DEWAYNE HOLLOWAY/dewayne@mcnews.online
SIMS – A disgruntled group of Sims residents finally got an opportunity to confront the original Sims Volunteer Fire Department Board of Directors during an annual meeting held by way of conference call.
The annual meeting dragged on for just over three hours as those opposed to the Board of Directors continued to question the proceedings and their inability to participate in the voting process during the meeting.
According to roll calls and statements made during the meeting there were 50 people participating in the call who claimed to be from Sims Volunteer Fire Department. Most of those participating were part of a group that elected their own board members in an annual meeting they held in January.
Vice President Jerry Summitt called the meeting to order and immediately turned the meeting over to Nathan Mendenhall, legal council for this board, as chair of the meeting.
Wade Williams, who has been identified as legal council for the opposition, challenged Summitt’s right to turn the meeting over to Mendenhall. He cited VFD by-laws in his opposition.
Mendenhall noted the objection and stated that Summitt did have the right to do so. Williams asked under what authority Summitt had that right, asking if it was under a set of by-laws passed during a meeting held in January without a vote of the membership.
Mendenhall reiterated that the objection was noted and added that if Williams wished to challenge the validity of the meeting at a later time he could do so. He added that they were going to carry on with the meeting according to the by-laws that they see as valid.
Williams asked Mendenhall if he was referring to by-laws passed in January. Mendenhall said they were and then asked Williams to point him to previously existing by-laws.
Roll call was taken with the five Board of Directors present and four fire fighters recognized by the board. Roll call was requested of others in attendance. Misty Beggs shared the definition of a member according to the original Articles of Incorporation. She then asked if they were not going to follow the original Articles of Incorporation of Sims VFD.
The original Articles of Incorporation states that a member is any company, organization, corporation or individual who is interested in the work and activity of the corporation.
Mendenhall stated that the Articles of Incorporation are in place and are absolutely a part of the guiding documents of the corporation. Beggs then asked if that meant everyone would be allowed to vote. Mendenhall stated that only voting fire fighter members as designated in the Standard Operating Procedure would be allowed to vote. He stated that the SOP was passed several years ago.
Williams chimed in again stating that they had called a membership meeting and now they were saying that the membership wasn’t going to be permitted to vote according to by-laws that were passed in 2020 allegedly without membership vote.
Mendenhall stated that he disagreed with Williams point of view and added that he didn’t think the meeting was the place for legal arguments.
Mendenhall once again stated that he would note Williams’ objection and added that he could challenge the validity of the meeting at a later date in a court of law.
This pattern of questioning continued throughout the majority of the meeting.
The nature of the conference call made the collection of those in attendance difficult, but a total of 40 claiming to be members were finally tallied.
After roll call was taken Mendenhall stated that he believed Summitt made a motion to name Mendenhall chair of the meeting. Williams’ objection was noted. Misty Beggs asked if everyone who was in objection to Mendenhall being named chair could be recorded as being in objection.
A roll call was taken and 40 people made an objection to Mendenhall being named chair of the meeting with nine sharing their approval.
Williams then asked if this was not going to be a membership meeting where members are allowed to vote. Mendenhall responded by stating once again that this was a membership meeting where voting class members would cast votes.
The meeting devolved into challenges and questions regarding who would be allowed to vote. There were also questions as to if recent Board of Director meetings were legal due to an alleged lack of notification being given to membership.
A list of those deemed members of the voting class by the SOP was read by Donna Franklin, the secretary of the board. Nine names were read.
Several people participating in the phone call who were not listed as voting members challenged their status as such.
Franklin read the requirements for being a voting class firefighter according to the SOP. Requirements include attending meetings for two months. Persons are then allowed to submit an application for membership which is then voted on by private ballot of membership with a two-thirds vote needed. A six month probationary period follows when the applicant must successfully complete several firefighter training courses.
There were claims by some of the callers that they met the requirements, but had been denied an application.
Mendenhall stated that they could take the names of those who believed they should be allowed to vote and check the validity of their claim during a brief recess.
There were several challenges to a break in the meeting with opposition questioning why these claims couldn’t be checked while the meeting proceeded.
Mendenhall eventually stated that if they couldn’t take a break to check the validity of the claims then they would proceed with the meeting using the voting members as listed.
An hour into the meeting a vote was finally taken to name Mendenhall as chair of the meeting.
The meeting continued for two more hours with challenges and statements made throughout the proceedings by the 40 listening. The opposition continued to cite the Articles of Incorporation as giving them authority to participate in all votes. Mendenhall continued to cite the SOP as the determining factor for who was a voting member.
Williams asked if a special meeting held January 12 was conducted without membership being notified. It was during this meeting that Williams alleges by-laws were passed limiting voting rights to those dictated in the SOP. Mendenhall argued that the SOP had been in effect prior to the January meeting and they were used to determine who was able to vote. He stated that all voting members were contacted prior to the meeting.
Williams eventually stated that he believed it was clear that the majority of those in attendance were not going to be allowed to vote.
The Minutes of previous meetings were finally read and accepted.
There was a challenge by some in attendance that they had made a FOIA request, but had not been notified. Mendenhall responded by saying that he wasn’t aware of any requests that were ignored.
The financial report was read and approved.
Bob Porter made a motion to fix a generator on a pumper truck. After much discussion his motion was tabled until more information could be gathered.
Motions were taken for three Board of Director positions, including a three year term, a four year term and a five year term.
Several members not recognized as voting members attempted to make nominations but were not recognized by the chair.
Donna Franklin was nominated to serve another five year term.
Nancy Hawthorn was nominated to fill the four year term she has been serving in an interim capacity. She respectfully declined the nomination and Bob Porter was nominated.
Barbara McKinney was nominated to fill the three year term.
There were objections made from the non-voting members in attendance to Barbara McKinney’s nomination due to the fact that her husband Marion McKinney is already a board member.
Ballots were cast and were to be sent to Nathan Mendenhall’s office to be tallied. Mendenhall confirmed Tuesday afternoon that Donna Franklin (five year term), Bob Porter (four year term) and Barbara McKinney (three year term) were elected. Franklin and Porter received nine votes and McKinney received eight.
After the voting portion of the meeting was concluded Mendenhall opened the meeting to comments of which there were several. During this time Misty Beggs asked Mendenhall if he was still offering his services pro bono. Mendenhall stated that he had originally provided services on a pro bono basis, but after several hours of work the board of directors had voted to pay him a sum far below his normal rate as compensation.
After a lengthy period of time in which people aired their grievances and opposition to the Board overseeing Saturday’s meeting the meeting was adjourned.
