guest Securis]

Within our organization, we have had a board member who has demonstrated both a lack of experience and commitment to the mission of the organization. We are following our founding documents and by-laws in citing our cause and utilizing the process to execute the removal. This part is handled and is very clear, if archaic. 

My question is a matter of how parliamentary procedure should handle the content of the statement of cause versus the board member's defending statements.

Our board has cited three specific behaviors that to us demonstrate the incapacity to perform duties. There are other different and separate instances that were not cited. I wonder if the separate instances are allowable in response to the board member's defense? 

 

Additionally, based on corrective conversations with said board member, I am aware that they intend to employ as their defense, "I did wrong but not that bad and certainly no worse than other board members". It is my belief, under parliamentary procedure, this board member is not allowed to mention other individual board members and actions taken by them or against them as these things are considered privileged information reserved for executive session discussions. What can this board member say and not say during the defense statement they have a right to make?

 

[J. J.]

Without knowing what your bylaws say, specifically, a clear answer could not be stated. 

[Rob Elsman]

It sounds like the defense is more in the nature of a confession of guilt, and it should be admitted. Since other members of the board are not being impugned by name, I think the general statement should be admitted, too.

[Guest Securis]

On 2/18/2024 at 8:22 AM, J. J. said:

Without knowing what your bylaws say, specifically, a clear answer could not be stated. 

Our bylaws have zero to say about parliamentary procedure. There are lots of guidelines regarding conduct and property uses but nothing about administrative procedures. We generally default to RONR but under a tradition of Committee of the Whole. This being significantly more serious, by need, will more formal. 

[Guest Securis]

On 2/18/2024 at 8:22 AM, J. J. said:

Without knowing what your bylaws say, specifically, a clear answer could not be stated. 

Our bylaws have zero to say about parliamentary procedure. It has lots to say about conduct and property uses. We generally default to RONR under a tradition of Committee of the Whole.

[Dan Honemann]

On 2/18/2024 at 7:53 AM, Guest Securis said:

Within our organization, we have had a board member who has demonstrated both a lack of experience and commitment to the mission of the organization. We are following our founding documents and by-laws in citing our cause and utilizing the process to execute the removal. This part is handled and is very clear, if archaic. 

 

On 2/18/2024 at 8:53 AM, Guest Securis said:

Our bylaws have zero to say about parliamentary procedure. There are lots of guidelines regarding conduct and property uses but nothing about administrative procedures. We generally default to RONR but under a tradition of Committee of the Whole. This being significantly more serious, by need, will more formal. 

The statements I have bolded appear to be inconsistent, and in the statement I have bolded I do not know what you mean by "a tradition of Committee of the whole".

 

[Josh Martin]

On 2/18/2024 at 6:53 AM, Guest Securis said:

Within our organization, we have had a board member who has demonstrated both a lack of experience and commitment to the mission of the organization. We are following our founding documents and by-laws in citing our cause and utilizing the process to execute the removal. This part is handled and is very clear, if archaic. 

My question is a matter of how parliamentary procedure should handle the content of the statement of cause versus the board member's defending statements.

If your organization has its own rules on this matter, I don't how much RONR or this forum will be of assistance, as your organization's rules will be controlling, and I don't know what those rules are. But to the extent it is of assistance, I will answer the questions as if the rules in RONR were controlling.

On 2/18/2024 at 6:53 AM, Guest Securis said:

Our board has cited three specific behaviors that to us demonstrate the incapacity to perform duties. There are other different and separate instances that were not cited. I wonder if the separate instances are allowable in response to the board member's defense? 

I see no reason why not.

On 2/18/2024 at 6:53 AM, Guest Securis said:

Additionally, based on corrective conversations with said board member, I am aware that they intend to employ as their defense, "I did wrong but not that bad and certainly no worse than other board members". It is my belief, under parliamentary procedure, this board member is not allowed to mention other individual board members and actions taken by them or against them as these things are considered privileged information reserved for executive session discussions. What can this board member say and not say during the defense statement they have a right to make?

This is a more interesting question.

So I would first quibble a bit with your reasoning that "this board member is not allowed to mention other individual board members and actions taken by them or against them as these things are considered privileged information reserved for executive session discussions".

I am inclined to agree with this, but the disciplinary procedures against this board member should be happening in executive session, so I don't think this reasoning, in itself, prevents the use of these statements.

