Water District approves
"Bait and Switch" in attorney's contract
By Jay O'Brien
Remember the six-thousand dollar special attorney hired by the Rio
Linda/Elverta Community Water District's (RLECWD) health-benefits ad
hoc committee? The attorney's job is to investigate, in detail,
employee and retiree benefits and all documents and records concerning
such benefits.
Interesting things are happening with the attorney's contract, even
before the attorney reports to the Board of Directors. The Board first
approved a contract; now it has approved a different contract in its
place, with only one "No" vote, from Director Doug Cater.
The health-benefits ad hoc committee, consisting of Directors Mary
Harris and Jim Strutton, was authorized by the RLECWD Board February
14th to contact outside counsel. A special Board meeting was called on
March 3rd at the request of the ad hoc committee.
After presentations by attorneys Richard Chiurazzi and Peter Stubbs,
Board President Darrell Nelson joined with Harris and Strutton, voting
to authorize Nelson to sign a contract hiring Chiurazzi and his
associate Stubbs. The contract proposed by Chiurazzi was to be amended
to end after six months.
Eighteen days later, the Board held a closed session prior to their
March 21st meeting to confer with Chiurazzi. Two days after that
meeting, on March 23rd, Nelson and Chiurazzi signed a contract for
legal services. The contract they signed was markedly different from
that approved by the Board on March 3rd.
The modified contract was brought to the Board a month after it was
signed, for approval at the April 18 Board meeting. Nelson, Harris and
Strutton were joined by Director Hal Morris in approving the rewritten
contract; Cater voted no, stating that it was not the contract
previously reviewed by the Board.
Even though this was a contract with an attorney, changes were not
identified with strikeouts and underlines, as is the custom with
changes to contracts, especially contracts prepared by an experienced
attorney, as Chiurazzi represented himself to the Board.
Chiurazzi's new contract added a phrase that could have been
interpreted to condone a Brown Act violation by including the Board
President with the ad hoc committee, allowing an independent action by
a majority of the Board when not in public session. That phrase was
lined out by RLECWD General Manager Andres before the Board approved
the modified contract so that the Board would not knowingly approve a
potentially illegal action as suggested by the new language already
signed by attorney Chiurazzi.
The new contract calls for modification of the contract only if signed
by both parties. As Chiurazzi's acknowledgment of Andres' deletion is
not on file with RLECWD, the potentially illegal contract signed by
Chiurazzi and Nelson may still be in force.
The new contract is rewritten to end after six months, following the
direction of the Board on March 3rd. However, instead of starting "when
legal services are first rendered or the date when this Agreement is
executed...whichever occurs later", per the original contract, allowing
Chiurazzi to bill the district starting March 23 when the contract was
signed, now the switched contract starts on March 3, 2005, opening the
door for Chiurazzi to bill the District for twenty days work at
$195/hour before the contract was signed! The modified contract, as
signed by Nelson, could even allow Chiurazzi to bill RLECWD for the
presentation to the Board on March 3rd, after which they decided to
hire Chiurazzi and Stubbs.
The new contract deletes all reference to attorney Peter Stubbs,
substituting the words "another attorney". The new contract redefines
the legal services to be provided and the responsibilities of both
parties. The new contract inserts a new phrase expanding the definition
of documents to be reviewed and prepared.
At least 37 modifications, including changes in punctuation, were made
to the original Chiurazzi-Stubbs contract; none of these modifications
were identified as changes by Chiurazzi, even though he signed the
contract. Five of the changes quietly correct errors that were present
in the original Chiurazzi-Stubbs contract. One change places a
completely new error into the modified Chiurazzi contract!
RLECWD President Nelson signed the contract; his signature signifies
his approval. It is not known, however, if he was aware of the myriad
of changes that were made to the Chiurazzi contract after the Board
approved the contract for him to sign and before he affixed his
signature.
Strutton, a member of the health-benefits ad hoc committee that hired
the Attorney, said "I'm not sure why this contract is being brought up
to the board again. I know we voted once to approve the president to
sign it once it was amended." Fortunately, however, Andres, respectful
of his responsibility to the Board and the District, made sure that the
full Board heard and approved the much modified contract by placing it
on the agenda for the April 18 Board meeting.
Attorney Richard Chiurazzi, who signed this severely modified contract
with all its slipped in changes, has now been hired to scrutinize
RLECWD health and benefits documents in detail, including legal
contracts that were prepared by other attorneys. And the Board, in its
action reported in the minutes from its March 3rd meeting, specifically
directed that RLECWD General Counsel Stacey Sheston not be involved. So
who is watching Chiurazzi, with Sheston prevented from doing so by the
Board? Does the Board need to hire still another attorney to
watch Chiurazzi?
Some other RLECWD items:
Strutton distributed copies of a document he prepared about District
policies to all Board members during the April 18th Board meeting, and
agreed to provide a copy to RLECWD General Manager Dave Andres.
Strutton said "It is not for publication", and did not make it
available for public inspection at the meeting. Strutton's "Not for
publication" statement caught The NEWS' attention. In our opinion this
is a public document, and The NEWS requested a copy of Strutton's
document from Andres. As Strutton did not provide a copy to Andres at
the Board meeting, a copy was not available in time to be reviewed for
this article.
Remember the "public document" Harris said she received from the
California Public Employees' Retirement System (PERS)? The NEWS
requested a copy of the document that Harris cited at the March 21st
Board meeting; we repeated our request April 18th. Strutton cited a ten
day delay that could be imposed that he said could be extended another
14 days before providing the information. Board President Nelson,
however, was able to obtain a commitment from Harris that she would
promptly provide a copy of the "public document" to Andres for his
response to The NEWS. Stay tuned.
Strutton, during The NEWS' presentation of its second request for the
"public document" cited by Harris, stated "All requests for public
documents have to be in writing... it's what the law says". Strutton
must own a unique set of law books.
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