Quick background: Sanctuary has only three board members left - 1 lives in Florida, 1 lives in San Antonio, and then there's the sanctuary's director who also lives in San Antonio.
On Tuesday, I was told the board member (bm) from Florida and San Antonio held a "private" board meeting without inviting the 3rd director. This act was intentional and not in good faith. The two members passed two motions that I am aware of: (1) Appoint the Florida's bm's wife to the board and (2) appoint the vet tech as president of the board.
When the sanctuary director pointed out she should have been included on the board meeting since she was, after all, a board member, the vet tech called for a new meeting.
On Thursday, the director was invited to participate in a board meeting that evening. The director stated she required a 24-hour notice, as in accordance to the bylaws. I was told the agenda for this meeting was exactly the same as the agenda used for Monday's meeting. I guess the board realized its secret board action was in violation of the law and decided to re-hold the meeting.
On Friday, the director sent a text message approximately 30 minutes prior to the start of the meeting, declining attendance. Approximately 35 minutes later she sent an email explaining why she declined attendance. Here are exerts from that email:
On Friday, the director sent a text message approximately 30 minutes prior to the start of the meeting, declining attendance. Approximately 35 minutes later she sent an email explaining why she declined attendance. Here are exerts from that email:
I want everyone to know that I thought very long and hard about all that I am going to state below. I am thinking of [the sanctuary] and the animals and I am only acting on the concerns that I have, so that I can continue to do my best to protect the [the sanctuary] in all ways possible.
........you may recall last year we all had a long discussion that family members should not hold board positions at the same time because of the conflict of interest and appearance which was apparent under prior management. We also agreed that this was a MAJOR conflict of interest regardless of who the person(s) were or how wonderful they were, for it looks horrible to the donors and to those who may have been following the [the sanctuary]’s past history in the news. I feel that [Florida bm's spouse] is a wonderful person but my concerns have nothing to do with [Florida bm's spouse], this is strictly a business matter which needs to be resolved immediately.
I was always told that Mr. Anthony (OAG/Charitable Trust) could not comment on our final decisions but rather voiced what may or may not be a good idea and I remember the entire board as well as our attorneys agreeing that any prospective board members or changes would be run through the attorneys and then made available to OAG's office before final changes were approved.
We have let our attorneys review past resumes so that they can gather opinions from others, insuring we are acting on good faith. I fear that appointing [Florida bm's spouse] without following this procedure is going to look horrible and possibly put a bad taste in the mouth of those who are ALLOWING the [sanctuary] to continue. Are we prepared to answer these questions before presenting to the board the additions of “family members?”
1.) Why is the board in possession of two resumes, for at least 1 month, from candidates very much aware of [sanctuary's] history and present concerns, yet no one has contacted these individuals or acted on the resumes at all when we ARE IN DESPERATE NEED of qualified individuals that have the power to help our sanctuary?
2.) Why is there such an emergent rush to add another family member to the existing board when we have not attempted to fill the board positions with those who are not related and have no history with [sanctuary]?
3.) Why are we having emergency board meetings about these items when we have not had any board meetings about planning and strategizing on how we are all going to work together as a team and ACTIVELY help the sanctuary? We have not had any board meeting on the regarding the 2009 990 that is due in 15 days, payroll issues, accounting concerns, or any of these MAJOR issues?
I have decided that it would be in the best interest of the [sanctuary] if I did not attend tonight’s board meeting for I do not believe it is currently acting in good faith. Please read my reasons before reacting. I cannot support [Florida bm's spouse] nomination to fill a board position until we/I speak to the attorney at my own cost (this is to protect [sanctuary], not myself). We must follow the proper board selection procedures agreed upon last year. Also from what I understand, [Florida bm] would not be able to vote in the matter of [Florida bm's spouse] proposed appointed as a board member since it is directly related to a family member (I will forward the information that I am following if needed but regardless, until I hear that this is okay from the OAG and attorney - I will vote against motion so as we do not upset those who can close the [sanctuary] if they choose to do so).
[Vet tech] being appointed as President: [Vet tech] cannot vote from what I understand since the motion directly pertains to her. Making and approving this motion was not acting on good faith and it weakened the [sanctuary’s} credibility.
There was a meeting that was held and I was given the official board meeting minutes that were not valid from [vet tech}, which stated that that the two board members already made up their minds and both agreed on the agenda prior to the start of the “board meeting.” In my opinion this was not a lawful or professional act.
I also do not want to do anything that is going to hurt the [sanctuary] any further, therefore; I will not attend a future board meeting until I am assured that we are going to conduct the board meetings in a professional and lawful manner. If there is a board meeting to be held with regard to other agenda items that are of extreme importance that we HAVE to discuss, I will attend without question.