But I do think it is nonetheless correct that it is inappropriate for a member, in their defense, to make unsubstantiated allegations against other board members.

"A member or officer has the right that allegations against his good name shall not be made except by charges brought on reasonable ground. If thus accused, he has the right to due process—that is, to be informed of the charge and given time to prepare his defense, to appear and defend himself, and to be fairly treated." RONR (12th ed.) 63:5

On the other hand, if the other board members in question were actually charged and tried, then I do think those facts could be properly brought up in the member's defense, pointing out that other members in similar circumstances had such and such penalty applied, and that the penalty applied in his case should be similar. Whether such an argument will be persuasive is another matter.

On 2/18/2024 at 7:24 AM, Rob Elsman said:

It sounds like the defense is more in the nature of a confession of guilt, and it should be admitted. Since other members of the board are not being impugned by name, I think the general statement should be admitted, too.

I understood the OP to be saying that other members would be named. But if not, I agree the statement would be admissible.

Edited February 18, 2024 at 03:20 PM by Josh Martin

[Securis]

On 2/18/2024 at 10:13 AM, Josh Martin said:

If your organization has its own rules on this matter, I don't how much RONR or this forum will be of assistance, as your organization's rules will be controlling, and I don't know what those rules are. But to the extent it is of assistance, I will answer the questions as if the rules in RONR were controlling.

I see no reason why not.

This is a more interesting question.

So I would first quibble a bit with your reasoning that "this board member is not allowed to mention other individual board members and actions taken by them or against them as these things are considered privileged information reserved for executive session discussions".

I am inclined to agree with this, but the disciplinary procedures against this board member should be happening in executive session, so I don't think this reasoning, in itself, prevents the use of these statements.

But I do think it is nonetheless correct that it is inappropriate for a member, in their defense, to make unsubstantiated allegations against other board members.

"A member or officer has the right that allegations against his good name shall not be made except by charges brought on reasonable ground. If thus accused, he has the right to due process—that is, to be informed of the charge and given time to prepare his defense, to appear and defend himself, and to be fairly treated." RONR (12th ed.) 63:5

On the other hand, if the other board members in question were actually charged and tried, then I do think those facts could be properly brought up in the member's defense, pointing out that other members in similar circumstances had such and such penalty applied, and that the penalty applied in his case should be similar. Whether such an argument will be persuasive is another matter.

I understood the OP to be saying that other members would be named. But if not, I agree the statement would be admissible.

On 2/18/2024 at 9:26 AM, Dan Honemann said:

 

The statements I have bolded appear to be inconsistent, and in the statement I have bolded I do not know what you mean by "a tradition of Committee of the whole".

 

Our governimg documents and bylaws have procedures in place for resident rights, property usage, elections, officers, and other usual things. The only stipulation on how business is ordered is that it must be ordered in some way. We could use any recognized method of ordering the business of our community. Committee of the Whole is an informal practice of parliamentary procedure where board members are allowed to speak on topics in a more or less conversational manner without the need to be recognized by the chair. Any board could motion to enter committee of the whole. Based on a tradition of handling business through informal but ordered methods, we've suspended the rule requiring the need to make that motion at the open of any meeting. There's really no inconsistency. It's just that the method of order is vaguely considered. 

 

In terms of the rules to execute a removal. It basically states that a board member can be removed for cause. The cause is stated as a resolution and the motion is passed by majority of the remaining sitting members. The request for removal is then presented to the community for a vote using our quorum rules. 

 

[Securis]

On 2/18/2024 at 10:13 AM, Josh Martin said:

If your organization has its own rules on this matter, I don't how much RONR or this forum will be of assistance, as your organization's rules will be controlling, and I don't know what those rules are. But to the extent it is of assistance, I will answer the questions as if the rules in RONR were controlling.

I see no reason why not.

This is a more interesting question.

So I would first quibble a bit with your reasoning that "this board member is not allowed to mention other individual board members and actions taken by them or against them as these things are considered privileged information reserved for executive session discussions".

I am inclined to agree with this, but the disciplinary procedures against this board member should be happening in executive session, so I don't think this reasoning, in itself, prevents the use of these statements.

But I do think it is nonetheless correct that it is inappropriate for a member, in their defense, to make unsubstantiated allegations against other board members.

