Results of LACBA’s March Election Are Certified

Friday, June 16, 2017

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Results of LACBA’s March Election Are Certified

Kabateck to Become President-Elect July 1

By a MetNews Staff Writer

Los Angeles County Bar Association President Margaret Stevens has lost in her effort to force a restaging of this year’s election of officers and trustees, acquiescing after the Board of Trustees on Wednesday night instructed her to cause a certification of the results of the March election, with her compliance coming yesterday.

This means that litigation attorney Brian Kabateck will assume office on July 1 as president-elect, and become president in 2018-19, succeeding Michael E. Meyer.

The board acted on the heels of a Los Angeles Superior Court judge’s pronouncement on Tuesday that an election “re do” (as LACBA has termed it) was commissioned pursuant to a bylaw invalidly adopted at an April 26 meeting of “non-recused” members of the board. The judge, James Chalfant, in conditionally calling off this month’s election, left open the possibility of a validly adopted bylaw setting a third election, which he said could be slated for July or August.

(With new terms set to begin, under a bylaw, on July 1, that would have meant, for a time, some hold-over trustees and officers—though Meyer, now president-elect, would have automatically ascended to the presidency on July 1 with Stevens moving to the office of immediate past president.)

Yesterday, however, LACBA’s interim Chief Executive Officer Rick Cohen cast a ballot, at Steven’s direction, for the Nominating Committee’s Feb. 27 slate of candidates, the final step in the election process.

Under a bylaw, Stevens had a mandatory duty to give that order on March 23, but declined to do so.

That omission was not learned of until after a lawsuit was filed on May 15 seeking court confirmation of the March election results. By then, a new election had been set in motion.

Art. VII, §4 of the bylaws provides that if no one challenges any of the Nominating committee’s candidates, through nomination by a petition signed by 100 members, “the President shall instruct the Chief Executive Officer to cast a ballot for those nominated on the next business day after the deadline” for petitions—which was March 22—“thus unanimously electing all candidates.”

Stevens on May 18 declined, through a spokesperson, to explain her rationale in refusing to act in conformity with that bylaw.

Breach of Confidentiality

At the March 22 meeting of the board, Stevens asserted that there had been a breach of confidentiality by some member or members of the Nominating Committee, which she asserted was evidenced by a March 1 news story in the MetNews reporting that Immediate Past President Paul Kiesel had lobbied for the selection of Michael Lindsey as the committee’s candidate for president-elect. Lindsey had run for that post the previous year and lost to Michael E. Meyer, a reform-slate candidate in the first contested election in 25 years, by a vote of 1,273-448.

Stevens introduced a lawyer she said had expertise in disputes over corporate elections, recused herself because she had been on the Nominating Committee and left the meeting. With an executive session having been declared, other trustees who had been on the Nominating Committee were “recused,” some leaving voluntarily, others under pressure.

A three-person committee, the membership of which has not been revealed, was appointed to look into the suspected violations of a confidentiality pledge.

On April 26, a Power Point presentation to non-recused board members, by two attorneys from Irell & Manella who acted as pro bono investigators, revealed various emails reflecting lobbying on the part of the Council of Sections, which had backed the successful reform slate the previous year, asserting fiscal irresponsibility on the part of Kiesel and Lindsey. It also reflected lobbying on the part of Stevens, who favored Lindsey this year, as she had last year.

There were additional “recusals” at the April 26 meeting—which Chalfant termed “disqualifications” in light of the involuntary nature—and there was a 6-5 vote in favor of holding a new election, and also adopting a bylaw, with its wording not reduced to writing, to hold the new election. The judge said Tuesday that the adoption was not in conformity with the procedures set forth in the bylaws, and that, in any event, all trustees had a right to vote on a proposed bylaw change.