In conclusion, I feel that you as board members have not taken the time to look at everything before pulling the rug out from under me as a CEO. I would like the opportunity to speak without interruption on the matters that are of great concern right now. I can do this in writing if you prefer so that you can review all of the facts before assumptions are made.
After which, I will request a board meeting to review the resumes of the candidates for the board. I do not believe it is in the best interest, at this time to discuss the motion pertaining to [Florda's bm spouse]s’ nomination to the board and [vet tech]’s nomination to fill the president seat. I will speak with the attorney on Monday to assure that I as CEO am not taking part in anything that could harm [sanctuary] or be considered an improper procedure.
Thank you very much for your time and consideration. Let’s focus what is truly important right now—the survivability of the [sanctuary]. WE NEED TO VET THE PROPOSED BOARD CANDIDATES and discuss my concerns pertaining to the 2009 990 and financial situation. By ignoring qualified board candidates, I feel we are missing out on quality people who can make a difference.
We need to be working as a team and this is crucial. [End email]
At 9:19pm, the director received the following email via email!
To whom it may concern: The board of Directors of the [sanctuary] convened at 7:04 p.m. , April 30,2010 at which time the BOD voted unanimously to terminate the employment of [the director]as CEO affective immediately. [The director] is to turn in any and all property belonging to the [sanctuary] within 24 hours. An official letter of termination will be forthcoming and will be sent to [the director] by certified mail.
[Vet tech] Board of Directors President
I was stunned when the vet tech sent me a copy of this same email later that evening! I believe this action to be retaliatory in nature. The two board members did not like being chastised like children for their alleged illegal actions, and so in retaliation, they fired the director her from the CEO position--despite the fact she was acting as a board member and not as the CEO!!
I spoke briefly last night with the director regarding this alleged illegal action and concurred we would show up at the sanctuary, business as usual. We agreed to meet at the sanctuary at 9:30am.
I arrived on Saturday a few minutes early. While I was waiting, the vet tech spouse (the one with the criminal record: possession of prohibitive firearm (unsatisfactory completion of probation); DWI 1st; driving while license suspended, and fictitious/altered registration) approached my vehicle. Here is an approximation of our exchange:
Criminal: Hi, are you Kristina?
Me: Yes, I am.
Criminal: I am [vet tech spouse] and we are closed today.
Me: I see. Well, I just wait here until a board members shows up (side bar: for you see, the sanctuary director was still a board member).
Criminal: Well, she won’t be here until noon.
Me: You really picked a bad day to close the facility. We have 15 people coming in for volunteer orientation today as this was the start of this new program and several juveniles coming in for community service work.
Criminal: That’s okay because it doesn't matter anyway. The OAG is coming down today to discuss taking over the place—we are going to discuss receivership.
Me. Well you’ll need to explain to the volunteers and CSR workers why the place is closed.
Criminal: I’ll take care of it.
Me: What time is the OAG arriving?
Criminal: I don’t know.
Me: That’s okay; I’ll wait here for the OAG for I would like to be a part of the discussions (I had a suspicion that he was lying to me).
Criminal: That’s fine. But for now, we are closed.
Me: I’ll wait here until the board member arrives.
Criminal: She won’t be here until noon.
Me: No, she is on her way right now. I’m expecting her any minute.
Criminal: Who?
Me: [The director]. She is still a member of the board.
Criminal: Oh no she's not! She was fired yesterday!
Me: The “board” “fired” her from the CEO position, not the board. {I hand the now angry criminal a copy of the termination notice I received via email last night. He reads it and then hands it back to me.]
Criminal: Well, we’ll see about that. I’ll call a board meeting right now and have her removed. [The criminal pulls out his cell phone and starts calling someone, presumably the criminal's wife]
Me: You know, what you are trying to do is illegal. You cannot call a board meeting like that without inviting all the members, presenting an agenda, and then give the board members 10 days to respond. The earliest she can be removed is 10 days from now.
Criminal: Not if I have anything to do with it. [he is now talking on the cell phone with presumable the vet tech.]
Me: You know, trying to keep a board member off the property is illegal, right?It was at this point I can hear this guy’s one-way conversation, stating that the director was on her way and that she was still a board member. While talking on the cell phone, he turns around and enters the warehouse, walking through the main office, locking all the doors, and telling the worker inside to leave. Both the vet tech spouse and employee exited the office building through the front door. I made a slight head gesture for the female employee to join me.