"A member or officer has the right that allegations against his good name shall not be made except by charges brought on reasonable ground. If thus accused, he has the right to due process—that is, to be informed of the charge and given time to prepare his defense, to appear and defend himself, and to be fairly treated." RONR (12th ed.) 63:5

On the other hand, if the other board members in question were actually charged and tried, then I do think those facts could be properly brought up in the member's defense, pointing out that other members in similar circumstances had such and such penalty applied, and that the penalty applied in his case should be similar. Whether such an argument will be persuasive is another matter.

I understood the OP to be saying that other members would be named. But if not, I agree the statement would be admissible.

The processes have progressed beyond disciplinary action in executive session. Once a determination is made, the vote to remove returns to the residents who vote to elect. 

[Atul Kapur]

On 2/18/2024 at 11:36 AM, Securis said:

In terms of the rules to execute a removal. It basically states that a board member can be removed for cause. The cause is stated as a resolution and the motion is passed by majority of the remaining sitting members.

It would be very helpful if you quote the exact language so everyone can stop assuming what it does and does not say and whether and how the rules in RONR apply.

For example, if  your bylaws simply say that "a board member can be removed for cause. The cause is stated as a resolution" then it could be that this replaces all of the disciplinary measures in RONR and that all is needed is a resolution that says "RESOLVED, That x be removed for cause" and that the resolution be adopted.

But it would be much faster if everyone could read the exact terms instead of interpreting summaries.

Edited February 18, 2024 at 06:06 PM by Atul Kapur

[Josh Martin]

On 2/18/2024 at 10:36 AM, Securis said:

Committee of the Whole is an informal practice of parliamentary procedure where board members are allowed to speak on topics in a more or less conversational manner without the need to be recognized by the chair.

No, it isn't. That's not what Committee of the Whole is. Your board is free to conduct its business in this manner if it wishes to do so, but this is not an accurate description of Committee of the Whole. What Committee of the Whole actually entails is:

• Someone other than the regular presiding officer is elected.
• "The only motions that are in order in a committee of the whole are to adopt (within the committee, for inclusion in its report), to amend (what it is proposed to report), and to “rise” or “rise and report”—except that, among the incidental motions, a point of order (23) can be raised, an appeal from the decision of the chair (24) can be made, a division of the assembly (29) can be called for, and applicable requests and inquiries (32, 33) can be made." RONR (12th ed.) 52:9
• Members can speak an unlimited number of times in debate on motions to adopt or to amend.
• When all is said and done, the committee rises and reports to the parent assembly.

Committee of the Whole and its alternate forms are discussed in more detail in RNR (12th ed.) Section 52.

There is generally very little reason for a small board to enter Committee of the Whole, because the small board rules are already less formal than Committee of the Whole.

What you're describing sounds more like the small board rules, but even less formal, since the small board rules still require members to seek recognition - they just provide that you can seek recognition by raising your rand rather than standing up.

"In a board meeting where there are not more than about a dozen members present, some of the formality that is necessary in a large assembly would hinder business. The rules governing such meetings are different from the rules that hold in other assemblies, in the following respects:

1) Members may raise a hand instead of standing when seeking to obtain the floor, and may remain seated while making motions or speaking.
2) Motions need not be seconded.
3) There is no limit to the number of times a member can speak to a debatable question. Appeals, however, are debatable under the regular rules—that is, each member (except the chair) can speak only once in debate on them, while the chair may speak twice.
4) Informal discussion of a subject is permitted while no motion is pending.
5) When a proposal is perfectly clear to all present, a vote can be taken without a motion's having been introduced. Unless agreed to by unanimous consent, however, all proposed actions must be approved by vote under the same rules as in larger meetings, except that a vote can be taken initially by a show of hands, which is often a better method in small meetings.
6) The chairman need not rise while putting questions to a vote.
7) If the chairman is a member, he may, without leaving the chair, speak in informal discussions and in debate, and vote on all questions." RONR (12th ed.) 49:21

On 2/18/2024 at 10:38 AM, Securis said:

The processes have progressed beyond disciplinary action in executive session. Once a determination is made, the vote to remove returns to the residents who vote to elect. 

I repeat: the disciplinary procedures against this board member should be happening in executive session. This includes the proceedings in the meeting of the general membership. So I stand by my original response.

