mailing list and keep up on the latest news!
Cleveland--After weeks of controversy in which transparency was an issue, the new board of Cleveland LGBT Pride appears to have elected its officers in a meeting closed to the public. Also kept out was the board’s own panel of community advisors.
The November 14 session came a week after the organization’s annual meeting, in which eight new members were elected to the 12-member board.
Among these were four who had led a campaign for change in the direction and leadership of the group, including calls for increased openness. Three of these four are also partners in a company that markets itself as a manager of special events.
The move was the latest development in what could be major changes to the non-profit corporation that puts on the annual Cleveland LGBT Pride parade and festival in June.
The new officers elected are Todd Saporito, president; Carol Carbary, vice president; Josh Dudeck, secretary; and Nancy Dybo, treasurer.
Saporito and new board members W. Douglas Anderson and Brian Tavolier are principal partners of Triad Event Management.
Dudeck led a campaign last month against bylaw changes on how the board is chosen. A proposal to allow only existing board members to vote on new ones, instead of general members voting, was postponed until after the new board was elected.
The November 14 meeting’s legality could be in question, since there was no sitting officer present to convene it and minutes may not reflect what actually happened.
Saporito did not provide minutes to the meeting, citing Robert’s Rules of Order, and that the new board has not had time to approve them.
He did say, however, that none of the previous officers were present to call the meeting where the new ones were elected. He did not say who presided over the election of new officers or comment on the meeting’s structure.
Dybo was designated as the “transition leader” between the old board and the new board.
Such a position is unusual, since bylaws and Robert’s Rules, which take effect when bylaws are silent, are both organized around maintaining continuity when board members change.
Saporito says her role is “to transfer institutional knowledge to the new board,” adding that some new board members had never been to a Pride meeting until that day.
Executive session or not?
The November 14 meeting was called to “executive session,” meaning no one but board members are admitted, shortly after it convened.
Two members of the Pride Advisory Board, selected by Saporito and introduced at the November 7 annual meeting, were denied entry, along with Pride Coordinator Brynna Fish.
David Ream, chair of the Plexus LGBT chamber of commerce, and Gay People’s Chronicle managing editor Patti Harris waited outside with Fish.
Carbary told the advisors 45 minutes later that they would not be admitted anytime that evening, Harris said, although Fish later was.
Two other advisors, AIDS Taskforce of Cleveland executive director Earl Pike and Cleveland LGBT Center board president Mary Beth Schwarz, did not attend. Saporito said later that Schwarz resigned from the panel before the meeting.
Executive session is a device provided to boards to discuss matters of personnel, legal affairs, or proprietary strategy outside the public view. Executive sessions have no minutes.
Officer elections are never allowed to be conducted in executive session.
It is not clear whether or not the new board conducted elections while in executive session, even though the advisors had been sent away.
“I don’t know if the election was done in open meeting or not,” said Saporito. “We’re all just learning about these things.”
Saporito said the board also discussed its calendar, and elected all committee chairs and vice chairs. He did not, by press time, indicate who those new committee chairs are. These items are not generally proper for executive session, either.
Saporito, who chose the advisory board before being elected president, now says it might not exist.
“The hope is that they will guide the board and bring perspective,” Saporito said. “I would hope that would mean advising the board beyond festival and parade, to have a year-round presence of Pride.”
“Their duties are to be determined,” said Saporito, adding that he is currently creating the duties of what he now calls the “advisory panel.”
Asked if the new board approved the existence of the panel or those he wants to serve, Saporito said, “No.”
“I recognize the advisory panel, but the board may not,” Saporito added.
Triad Event Management
A quarter of the new Pride board--Saporito, Anderson and Tavolier--are principals of Triad Event Management, formerly known as Tobri Management.
Documents generated by Triad give this mission statement: “With our superior talent and proven track record, Triad Event Management provides expertise for special events business arena. We are a for profit organization servicing profit and non-profit business, organizations and associations. Our organization is committed to assisting in raising awareness and funds for the education, prevention, and support services to people living with or at risk from HIV/AIDS.”
Saporito says Triad has been around “a couple of years.” Despite that, it has no discernable clients, and Saporito won’t discuss the business, other than to say it has applied to become a preferred vendor for the state of Ohio, and that it has a client he won’t reveal.
“I can’t even say what the event is called,” Saporito said.
Saporito also declined to provide the Gay People’s Chronicle with Triad’s prospectus.
Saporito says he, Anderson, and Tavolier are all retired and have everything they want, and are not looking to solicit business.
“We don’t go out and seek work,” Saporito said. “Our goal is to stay in retired status.”
“We are not a company actively searching to find business,” Saporito said.
Currently, Pride’s bylaws prohibit members, trustees and officers from benefiting financially from Pride’s activities.
However, a special committee to review the bylaws was set up at the meeting. It is chaired by Anderson.
Saporito said he does not know yet whether Cleveland Pride was run well under previous boards.
“We’re in a discovery phase,” he said.
“The parade and festival ran well,” Saporito said. “They had good outcomes. But were the tools at their disposal used effectively? I can’t say.”
Cleveland Pride is budgeted at around $110,000 annually.
Saporito called the past Pride board “blighted of talent” because they “allowed a secretary to never show up and were not getting critical work done.”
Saporito said the board will approve the contracts of event coordinator Fish and assistant Dan Kilbane for 2008, and will be focused on what is needed for a successful event.
Saporito also speaks vaguely about other plans for Pride, but does not elaborate when pressed.
Cleveland Pride 2008 is set for June 21. It will be the event’s 20th anniversary.