[WSBAPT] Fw: Update from WSBA Governor Swegle

[jacyphers at gmail.com]

-------Original Message-------
 
From: Paul S
Date: 1/29/2019 10:07:07 AM
To: undisclosed-recipients:,
Subject: Update from WSBA Governor Swegle
 
Hello District 7N constituents and other fellow WSBA Members,


Please feel free to share this communication, which solely represents my
personal views and opinions. If you received this email indirectly and wish
to receive other such updates, email me at pswegle at gmail.com.



My apologies for cutting back on updates. I and other WSBA
reform/Member-focused governors have been busy fending off anti-reform
elements and trying not to unduly provoke them. 


But take heart, our reform efforts are still achieving results, the most
important of which I cannot discuss, so please don't ask. I believe the
differences in transparency, balanced governance and
inspiring/non-alienating leadership will manifest themselves in due time. 


Help for Members in Federal Service


Positive note - at the January 18 Board of Governors meeting, I proposed a
successful resolution to extend the payment of Bar dues for our colleagues
with Federal employers currently working without pay. We approved extending
their dues due date to one month following their first paycheck following
re-opening. 


Yeah, one for the Members!


The rest of you - pay your dues!


Bar dues are due THIS WEEK by Feb 1. Dues must be postmarked or hand
delivered by that date! The late fee starts at 30% - timely payment is a
great investment. 


Many of you have pointed out the high risk of deception involved in the WSBA
continuing its recent practice of pre-populating $100 in donations in the
online dues payment web page. Do Members' admins know what to do when they
see this? How many fail to see or understand the added amounts and just pay
the invoice?


As a former financial regulator, I find this tactic unfair and deceptive. If
any business slipped donations into its invoices, the Washington State
Attorney General's Office would likely bring an enforcement action pronto -
if a class action law firm didn't file the case first. Please pay with care
and advise your admins to do the same. 


Register (?!) to watch the Public BOG Meeting Videos....


Thirdly, if you enjoy chaos, watch the videos of our recent BOG meetings,
link included below. 


Our public sessions and executive sessions were marred yet again by numerous
bylaw and parliamentary procedure violations by the powers that be. Ending
such lawlessness is a key goal of WSBA reformers. 


Here's the link where you'll find the videos for Thurs and Fri, Jan 17 and
18:  https://www.wsba.org/about-wsba/who-we-are/board-of-governors  



I note with curiosity but not surprise that you now need to register to view
the videos, as highlighted by the following Orwellian Newspeak: "We ask that
you enter your First and Last Name, Email Address and WSBA Bar Number and
then press the “REGISTER” button. Thank You for helping us better serve you.
  I will ask why the WSBA staff feels inclined to track who is watching
these videos of WSBA public sessions and what they are doing with the
information. And are they trying to drive away non-lawyers for some reason
by requiring a Bar Number?


Ultra Vires Removal of Treasurer Dan Bridges


I continue to steadfastly stand by my reform-driven BOG colleague Dan
Bridges. I and other governors reviewed and carefully considered the
independent investigation report concerning alleged harassment. A majority
of the BOG, men and women, accepted the findings of the WSBA's outside,
independent investigator who found no wrong-doing. 


While I certainly respect the right of others to disagree and dissent, I
will not be bullied or harassed into changing my mind that the BOG handled
that matter correctly. 


Dan Bridges has always fought hard for transparency, fiscal integrity and
good governance at the WSBA. As a direct consequence, he has been attacked
at every step - chastised and derided for demanding important documents,
dropped from the Personnel Committee for apparently digging too hard into
matters relating to the ED's compensation, and treated maliciously by
President Bill Pickett, including Pickett's inexplicable removal of Dan from
the BOG Officer table at a recent BOG meeting - a move I helped override
with a successful resolution. 


Through these present controversies, Dan deserves every Member's
appreciation for fighting the incredibly difficult fight to improve
transparency, governance and leadership at the WSBA. 


At the January 18 meeting, a vote was taken to temporarily remove Dan from
his role as Treasurer. 


Section 7.a. of the WSBA Bylaws specifically requires a 75% vote for removal
and the vote taken fell way short of 75%. And yet President Pickett, ED
Paula Littlewood and General Counsel Julie Shankland all incorrectly
accepted and ratified this ultra vires (unauthorized/illegal) act. 


The fact of the matter is that Dan is still Treasurer - he has not been
temporarily removed. 


This facially obvious example of governance by false decree is yet another
striking example of why WSBA reform is so important. 