I'm starting to perhaps get a hint that this process may be happening outside of a meeting entirely, in which case I have no idea what to tell you, and you're on your own.

"A group that attempts to conduct the deliberative process in writing—such as by postal mail, electronic mail (e-mail), or facsimile transmission (fax)—does not constitute a deliberative assembly. When making decisions by such means, many situations unprecedented in parliamentary law will arise, and many of its rules and customs will not be applicable (see also 9:30–36)." RONR (12th ed.) 1:1n1

Edited February 18, 2024 at 10:15 PM by Josh Martin

[Gary Novosielski]

On 2/18/2024 at 11:36 AM, Securis said:

Committee of the Whole is an informal practice of parliamentary procedure where board members are allowed to speak on topics in a more or less conversational manner without the need to be recognized by the chair.

Have you in fact adopted Robert's Rules of Order as your parliamentary authority?  I ask because that's not the way Committee of the Whole is described there.

[Securis]

My apologies, I have been fumbling around on a phone. Caveat Emptor, I do not intend to pass myself off as someone who fully understands RONR and am only a layperson with the responsibility to conduct the business of our organization to the best of my ability. Thank you all for your corrections and your help. It should not take much for those reading to determine this is an HOA, for better or worse. How I find myself here must be a fabulous comedy of errors but here I am.

Quoted below is the the By-Law concerning "Removal"

Quote

Section 4. Removal. Directors may be removed for cause by affirmative vote of a majority of the Members. No Director may be removed for cause, however, if the votes cast against his removal would be sufficient to elect him cumulatively at an election at which the same total number of votes were cast and the entire Board were being elected. No Director, other than a designee of the Developer, shall continue to serve on the Board, if, during his term of office, he shall cease to be a Member.

Member in this case is defined as:

Quote

(a)   “Member” shall mean and refer to all those Owners who are holders of a membership interest in the Association, as such interest is set forth in Article VI.

Below is a voluntary code of conduct adopted by our board.

Quote

 

CODE OF CONDUCT FOR THE BOARD OF DIRECTORS

1. A Board Member is required to be an exemplary Homeowner and resident in the Community. Late or non-payment of common charges, violations of the Rules and Regulations, or any action which can be construed as a disregard for the Association documents which we were elected to uphold should not be expected from a Board Member.

2. Each Board member acknowledges that he or she has been made aware that the Board maintains a “no tolerance” policy towards sexual harassment by Board members.

3. As an elected Board Member we are empowered to make decisions on the general operation of the Association only by presenting the issue at an official Board Meeting. Outside of an officially scheduled Board Meeting we have no authority nor power to make any decision or commit the Board to any actions unless specifically given those powers by a vote of the Board. The only exception to this is that the Board President working with the Property Manager, if applicable, shall have the responsibility of the day to day operation of the Association and is empowered to make decisions with regard to the routine operations of the Association without an official Board Meeting. When discussing issues with Homeowners, contractors, or any other party, the Board Member must state that they do not have the ability to make any statements, representations or decisions independently, but will present the issue to the entire Board of Directors for an official vote.

4. Each Board Member should make sure to be present and prepared for every Board Meeting. To best utilize the Board’s time and avoid needlessly long meetings, the meetings must follow strict parliamentary procedure and deal with the business at hand in an organized and efficient manner. Board Members must act in a professional manner, wait for the President to recognize them before speaking, and limit the discussion to the issue currently up for discussion and voting. The responsibility for setting up the Agenda rests on the Board President. If any Board Member would like to have an issue on the Agenda, they should contact the Board President no later than two weeks prior to the date of the meeting. Any Board Member placing an issue on the agenda will be expected to present a motion to the Board for discussion and voting. Board Members are expected to attend all meetings. If three meetings are missed without legitimate excuse (i.e. business, illness, death, accident) the Board will discuss the excuse and make a decision on or after the third missed meeting. The Board may request the resignation of the Board Member or, after due consideration at or after the meeting, the Board may accept the Conditional Letter of Resignation signed by the Board Member annually. Therefore, Board Members are required to notify the Property Manager or another Board Member if they are unable to attend the Board Meeting. Board Members are expected to maintain a discrete confidentiality regarding all Board Meeting and Association business. This confidentiality should be maintained until written notification to the Homeowners has been made by the Board or the Property Manager.

