Google+ BoD Statement - Coffee Party USA

Board of Directors Statement

FAQ followed by timeline of facts

Our credibility as a board and as an organization has been challenged by a small group of members. The Board is releasing the following to help clarify our position.  Please know that the Board of Directors has, at all times, operated legally and in good faith to protect the Coffee Party USA.

 

Question: Why did the Board consider Viridian Cares as a viable fundraiser for the Coffee Party? Was a contract signed?  Why were members not consulted?

Answer:   Viridian Cares could provide a much needed boost to our budget and infrastructure, allowing us the freedom to make a difference in Washington through events, supporting chapters and more.  At the same time  it would allow members to switch to green energy.   Many nonprofit organizations have had success with this program.  Viridian Cares also has a record of humanitarian activities including solar panels, wells, and more in much needed areas of the world. An application, not a contract was signed to begin planning a campaign, complete with testing with a focus group from our membership.  Throughout the process, the entire leadership was excited about this project and began the vetting process to assure it was the right fit for the Coffee Party. The last step before finalizing it would be to approach members as a focus or test group.  The project was tabled before the test group was approached.

 

Question: Why did the Board of Directors feel Cameron’s involvement in Viridian was not a Conflict of Interest?

Answer:  Without exact projections, it is hard to discern exactly how much, if any, proceeds would be earned by Cameron, in addition to Coffee Party proceeds.  At 100 Coffee Party customers, Cameron would earn approximately $35 per month.  In this scenario, Coffee Party itself, would be earning approximately $100-200 per month. The board found this to be an alignment of interests rather than a conflict.  Should the amount earned by Cameron become significant, the board planned to reconsider Cameron’s conflict of interest.

 

Question: Why did the elections get pushed back without member approval?  Is this legal?

Answer: Our attorney says yes, it is legal.  While the BOD was inundated with work and notification to members did not occur, it doesn't stop the intention of the bylaws changes or its  legitimacy.  The vote to modify the bylaws and move the election was unanimous.

 

Question: Why were 3 additional positions added to the Board of Directors?

Answer:  Without a paid staff, the Board of Directors has been left to do the day to day work of running the Coffee Party.  Additional positions could help lighten that load so that in it’s entirety, the board could go back to building membership involvement, chapter support, and fundraising to eventually bring a small staff back in.

 

Question: Why did the minutes get so far behind?

Answer:  When John Cashon became ill, the board was unaware of the extent of the illness and believed John would return, listen to the recordings and catch up.  By October, it was clear that John was not returning and the board began suggesting a new secretary, as other board members were already over-extended. Although a candidate was presented in October, the formal motion and approval did not occur until March 2014. Going forward, the entire board will accept responsibility for insuring the minutes are completed if the Secretary cannot fulfill his or her duties.  The board will also not rely as heavily on the President for appointments and approvals, although all appointments must be vetted.

 

Question: Why did the Vetting committee only approve 3 candidates going forward out of the many applicants?

Answer:  Because this is, for the most part, a community that is based online and in order to insure continuity in leadership and fulfillment of our core values, everyone on the Board, and everyone that seeks to serve on the Board goes through an extensive vetting process.  That process is in place to insure that candidates are:

  • Capable of carrying out the duties of their position.

  • Committed to putting the mission of the Coffee Party before all other interests.   

  • Understand Coffee Party principles and are able to comport themselves in a manner that is consistent with these principles.

Those candidates that satisfy the extensive vetting process are advanced to the ballot. Those who do not are disqualified.  Applicants this year were disqualified for a variety of reasons including but not limited to missed deadlines, attempts to tamper with the elections, threats to the Board or the Vetting committee, unprofessional behavior during the interview or a pattern of unprofessional behavior on social media.  It is rare in the history of the Coffee Party for candidates to have opposition and while we would love to have a full, deep, ballot, the vetting committee’s first duty is to make sure our candidates meet the standards that insure strong leadership. One of our goals going forward is to encourage and develop leadership for future elections.  

 

Question: How will the vacant positions be filled?  Can the Board just appoint people?

Answer: They bylaws dictate for the board to appoint people to unfilled positions.  Anyone that is considered for the board will be fully vetted.  The board will consider a special election to affirm these appointments by membership.

 

Question: Why has communication between the BOD and the members been non existent?  Why is there no chapter support?