Needless to say, as she started walking towards me, the guy followed her, trying to listen into our conversation. I announce loud enough to hear, “want to go for a walk” to which the employee said "sure do." I made the comment loud enough since the guy was trying hard to hear us that we should walk around and get some privacy.
During our walk/talk, I learned the office doors’ locks were changed. Apparently, either late last night or very early this morning the bm and her spouse changed the locks on all the doors without informing the director!
We discussed the legality of the board’s actions as well as those of the bm’s spouse. I was told the sanctuary was closed until further notice and that the animal caretakers could only fed the animals, and then they were told to leave.
As we were finishing the walk, heading back to the office, the director arrived. She was told all the locks had been replaced and the vet tech’s spouse refused to open the doors. When the director entered the warehouse, I could hear the guy on the phone, asking presumably his wife, should he call the police for the director had arrived on scene. I passed by without hearing his response.
As we were finishing the walk, heading back to the office, the director arrived. She was told all the locks had been replaced and the vet tech’s spouse refused to open the doors. When the director entered the warehouse, I could hear the guy on the phone, asking presumably his wife, should he call the police for the director had arrived on scene. I passed by without hearing his response.
While the director and I toured the property, taking pictures which I believe will be the last time I see these animals alive, the vet tech spouse left the sanctuary. We believe he went to retrieve his wife. Meanwhile, the director called the police to let them know of the situation and requesting assistance.
It was absolutely heartbreaking to say goodbye to the animals again. I had a difficult time holding back my tears because I knew that if the criminals remained in control of the organization, the animals will surely die. I knew in my heart the first animal the criminals would destroy would be Bubba--my heart was broken. He and the other animals were finally looking happy again and now this happens.
Since the vet tech’s spouse fled the scene, I was forced to tell the volunteers and CSR workers why we were discontinuing the programs. I told everyone the truth. Parents and volunteers were outraged when they heard the news.
For now, the director wants cooler heads to prevail. The sanctuary’s attorney was notified of the illegal action taken against the director. I was told he will confront the two board members (via phone) regarding this action. What is unbelievable is the OAG was cc’d on the termination email. We have reason to believe the OAG will not be visiting the sanctuary or the vet tech today. But just in case, I sent an email to the OAG attorney, requesting an audience to discuss matters he may not be aware of at this time.
So far, no call and no email response from the OAG.
At a time, when the sanctuary is buried in debt, the vet tech chose this time to seize power, something I am sure she planned all along. She should be worried about the 2009 990! She should be worried about raising funds to pay the workers, pay the bills, and buy feed for the animals. By closing the facility today and tomorrow, the sanctuary lost about $800 which could have gone towards the bills. What is worse, there is no notice on the web site stating the facility is closed for the weekend. This just goes to show how incompetent the vet tech and the bm from Florida truly are.
And what is truly sad is the bm’s and some of the workers are under the impression the OAG is going to “magically” save the animals by assuming receivership!! They are too stupid to realize that without another large organization backing the sanctuary monetarily, like in the PPI case, the OAG will have no recourse but to close the facility down, try to relocate the animals, killing those animals too old, sick, or simply un-adoptable.
I am absolutely heartbroken over this latest event. The director, bless her heart, has asked me to remain positive. The sanctuary’s attorney is planning on how to deal with this latest disaster and she believes she will be “reinstated” very soon.
Meanwhile, the workers left pretty much all the barrier doors open again on the touring property, just like last Friday, and the male worker put his dog back into the tiger cage, across and next to several tigers. Again, in violation of the AWA. Just goes to show the workers do not care one wit about the animals – they are selfish, arrogant, and showed a disregard for the AWA. I for one will be ecstatic when they are gone. For you see, these workers, were in part, responsible for the hostile takeover and ultimately responsible for the death of this sanctuary.
Later:
The director just called me to let me know the former male director (her father) called her and left a message that he is sorry about what is happening now and he admitted they made mistakes and he said he still loves her.
I have to admit being highly skeptical as to the timing of this call. I would have thought he would be happy the director was "fired." Especially after all the horrible comments her parent made on the on-line magazine. Something is just not right.
I also just found this article on the interest posted by a local television station:Volunteers at [sanctuary] locked out of own building
by KENS 5 Staff
kens5.com
Posted on May 1, 2010 at 5:30 PM
They care for more than 400 exotic animals, but now these volunteers are feeling a little tied up.
Saturday morning, volunteers at the [santuary] showed up to feed the animals but found the locks had been changed. Police were called and eventually opened the doors so that the animals could be fed.
What crazy and disheartening day this has been. I pray the WAO animals will be okay through all this new drama.[Sanctuary] director [new director]says the animals are not in danger and will not be euthanized. The center is currently closed to the public due to administrative issues.
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