5. It is the responsibility of the Board to work together and communicate with each other both inside and outside the Board Meetings. To avoid miscommunication and potential confusion between the Board and the Property Manager, the Board President will act as the liaison between the Board and the Property Manager for any communication the Board may need to have with the Property Manager between meetings. Conversely, the Property Manager will communicate only with that person and the Board’s attorney if required.

6. No Homeowner may be elected to serve on the Association Board if the Association Board has perfected a lien against such Homeowner’s Home and the amount necessary to release such lien has not been paid at the time of such election, or to serve on such Board as long as the lien remains unpaid.

7. Any Board Member or Homeowner is not eligible for election or selection to the Board or is entitled to remain a Board Member where the Board Member or Homeowner is (a) delinquent in the payment to the Association of assessments, common charges, and all other fees due under the By-Laws and Declaration or in default of the By-Laws, Declaration or Rules and Regulations of the Association as the same may be amended from time to time, where such delinquency or default remains unsatisfied or uncured ten (10) days after notice of such delinquency or default has been given to said Board Member or Homeowner; or (b) has commenced litigation against the Board or the Association which, in the opinion of the Board, could present significant conflicts and confidentiality concerns.

8. No Board Member shall accept gifts of any kind or amount from Homeowners or occupants or from Association vendors, property managers, contractors, subcontractors, suppliers or their employees or anyone acting by or through them.

9. In order to ensure compliance with the above Code of Conduct, which may be amended from time to time by resolution of the Board, each Board Member will tender a Conditional Letter of Resignation, which will become effective upon a unanimous vote of the remaining Board Members that a Board Member’s action or actions have violated the Code of Conduct at a Special Meeting held for that purpose. The alleged violating Board Member has the right to attend the Special Meeting and will be given the opportunity to present his or her case.

ACCEPTANCE AND CONDITIONAL LETTER OF RESIGNATION I, ________________________________, accept and will abide by the above Code of Conduct and do hereby tender my conditional letter of resignation, which can be accepted by the Board only under the terms identified in the Code of Conduct. Date:__________________ Signed:__________________________________

 

Now, you all have the sum total of rules within our by-laws plus one supplemental document that encompass everything concerning removal of a board member. I will try to address your opinion that disciplinary action should have remained in executive session. The supplemental conditional resignation is voluntary and was eventually signed but not before this process began. We did seek legal counsel with our attorney and were told because the member had not already signed the document, we could not execute the conditional resignation and must rely on the Removal clause at the top of this page. Prior to the signature, the board member's behaviors were addressed in an executive session at a meeting they did not attend nor inform any other board director they would not be in attendance. The improper behavior cited was excessive absenteeism, unexcused absences, and failure to remain in contact when requested. There were more improper behaviors over the course of a longer span of time that were addressed but not cited. This history of missteps was withheld to protect the board member against any more embarrassment than necessary and none of them alone required this remedy until a final misstep opened this door. It was resolved to ask the board member to resign based on the causes cited but that should the board member not resign, the board of directors would hold an executive session hearing based partially on the #9 item in the CoC to decide if proceeding to the formal removal procedure listed at the top was warranted. Again, we sought legal counsel and were given the opinion that we had followed our policies. Once the member had their hearing which they attended and defended themselves, the board moved to remove the board member. So far, I am only relying on the rules of our organization. All this has transpired and now the vote to remove has passed on to the Members (as defined above) that our organization oversees. We've followed our rules.

 

Now what will transpire is a meeting of the full membership at which there may or may not be a quorum. In the event there is quorum, I, the presiding officer will need to officiate a more structured version of our usual meetings. Without having the benefit of specific procedures set out in our by-laws, I must develop a process that is consistent with standard parliamentary procedures. I have reviewed the basic principles of RONR for small boards. While they are exactly how we conduct our meetings they do not cover this particular situation.

I don't want to bore you with the contentious details and my expectation that decorum will be violated but that's another consideration. My plan going into this "Special Meeting" was to call to order, Welcome and announce the reason for the meeting, establish the rules of conduct for addressing the board, and consequences for breaking decorum. Following that, I would have the Secretary read the notice of the meeting. Then I would open the floor to the board member to present their defense to the community, 10-15 minutes. Then I would follow up with the board's response and open voting.