Answer:  The Coffee Party’s infrastructure was weakened over the past year and without paid staff, it was a difficult workload to keep the Coffee Party afloat.  Some things fell through the cracks, but we are currently working on a stronger infrastructure that can address these issues.  Volunteers to assist in this area are encouraged.

 

Question:  Did Cameron Kruger download member information for personal gain?

Answer: No.  Cameron Kruger did sign a Nondisclosure Agreement and as Director of Development was working on the proposed fundraising campaign to determine which members and supporters to use in the test for feedback group. At no time was any personal information misused or released to a third party.  In other words, all member and supporter data was protected per the Nondisclosure Agreement.

 

Question:  Why have the founders left the Coffee Party?

Answer:  Annabel Park left the Coffee Party in 2011 and hired consultants to develop the infrastructure to transition the board from being founder-based to elected board.  Annabel became an editor of the Facebook page during the filming of Story of America in 2013.  She was removed as an editor after impersonating Eric in a text exchange threatening to declare war should the Viridian project proceed.  This resulted in the board deciding to block Annabel from the Coffee Party Facebook page.  Annabel became a member in May 2014.  

Eric Byler was elected as President in 2011 to begin his term in 2012 for two years.  In 2014, the balance of the board members considered removing Eric due to lack of leadership and for putting the Coffee Party in legal jeopardy.  The board believed they were working on a private, dignified solution by giving Eric the choice of resigning.  Eric’s membership lapsed in January 2014.

 

Question:  What changes are you making to move Coffee Party forward and away from these misunderstandings?  

Answer:  Under new leadership, Coffee Party USA has put in place the timely posting of board meeting minutes, initiated a website redesign, Newsroom collaboration and re-dedication of the Coffee Party mission.  Future plans include providing monthly events for local organizers, connecting volunteers with meaningful roles and work groups, reviving a monthly newsletter and creating an advisory board of local organizers with monthly conference calls.

 

What Happened in Sequence

July 2013

Coffee Party Secretary John Cashon reported that he was ill and needed to step away for a few weeks.

 

August - September 2013

Financial reports provided by Coffee Party Treasurer, Jeanene Louden indicated that Coffee Party USA was in the red.  Using her personal guarantee, Coffee Party secured a line of credit to continue operations while seeking a new funding strategy.

 

October 2013

Director of Development, Cameron Michaels (Kruger), introduced a fundraising idea from Viridian Cares, a green energy, network marketing opportunity where Coffee Party USA would receive a few dollars per month for every person who switched their utility / energy supplier to Viridian Cares.  Viridian Cares is available in approximately 9 states and the proposed offer would be valid to Coffee Party members in those states only.  The Board of Directors approved the idea unanimously.

Secretary John Cashon notified the board he would not be returning.  Potential appointments for his replacement were discussed but no action was taken.

Amended BYLAWS

Number of Directors
The board amended the bylaws to adding three more positions to the Board of Directors of  the Coffee Party in order to provide more manpower to the day to day administrative needs of a national organization.  There is more work to maintain the organization than six to nine board members can produce.  These positions were intended to be appointed.

 

Election
Holding the election in October - November became impossible.  Secretary John Cashon had just resigned, (the officer in charge of elections) and the Work Group chair was unavailable to assist.  In light of the financial strain, lack of capacity and in order to align the board elections with the fiscal year (July-June), the board unanimously agreed to amend the bylaws to move the elections to seat new board members beginning in July.  

A volunteer who held the editable copy of the bylaws was advised of these amendments and asked to make changes in October 2013.  According to the Coffee Party attorney, the bylaws were changed but notification was not made to members. An error, but not one that invalidates the changes.

 

November - December 2013

All board members were invited to meet weekly with representatives from Viridian Cares to outline a marketing strategy and roll-out of the fundraising program.  The board members who attended regularly were Cameron Michaels (Kruger) and Jeanene Louden.  Topic conversations included revenue projections, potential conflict of interest between Cameron and Coffee Party if Cameron sponsored the organization and ways to mitigate this conflict of interest (COI).  COI mitigation steps outlined as possible solutions included Cameron’s resignation from the board, establishing a foundation to collect all proceeds derived from Coffee Party members to Cameron (or his family) and alternate sponsors.  

 

January 2014

Director of Volunteers, DeLann Williams was removed from the board for cause that included a potential lawsuit.

Board President, Eric Byler began expressing doubts about conflict of interest among the board.  It was agreed that all board members complete a COI statement.

 

February 2014

COI’s were declared by Eric Byler and Cameron Michaels (Kruger).