Preliminary Injunction

Chalfant on Tuesday granted a preliminary injunction in Booth v. LACBA, which was to take effect today, but only if one of the three plaintiffs who were nominated was challenged by the filing of a nominating petition by yesterday’s deadline. All of those chosen by the Nominating Committee on Feb. 27 were also picked by a newly constituted nominating committee on May 19 in connection with the June election.

The plaintiffs who were candidates were LACBA Vice President Tamila Jensen, seeking election as senior vice president; the current senior vice president, Phil Lam, running for vice president; and Real Property Section Chair Susan Booth, the lead plaintiff in the lawsuit, nominated for a trustee spot.

Certification of the March election results moots actions taken in connection with the new election cycle, and results in the election of Kabateck, Jensen, and Lam, as well as the Nominating Committee’s choices for trustee positions.

The new trustees will be, in addition to Booth, an at-large trustee: Tanya Forsheit and Jennifer W. Leland, also at-large trustees; Kristin Adrian, Matthew W. McMurtrey, and Kevin L. Vick, who will represent their respective LACBA sections; and Firoozeh (Faye) Nia, Michael R. Sohigian, and Felix Woo, who will represent affiliated bar associations.

(The MetNews announced those election results in the March 24 issue based on information from a LACBA spokesperson.)

Jensen commented yesterday:

“It is unfortunate the law suit was necessary, but I am happy this was resolved in a way that recognizes the importance of following the rules governing the organization. That we were able to resolve this without further litigation opens a door to a better way of doing the business of the organization. Much work remains, but I look forward to being part an exciting new vision for LACBA.”

Harry L. Hathaway, one of the six plaintiffs in Booth, said:

“I felt compelled to become a plaintiff. As a former Bar President who loves the LA County Bar Association, I could not excuse the persistent secrecy and mismanagement of those in control, destined to wreck our historical association.”

Bluebond Appointed

Also, Chief Bankruptcy Judge Sheri Bluebond of the Central District of California, who has become a controversial figure within the local bar, was approved by trustees Wednesday night as a replacement on the board for Richard Lewis, who resigned last Oct. 26.

Lewis, a former president of the San Fernando Valley Bar Association, was elected last year as a reform candidate but stepped aside for health reasons.

Under a bylaw, the board is to fill a vacancy within 30 days, except if there is good cause for a delay. The matter of filling Lewis’s vacancy had been overlooked.

A proposed resolution was provided to trustees slightly less than 24 hours before Wednesday’s meeting which recited:

“The Board of Trustees hereby approved the appointment of Hon. Sheri A. Bluebond to serve as Trustee from Affiliates through June 30, 2018. Replacing Richard Lewis following his resignation as of October 26, 2016.”

Stevens was reminded that under the bylaws, she does not appoint a person to a vacancy on the board, subject to confirmation; rather the board makes the appointment. Dissatisfaction was expressed over the tardiness of the submission of the proposal, and that it was coming so soon before Meyer is to take the helm.

Meyer, however, expressed the wish that, for sake of harmony and reconciliation, the appointment be made unanimous, and no negative votes were cast.

Bluebond had initially joined forces with the Council of Sections. Last year, an attorney who was set to run for one of the trustee positions stepped aside so that Bluebond could be the reform candidate but, after the deadline for candidacies, she decided that judicial ethics precluded her for running for a contested office.

Stevens, in June of last year, as she was about to assume the presidency, appointed Bluebond as an assistant vice president. The bankruptcy judge subsequently switched sides, becoming a Stevens loyalist.

Interim General Counsel

In another development, it was announced at Wednesday’s meeting that Steve Stathatos will assume the role of interim general counsel, with his term to end contemporaneously with that of Cohen, who was hired for a one-year period beginning last month. Stathatos, who received his law degree from Stanford and was admitted to practice in 1978, replaces Clark Brown, who resigned.

He is of counsel to Buchalter, of which Cohen is a past president and CEO.

According to the Buchalter website:

“Steven Stathatos’s practice focuses on commercial transactions, real property finance and entitlement, and a wide range of corporate, partnership, and general business matters.”