[WSBAPT] Harmful nonprofit governance opinion

[Josh Grant]

I agree with Tom.
There was a statewide AOC, I think, survey taken of judges last summer, but since that happened, I haven’t seen anything about a rule change being proposed/considered and/or a comment period.  Has anyone else?

Joshua F. Grant, PS
Attorney at Law
P. O. Box 619
Wilbur, WA 99185
tel 509 647 5578
fax 509 647 2734


From: Tom White 
Sent: Tuesday, May 24, 2016 5:03 PM
To: WSBA Probate & Trust Listserv 
Subject: Re: [WSBAPT] Harmful nonprofit governance opinion

Practically, you should be able to cite to unpublished opinions because (1) there is a relative dearth of case law in Washington compared to other jurisdictions whose well-established legal systems make them ideal for the transaction of business and choice-of-law selections; (2) it promotes the interests of justice and uniformity in decision-making through the development of case law along common law principles; (3) it reduces unnecessary duplication of judicial effort, because somebody has already figured out how the law should apply to similar facts; and (4) it will not have a negative impact on the administration of justice.  

Nobody is ever going to cite to an unpublished opinion if there is a published one available, and the unpublished opinions will not have nearly the same weight as a published opinion from Washington state.  


On Mon, May 23, 2016 at 11:37 AM, Rob Wilson-Hoss <rob at hctc.com> wrote:

  I think we need to be careful about supporting the citation of unpublished decisions. I think they are often unpublished for a reason, and it may just be me, but I sense a difference in the amount of analysis and work that goes into a published decision. I am trying to be polite here. 



  Rob Wilson-Hoss



  From: wsbapt-bounces at lists.wsbarppt.com [mailto:wsbapt-bounces at lists.wsbarppt.com] On Behalf Of Josh Grant
  Sent: Monday, May 23, 2016 10:17 AM
  To: WSBA Probate & Trust Listserv
  Subject: Re: [WSBAPT] Harmful nonprofit governance opinion



  I would love some info on the suggestion that the 

  Our state supreme court appears close to adopting a rule that will permit citation to "unpublished" opinions such as this one.



  This silly rule needs to be scrapped.



  I didn’t think the suggestion was even a pending rule change open for comment.??



  Josh

  From: Doug Schafer 

  Sent: Monday, May 23, 2016 8:11 AM

  To: Solo & Small Firm WSBA Listserv ; WSBA RPPT Probate & Trust Discussion Forum 

  Subject: [WSBAPT] Harmful nonprofit governance opinion



  Please carefully read the attached WA Court of Appeals, Div. I, opinion. Though "unpublished," it provides a template for hostile dissidents to takeover a membership-based nonprofit corporation by secretly collecting member applications and dues, then, on the day that the dissidents deposit the dues (without authority) in the corporate bank account, sending a 10-day notice for a membership meeting . At that meeting, the "new members" remove the incumbent directors.  The corporate directors and officers were unaware of the "new members" until the meeting occurred. Our state supreme court appears close to adopting a rule that will permit citation to "unpublished" opinions such as this one.

  My fear is that this case will be used disrupt the governance of too many nonprofit corporations.

  The Court of Appeals declined to apply the well-established doctrine that courts refrain from interfering in the internal affairs of such associations and defer to the association's own interpretation of its rules unless that interpretation is arbitrary or unreasonable, by asserting that such doctrine applied only to local chapters of national organizations.  Case law is otherwise, however.

  When I read this opinion, I emailed one of the lawyers for the losing parties and urged them to petition for state supreme court review.  I hear nothing back until last Thurday, when Ms. Matthews phoned me.  I spoke Friday with her and her NYC lawyer husband, Mr. Nelson, who reported that the COA denied their motion for reconsideration on May 2, so the deadline for a petition for review is June 2.  They are, however, "tapped out" and I sense some despair.

  I'm within minutes of departing on a family trip this week, so I'm not available to assist.

  I write in the hope that other lawyers interested in maintaining strong nonprofit corporations will consider helping Ms. Matthews and Mr. Happy to petition for review.  That will allow time for them to negotiate with the prevailing group, and possible reach a settlement whereby they might ask Division I to withdraw its opinion.  I've seen that is another case.

  Nelson Happy:  jnelsonhappy at gmail.com
  Mary Matthews:  matthewshistpres at gmail.com

  Doug Schafer, lawyer in Tacoma.


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-- 


Tom White

Attorney-At-Law

Seattle, Washington



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