New Policy for Double Sponsorship

[Jay Blas Jacob Cabrera]

Hi All,

 I’ve been reviewing and evaluating the whole Ed Fund and Patrick debacle, and have come up with one policy change that may have been able to avoid some or all of the current craziness going on.

New Policy Proposal for Board: Programs can get multiple sponsorships, but must have full communication between the admin between all fiscal sponsors involved. If a program gets multiple sponsorships without following this policy, then it automatically initiates the spin-off process. They can be sponsored by the new organization.

In other words if Digital Storytellers wanted to get sponsorship from Ed Fund, we should have had direct communication with Ed Fund immediately before everything, instead we were in the dark and didn’t find out about everything until after it was too late, and we are still reeling in the pain.

I am activelycontacting Ed Fund at this point, and tryingto find more information about what is going on. I am also concerned that maybe the Ed Fund gave incorrect information to Patrick as well, cause none of it makes any sense regarding the insurance issues. part of me feels that ed fund was just going for easy 8% fees without really knowing what they were doing, as they must have known that we were already sponsoring the programs. It is all very odd.

Either way this policy would have ensured that all issues would have been addressed ahead of time.

J

[Melissa Vo]

Hi Jay,

I'm sorry that there is so much misunderstanding and confusion. I would like to see this arrive at a peaceful resolution as soon as possible. I completed the Doodle Poll so we can move forward with the call. 

Warmly,

Melissa

Melissa T. Vo

Founder, Good Cause Group LLC

+1 917 456 2040

PO Box 20175, Stanford, CA 94309

goodcausegroup.com | LinkedIn |  Meeting Request 

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[Jay Blas Jacob Cabrera]

In my opinion I don’t think there is much misunderstanding or confusion. It is clear that Patrick mislead the Leadership Committee of the Santa Cruz Slam and represented WCTC as an agent when he shouldn’t have, and clearly did not tell them a complete story of what was going on before pushing a vote. I have a quoted messages from Jordan that says “I assumed when we were told that it was a spin-off that this had been in the works for months etc.. and assumed the transfer etc where steps implemented post the process …” 

We went though 2 entire spin-off processes and Patrick knew very well what the process is. None of it makes sense it is unprofessional, uncalled for, and simply in violation of everything we made agreements about to not provoke more conflict. And there is no reason for it, it doesn’t do or help anything. It is very unfortunate, but for me it is very clear what happened, and it is not confusing. That is jus what Patrick wants you think think. I think it is clear and simple what is going on.

Jay

[Melissa Vo]

Thanks Jay, I have not spoken to either of you about this on the phone. The threads share both points of view, therefore, confusing in my stance. I am interested in hearing both sides before making a decision. At the moment, I wish there wasn't so much turmoil. 

[Jay Blas Jacob Cabrera]

Patrick seems to feel it is reasonable to initiate an emergency spin-off for literally no reason that he gave, during holidays from Dec 22nd to Jan 2nd. That is just insanity. It was all done without communication, and it is unacceptable. I am done with all of these games that everyone is playing. Someone needs to stand up to Patrick and say enough is enough. He needs to stop messing with other peoples lives and just relax. This does not need to go fast, there is no reason to even initiate a spin-off at all with no reason, let alone to do it during the holidays for no reason, let alone to do it urgently and in an emergency basis with no communication and no process, and no timeframe to address issues before transferring all the money. It just feels like a shit in the face. It is unacceptable, period and is against so many policies and everything we made agreements about.

All he says in response is that my communication is unacceptable and that we can’t communicate. That is also bullshit. He can take actions that are against the organization. Yet I can’t even communicate and talk. This is a country of Free speech. Lets focus on the policies and the work instead of pretending that everyone needs to be perfect.  I fucking suck at communicating and being all PC and shit. I shouldn’t have to be someone I’m not just to make everyone happy. People should follow peoples. BS communication obviously isn’t working,  and it is unnecessary if people simply follow policies. The idea that I can’t talk and express my frustration is simply not my problem, I have a right to be angry.

If people can’t see the obvious black and white lines that Patrick is crossing, then I really don’t want to have anything to do with any of this. It is just unacceptable and unprofessional conduct. I may be a terrible retarted communicator, and my communication may be unprofessional, but that is nothing compared to taking unacceptable actions. The idea that my communication is equal to Patricks actions is unacceptable to me. period. Actions speak louder than words. Either people start stepping up to that plate, or I’m done.

Jay 

To view this discussion on the web visit https://groups.google.com/d/msgid/wctcboard/CABiZ5hRvbuctfHGJSfULgKCqBCNY1zpjdMWPBw30i_xWPpmxoQ%40mail.gmail.com.

[Jay Blas Jacob Cabrera]

Mel & heather,

So as you may or may not know one of our programs, which of course Patrick is involved in, voted to spin-off, implement the spin-off, and complete their spin off in a single day with no notification beforehand. They took the money and ran all before even informing us or telling us about it.

