Ashland recreation group settles lawsuit with parents
The Ashland Youth Recreation Association has settled a lawsuit with a group of parents who claimed the organization's officers, directors and commissioners were withholding financial records and operating under an illegal set of bylaws.
The suit was filed in June in Hanover County Circuit Court and alleged that the association's leaders at the time took voting rights away from paying parents and got rid of safeguards such as annual audits.
The association oversees club football, baseball, softball, basketball and cheerleading programs for about 400 children ages 5 to 18. It's made up of a board of directors, officers and directors, and a commissioner for each sport.
The settlement -- signed last week by a Hanover Circuit Court judge -- states that the organization will operate under bylaws from 2003, which allow parents to be considered members and therefore have a say in organization matters. Members were defined in those 2003 bylaws as "the parents and guardians of children who have paid their registration fees and participated in the youth activities of the corporation."
One of the complaints raised in the lawsuit was that the association's board of directors wrongfully adopted a new set of bylaws in December 2007 that, among other things, created a "self-perpetuating board of directors, in direct violation of the articles of incorporation of the corporation."
The settlement also states that the current officers, commissioners and directors will remain in their positions until an election is held at the group's annual meeting Dec. 6, and that any member will be allowed to run for any office.
Additionally, it states that documentation will be provided for specific financial records and that the association will pay some lawyer and court fees.
The parents' lawyer, Charles Nance, said he's pleased with the settlement.
"All of my clients' actions were aimed at restoring accountability to youth sports in Ashland," Nance said by e-mail. But "parents should not have to file a lawsuit to get basic information about how their youth sports teams are run."
Sharon Cage, one of the parents who filed the suit, echoed Nance's thoughts.
"The rights of the [association] members have been restored," she said by e-mail. The election Dec. 6 will allow "the members to come out and vote to decide the future of the organization."
Contact Holly Prestidge at (804) 649-6946 or
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Hi Viking Parent. Let me begin by saying I believe this to be a very informative, good interchange and appreciate your comments. I will tell you that both articles were written directly from the complaint, backed up with minutes and emails.
The case addresses two major facts as you have read. First, how the Board treated its members and whether members had a voice at all or whether the board (which illegally elected itself) put in only people to accomplish their own goals. Second the accounting practices.
Under Virginia State Law, non-profits have Articles of Incorporation which are filed with the SCC. These bylaws have to state whether you have members and if so what type of member. The law continues to state that the bylaws cannot be in direct violation of the Articles of Incorporation. There also cannot be any changes made to the bylaws without majority vote of the members. This law protects the members from any board doing exactly what happened here.
A bylaw committee was formed as early as December 11, 2005 to begin discussion about the changes. (At the annual meeting you can see the those minutes to confirm my statement.) A lawyer who is no longer on the board was named on the bylaw committee, which, as Donna Sikkar mentioned, was the reason she seconded the motion for the bylaw change. I was a capital finance/corporate paralegal for a number of years at Hunton & Williams many years ago. While I would know to question these bylaw changes, Donna would not know about the law.
If you read the difference between the original bylaws (exh. 2) and the the bylaws the 2007 board illegally adopted (exh. 6), you will clearly see that all rights of the members had been removed, again in direct violation of the law.
Also, all safety, sportmanship, and accounting safeguards, including annual audits were removed. You have to ask yourself why would a board remove the rights of the members and the safeguards put in place by an earlier board for any reason? It certainly made no sense to me.
You also referenced the cost of this litigation and why we did not go to the public about it. We purposely were trying to get this resolved and corrected without embarrassment to any board member, either past or present. Please see exh. 8 to further confirm our desire not to embarrass any board member. We have heard from several people that there are members on the board who believe this to be a vendetta thing going on. You can rest assure as far as Tom and I are concerned, we would not waste our time on a vendetta. We saw a Board that was operating in direct violation of Virginia State Law. We took the proper channels of going to Chip Chaukley about our concerns who basically said it looks like we are going to trial and to contact the State Police.
We sent two letters through our counsel to the Board asking for a meeting to go over our concerns. See exh. 21 dated April 24, 2009 and exh. 22 dated June 11, 2009. We did not hear any response from the Board on either letter. Can you imagine a board receiving two letters from a lawyer and not responding to either? I thought it unbelievable at best. We waited until July to actually file the suit. The legal fees are at the feet of the current board. They were kept at a minimum you can be rest assured.