It was agreed that in order to protect the CP brand, more moderation is needed on the FB pages to maintain civility. President Eric Byler headed a project to adopt Social Media Guidelines.

Weekly meetings with Viridian Cares were delayed due to scheduling conflicts.

 

March 2014

Finances improved to meet monthly obligations. Debt payments are made.

Two appointed board members are approved, Vince Lamb (Secretary) and Debilyn Molineaux (Director of Volunteers).  

Viridian Cares is scheduled to initially test, and pending positive feedback from members and supporters, launch on Earth Day. Approval is required from Viridian Cares legal department before proceeding.  The test would be sent to 150 member and supporters.  Email blast copy was being developed by President Eric Byler, Treasurer Jeanene Louden and Development Director Cameron Michaels (Kruger).

Additional bylaws changes were discussed about switching from two to three year terms, where no decision was reached and would be advised to new Board of Directors in July or later.

 

April 2014

Debilyn Molineaux joined the Board of Directors on April 1, 2014.  Vince Lamb  joined the Board of Directors on April 29, 2014.

Eric reported he was working on creating minutes, working in reverse order.  The failure to appoint a replacement Secretary became part of the cause to remove Eric Byler as President.  Recordings were available for the creation of minutes.

Viridian Cares program launch is presented.  A test project to assess member approval is formalized and adopted, to be sent to 150 supporters.  

Coffee Party Movie Night is approved as a local organizing event.

A special board meeting was called on April 21st to discuss an event in which Annabel was impersonating President Eric Byler via text messages with other board members, threatening to declare war should the Viridian project proceed.  This resulted in the board deciding to discontinue our relationship with Annabel Park.

Eric’s Conflict of Interest statement (regarding Story of America) was presented for a vote, acknowledging the conflict and tabled.

Cameron’s Conflict of Interestwas presented for a vote and found to be “not significant” per the definitions received from the Coffee Party attorney.  The two points covered were financial gain received from Coffee Party and the influence of the decision to use Viridian Cares.  Coffee Party did not, nor would not, pay Cameron at any time.  Projections showed that with 100 Coffee Party customers and dependent on Cameron’s other customers with Viridian, he might receive as much as $35 per month.  While Cameron did make the motion to proceed with Viridian Cares, the other board members did not feel influenced to vote for the project. Cameron was absent for this conversation and vote about his COI.

A motion to re-open the discussion about Egberto’s conflict of interest statement died on the floor.

Egberto resigned as Vice President.

Debilyn was nominated and unanimously approved as Vice President.

A motion to remove Eric Byler as President  due to no confidence in leadership was passed, leaving Debilyn as acting President. Eric remained a board member in charge of Newsroom and stated he would get back to the board by the end of the week about remaining on or resigning from the board.

 

May 2014

Eric’s resignation from the board was published via Join the Coffee Party Movement Facebook page, minutes after it was emailed to the remaining board members.  His primary reasons cited were the Viridian Cares fundraising project and COI with Egberto.  Additionally, Eric began posting unofficial partial transcriptions of meetings to Social Media.  

Justin Brown also resigned from the Coffee Party board, stating his work situation prevented his full participation.

The Viridian Cares fundraising project was tabled with no plans to revive.

Minutes from August - December 2013 were approved and posted.

The decision to appoint three new board members per the bylaws change of October 2013 resulted in eight open positions on the board, beginning in July.  The board decided to open these positions for election rather than appointment.  Subsequent changes to the elections materials were made and the election process started.

Cameron was moved from Director of Development to Director of Internet Infrastructure to fulfill current needs with Nationbuilder.  Development is currently on hold.

 

June 2014

Minutes from January - May 2014 were approved and posted.

“Civility Slate” is announced and a requirement of being on the slate is to denounce the current board and call for their mass resignation.  The Civility Slate’s campaign manager was Eric Byler.  A radio show with the slate applicants airing on Coffee Party’s channel for Blog Talk Radio is removed for premature campaigning, prior to applicants being vetted.  This show was reposted without permission on a private Blog Talk Radio channel and subsequently promoted.

The vetting process proceeds, despite attempts to postpone by slate applicants.  After a full review by the vetting committee, several applicants were disqualified for missed deadlines or for cause and three applicants are approved as candidates by the vetting committee.

Due to the ongoing dispute with Eric Byler, Annabel Park and others, members have begun requesting the membership list to call for a special meeting of members.  Under the statutes of the District of Columbia, we are required to comply.

 

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