By Gretchen Garrity
Just a small tidbit—an amuse bouche if you will--of what can happen when administrative staff are given authority by the governing body in a seemingly insignificant sentence of a legal contract. In 2017, when Ken Barthelette, a former president of the Christian County Library Board of Trustees signed off on the new board attorney’s contract, it contained the following sentence:
“If Mr. Styron feels that he is being asked to perform services outside the scope of the $500 flat fee, he will promptly notify the Library Director and work with the Director [to] establish a budget for the additional services.”
The board attorney does not represent the library’s executive director, but the board of trustees. They are the client of the board attorney. The board of trustees has the authority on behalf of the taxpayers to incur legal expenses on behalf of the Library District.
It was the former president of the board of trustees that signed the contract, not the executive director. Another small, but significant instance when an unelected administrative agent was given authority that belonged to the citizens via their publicly appointed representatives.
How did it come about that a previous board agreed to give the executive director the authority to be a primary contact for the board attorney, and to determine additional fees and budgeting? There is nothing to suggest that the board of trustees is included in the consulting and decision-making between the attorney and the executive director. The board of trustees are listed as a party to the contract along with the law firm, however.
The executive director is in charge of day-to-day operations, which is generally defined as “...happening every day as a regular part of your job.” These vary, of course, according to the organization and position.
As the client of the board attorney, the board of trustees is ultimately responsible for consulting with and directing their attorney regarding legal matters, including establishing a budget and being asked to perform services outside the scope of his/her retainer fee.
Missouri statute (182.070) states, “The county library district, as a body corporate, by and through the county library board of trustees, may sue and be sued, complain and defend…”
How did it come about that the former board attorney, without the vote of the “body corporate, by and through the county library board of trustees,” sued his own client?
By whose authority was this done? The latest filing in the lawsuit, “Defendants’ Answer and Affirmative Defenses,” states, “Plaintiffs’ Petition is barred, excused, or diminished by the equitable doctrine of unclean hands for numerous reasons including that this action was filed on behalf of the District without a proper meeting and without authority. In addition, Count III was dismissed on behalf of the District without a proper meeting and without authority.”
Trustee Janis Hagen has positioned herself as a private citizen who claims she is suing the three board members as individuals, and not as the “body corporate.” Indeed, she maintains that she is doing so out of a personal disagreement with the other board members that has nothing to do with the library! The final invoice shared by Mr. Styron, who is Hagen’s attorney in the case, noted that Hagen was paying half the amount of the invoice. She is willing for the taxpayer to pay for half the lawsuit that was initiated, while the other “plaintiff,” the Library District, was added without a proper meeting or authority.
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Small things matter in big ways sometimes.