On the other hand, if a majority vote is now all that's required to
temporarily remove President Pickett for repeatedly violating the Bylaws and
Robert's Rules of Order.... 


Mandatory Malpractice Insurance


At our January meetings, we did not hear from the task force on the issue of
mandatory malpractice insurance. This issue is scheduled for discussion and
action at our March board meeting.


Please know that I and others on the Board of Governors have heard the
concerns many of you have shared on this subject. The access to justice
impacts alone seem severe enough to counter the benefits of mandatory
insurance.


I also share the view many of you who have expressed that mandatory
malpractice is being pushed in a non-neutral, non-objective manner and that
the WSBA leadership's communications on this issue have been biased and
disingenuous. The WSBA summary of Member comments falsely depicted many
Member comments as "neutral." This attempt to again railroad an issue
through deception and manipulation is another example among many as to why
WSBA reform is important.  


Bar Structure Work Group


Regarding the Washington State Supreme Court Structure Committee - we were
going to discuss the Section Leader candidates who have applied and make
recommendations to the Court, but we ran out of time. That entire process
has gone slower than expected, but I don't believe there's any cause for
concern. Thanks to those of you who have expressed interest in serving. 


Upcoming Governor Seats


Four seats are coming up for election and a fifth will be filled soon by BOG
action due to an unexpected vacancy. Applications for the elected seats are
due by Feb 15 and applications for the At-Large seat are due by April 22.
Link to BOG Election Page
District 1 will be filled by BOG vote in March or sooner to fill the
unexpected vacancy caused by Governor Michael Cherry's resignation as
District 1's Governor for personal reasons a few weeks ago. Thank you for
your service Michael. District 1 candidate recommendations are welcome.
District 2 currently held by Carla Higginson, who is eligible to seek
another term because she was appointed to fill a partial term. Carla is a
fantastic, Member-focused Governor who has my complete support. 
District 9 (Bellevue/Mercer Island) currently held by Dan Bridges. Dan has
been a strong reform Governor. It will be important to keep this seat in
reform/Member-friendly hands.
District 10 (Olympia/Yelm) currently held by Christina Meserve. Governor
Merserve has been uniformly antagonistic toward our reform efforts. It would
be great to get a reformer in the Olympia seat.
At-large currently held by Athan Papailiou. This position represents lawyers
historically underrepresented in WSBA governance. Governor Papailiou
systematically and relentlessly attacks all reformers and all reform ideas.
Getting a reform-oriented, Member-focused Governor in this seat would be a
breath of fresh air. 
Please feel free to reach out to me directly about any of these seats, the
process or anything else of interest to you. 


Time for an Audit by the Washington State Auditor!


As a former SEC Enforcement Division lawyer and former Special Assistant
United States Attorney, the extreme efforts to resist reform and
transparency at the WSBA have led me to conclude that something is being
hidden. 



In the past, I have asked why the Washington State Auditor never audits the
WSBA. After all, the WSBA leadership very much views the WSBA as a state
agency - employees even participate in Washington State retirement benefits.
And doesn't a $20 million annual budget warrant the occasional anti-fraud
audit under even the best of conditions?


In very defensive language, I was told having the State Auditor audit the
WSBA would be a waste of money, since our outside auditors already audit the
WSBA. 


In fact, private outside auditors perform only the most basic and
perfunctory reviews for fraud or other irregularities and they expressly
disclaim that their audits qualify as anti-fraud audits. 


Only the Washington State Auditor, with authority over all state and local
government agencies in Washington, is capable of the type of comprehensive
anti-fraud audit I would like to see - top to bottom, going back for years. 


The WSBA exhibits multiple "red flags" suggesting the fiduciary propriety of
an anti-fraud audit - long-entrenched leadership, circumvented/neutered
governance, retaliation against efforts toward reform and transparency, and
a large and highly complex budget. 


I am pursuing this issue currently with my fellow governors. 


Open Sections Night


A final PSA - hope to see some of you at Open Sections Night at the WSBA
this Thursday from 5 pm to 7pm! I'll be there with my colleagues on the
Corporate Counsel Section Executive Committee. 


Sincerely, 


Paul Swegle
WSBA Board of Governors, Dist 7N
Immediate Past Chair, Corporate Counsel Section
__________________________

Paul Swegle
General Counsel
(206) 300-7165

Startup GC Blog

Contract Drafting & Bear Spray - FieldGuide Postcast

Contract Drafting and Negotiation 
"...Swegle provides a clear methodology 

to understand and analyze business contracts 
in this exceptionally useful book...."  - Kirkus Reviews


         



 
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