The conduct I intend is only those recognized by the chair shall address the board, otherwise no one should interrupt. The consequences I intend to establish are an adjournment of the special meeting and entry into executive session to conduct any necessary regular business. While the board member is present their defense, I would like to know, based on previous posts, what they are allowed to say in regards to other board members. And when I respond, I would like to know if I would be in order to reveal any extra missteps.

[Atul Kapur]

Thanks for sharing the exact language.

However, I am not certain that your Code of Conduct #9 is consistent with your bylaws, because your bylaws say that removal is done by a vote of the membership, not by the board.

It sounds like you have taken an interim step, which is the vote of the remainder of the board that the director has violated the code and should be removed (this step appears unnecessary, but it is done). It also appears that you will be calling a special meeting of the members to remove the director.

Reading your bylaws, it appears to me that the motion to remove the director is handled the same as any other motion at a meeting of the members. I do not see that RONR's rules regarding discipline apply to your situation—the bylaws replace that.

[Securis]

On 2/18/2024 at 9:10 PM, Atul Kapur said:

Thanks for sharing the exact language.

However, I am not certain that your Code of Conduct #9 is consistent with your bylaws, because your bylaws say that removal is done by a vote of the membership, not by the board.

There is another section of the by-laws that allows the board to make and adopt supplemental rules. Again, we sought legal counsel about the consistency.

I appreciate your opinion. As it happens, there was another negative development that renders all this conversation superfluous. 

Thank you all.

[Josh Martin]

On 2/18/2024 at 6:11 PM, Securis said:

Now what will transpire is a meeting of the full membership at which there may or may not be a quorum. In the event there is quorum, I, the presiding officer will need to officiate a more structured version of our usual meetings

The meeting should be held in executive session.

On 2/18/2024 at 6:11 PM, Securis said:

Without having the benefit of specific procedures set out in our by-laws, I must develop a process that is consistent with standard parliamentary procedures. I have reviewed the basic principles of RONR for small boards. While they are exactly how we conduct our meetings they do not cover this particular situation.

It seems to me, based on the facts presented, that this matter should generally be handled the same as any other motion. Your rules do not appear to require formal disciplinary proceedings.

On 2/18/2024 at 6:11 PM, Securis said:

My plan going into this "Special Meeting" was to call to order, Welcome and announce the reason for the meeting, establish the rules of conduct for addressing the board, and consequences for breaking decorum. Following that, I would have the Secretary read the notice of the meeting. Then I would open the floor to the board member to present their defense to the community, 10-15 minutes. Then I would follow up with the board's response and open voting.

The rules you are proposing for debate would need to be adopted by the assembly, by a 2/3 vote.

On 2/18/2024 at 6:11 PM, Securis said:

While the board member is present their defense, I would like to know, based on previous posts, what they are allowed to say in regards to other board members. And when I respond, I would like to know if I would be in order to reveal any extra missteps.

I continue to stand by my original response.

[Securis]

My understanding of what constitutes executive session is once it's officially opened, the membership is dismissed so that a board can discuss sensitive and confidential matters. If I misunderstand, I apologize. In this case, the membership's presence is required to take a vote of the entire membership. How can a board be in executive session and have its membership present?

[Rob Elsman]

A vote of the general membership is taken in a meeting of the general membership assembly; a vote of only the board members is taken in a meeting of the board.  This topic is so confusing that I am not sure any of us understand what is going on or which assembly is really at issue.

[Joshua Katz]

On 2/19/2024 at 9:48 AM, Securis said:

My understanding of what constitutes executive session is once it's officially opened, the membership is dismissed so that a board can discuss sensitive and confidential matters.

This is incorrect. Any deliberative assembly may enter into an executive session. At a meeting of the membership, it is the membership that is entering into executive session, so any non-members are dismissed, but the board has nothing to do with it. Then the assembly can, as you say, discuss sensitive and confidential matters. 

[Josh Martin]

On 2/19/2024 at 8:48 AM, Securis said:

My understanding of what constitutes executive session is once it's officially opened, the membership is dismissed so that a board can discuss sensitive and confidential matters. If I misunderstand, I apologize. In this case, the membership's presence is required to take a vote of the entire membership. How can a board be in executive session and have its membership present?

The membership would meet in executive session, not the board. Any assembly can meet in executive session. In this case, it would be the membership that is meeting to discuss sensitive and confidential matters.

Edited February 19, 2024 at 04:13 PM by Josh Martin