In closing, there is only one goal which I wish to see accomplished at the Election on Sunday, December 6. It will be an opportunity to vote in a board that will protect the rights of those people who give their money to the organization. It is my hope that the politics will be wiped away and that any member who has a concern can bring it to the board and be heard. The bylaws have sportsmanship covered, and accounting issues covered. If any board does not abide by the bylaws, there needs to be a special called meeting. I believe the members should have a strong voice in voting in the commissioners. We are blessed to have some very good commissioners but if you have another suggestion or would like to nominate yourself, you should be able to do that and let the people decide. In the past, the people have no vote with regard to the commissioners. I believe financial reports should be posted monthly on the web in order for everyone to see where the money is going. I believe the minutes should be posted monthly for all to see. Again, the board needs to be more transparent and accountable. No matter which way this vote goes, Tom and I have done what we think is right in correcting a wrong. I believe God has been in this the whole time and whatever happens will be for the betterment of the organization.
The board was wrong, and I’m not questioning that. They clearly should have disclosed financial information as requested by the members.
My original comment was driven by the fact that the article was written in such a way that it appears the CURRENT board members were up to no good and deliberately conspired to “take away the voting rights of members”.
The article makes it appear that all of the six concerned parents were not only trying to address the problem of the board not releasing information upon request, but also that you were championing the cause of the parent members who had been “locked out” by the board.
The fact, whether you like it or not, is that you and your husband both voted to supported locking us out when you were part of the board. Suddenly, you were locked out with the rest of us, and then it didn’t seem like such a good idea. Seriously, how many parent members did your group consult before filing this suit? If you were really so concerned about including ALL of the parent members, this would have been a good time to start.
I am sure that the voices of 150 or so angry parents (assuming you received 50% support, which you likely would have) could have resolved this free of charge.
I have carefully read through all of the exhibits posted by the plaintiffs. All I can say is that there appears to have been a lot of ego involved on both sides. Yes, the board was wrong. I think the six of you were wrong too. To the best of my knowledge, not one of you tried to involve the other 300 or so families before filing suit.
No matter how anyone rationalizes it, the individual Ashland youth programs will be paying for all of your egos (on both sides of this suit) for quite some time. There is no place for adult ego in youth sports. The parent members of this organization need to hold both sides responsible for this fiasco. See you all on 12/6.
I will address your post only to avoid confusion to the members of the organization.
The fact is that the revisions to the bylaws were suggested and researched by a bylaw committee. I was not a member of this committee, and in fact this took place prior to my joining the board. The bylaws you reference were drafted and brought forth by an attorney, and in light of this, I had no reason to believe that there was anything “illegal” about them.
The question is really not who unknowingly approved these bylaws but rather how the board reacted when it learned of the impropriety of its own actions. Unfortunately, rather than take immediate steps to rectify the situation, it appears that it took the filing of the lawsuit to get the bylaws changed back.
In addition, as you can read in the complaint, I certainly was not one of the board members who supported withholding financial records from members. In fact, I even advised the board at the time of their vote that I felt withholding records was illegal, yet I was one of only two board members who voted for disclosure in accordance with the law. (See p. 10, item 24 of the complaint)
I will not continue to exchange posts with you and have only done so to avoid confusion among the members. Should you or any member have additional points to raise or questions to ask, I will welcome those at the annual meeting of the members on December 6, 2009 at 4:00 at First Baptist Church in Ashland.
The accounting practices at AYA were certainly lacking and need to be improved.
However, this article fails to mention a very important fact. When the motion to accept the new by-laws (the ones this article deemed “illegal”) was put forth at the December 2, 2007 board meeting, Donna Sikkar SECONDED THE MOTION TO ACCEPT THEM. In case you are not aware, Mrs. Sikkar is one of the “six concerned parents” that filed this suit.
In the interest of full disclosure, this information should have been provided in the article.
For a full copy of the complaint (with exhibits attached), go to http://www.nancelawfirm.net. Under “news” press “Download the full complaint” and sign onto the secure site. User Name: visitor; Password: access. Press the arrow under “actions” and “download.“ The document will be downloaded to your desktop or download folder within seconds. Any questions call Charles Nance’s office at 804-213-3007.
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