This is the first time ever that we have a program initiate a Spin-off, let alone to do it without telling us. I never thought a program would ever do so without even talking to us first. It is unbelievable to me that this has even happened. Yet they don’t understand they even did anything wrong. I can only attribute that to them only talking to Patrick and Patrick not even including me in anything again. This is completely blowing up all the conflict for no reason and it is just a shame because everything was finally mellow after spending 100s of hours. I am so pissed off and upset about the whole thing you have no idea.

Overall I think everything will be ok, but all of our policies can’t be based on trustworthy relationships based on decades, we can have brand new programs and we have to treat all programs equally regardless of the money or the time and relationship they have built.

I did some research and in my professional legal opinion, what Santa Cruz Legendary did is no less than sterling over $1,000 of our money period. It is illegal and we could take them to court and could even press charges, and technically speaking it would be a felony because it is Over $500. This is very serious.

We are responsible for this money and all money in the corporation, and it doesn’t matter if it is $1,000, $10,000, or $100,000 that disappears without a clear understanding, we are still responsible for it. They gave us no information about where the money is going, whether they would report on it, they just took it and ran, and didn’t tell us about it until afterwards. It is simply not acceptable to announce, implement, and finish and take money from our corporate accounts without even informing us until afterwards.

Legally it would be required to have our permission to take the money as we are responsible for the money and are liable for any problems that occur with it. Therefore before the money is removed we should have documented information in writing about what is happening and understanding the relationship for the next months and year to make sure all legal necessities are addressed for taxes and reporting. In other words a basic spin-off process to achieve agreement about how everything will move forward, which is the policy.

In this case we could possibly skate by with just issuing a 1099 and forcing them to pay taxes on it. But the problem comes up that there is grant money included as well that we have reporting responsibilities above us to foundations. In that case we can’t just turn money over to organizations that are unknown or for-profits without a clear agreement with what is going on with the money.  

If this was a larger amount of money and they just took it and ran with no agreement in place, we would have no choice but to take them to court and press charges because we have a fiduciary responsibility to the money and if we know longer know what is going on with it, that we are legally liable. This is only possible if and only if we file a police report, it is the only way to protect ourselves as Board Directors.

So if they were not willing to speak to us, then I would literally be required to consider filing a police report or something just Incase it got messy and was not resolved. It is completely out of control in my perspective already, but hopefully it will all get put back into the box on tuesday when we have the meeting.

I could do some more research but bottom line although programs can spin-off, it is still public money and there must be a paper trail before anything happens to the money and the board must sign off on it because we are liable. If no agreement or arrangement can be met for oversight of the money then 3rd parties must be actively involved and if it breaks down it should end up in court. Bottom line we the board are legally responsible for the money. Not them.

I have worked on the beginning of a spin-off policy doc to at least give programs a little bit of guidelines on how a self initiated spin-off should work, but in the the end it is really a list of what not to do as there is no specific set way a spin-off should occur as every situation is different. The policy can be summed up as spin-offs are allowed but are complicated, difficult, messy, slow, a lot of work, and kind of like a divorce, and even if you remove the money from the corporation there are still reporting requirements for months if not years. What else is there really to say. Communicate a lot and don’t take actions until Agreement is achieved.

So here are the Proposals to deal with the situation:

Proposal: Approve the Program Self-Initiated Spin Off Guidelines.

Proposal: to officially Request from the Board of Directors that the Program returns all funds immediately.

Proposal: Require the Program to return the money before being willing to agree on moving forward with any agreement. (note: this gets legal an if they don’t return the money in order to take action on this we would have to freeze the program, file a police report, and even take them to court). I’m not sure I’m ready for this, but it is certainly an option. I feel like just a official request is pretty powerful as well. I already am officially requesting the funds be returned as the Chairperson of the Board, but the entire Board requesting the funds is more powerful.

Proposal: Consider the funds as income to BAC and issue a 1099.

Proposal: Officially request the 5% $33.31 to be paid that was not paid for their admin fees.

Proposal: To approve doubling the fee as a penalty for breaking policies. $66.62

Proposal: To approve increasing the fee by $66.69 as a penalty for breaking policies and breaking the law: total $100

Proposal: File a Police Report, regarding them taking money from our accounts without informing or getting approval or agreement to do so. (This proposal would be required under the new policy, I myself would be voting no on it, but we should be required to consider it anytime money disappears and we don’t understand what is going on with it.)

More proposals will follow regarding the agreements made with Santa Cruz Legendary Program on Tuesday

1. And don’t forget the Double Sponsorship Policy: New Policy Proposal for Board: Programs can get multiple sponsorships, but must have full communication between the admin between all fiscal sponsors involved. If a program gets multiple sponsorships without following this policy, then it automatically initiates the spin-off process. They can be sponsored by the new organization.

Ok I think that is it for now,

J

[Jay Blas Jacob Cabrera]

Also I want to mention that I think it is important to throw the book at them as much as possible, because this is all out of control. It all needs to stop, and Patrick needs to understand that if he continues to fuck with me, that he is going to have to deal with the conciquencies. I’m fed up and this is the last straw that broke the camels back. It is all too much. 

Also I want a formal agreement with the BAC Board that clearly states the required reporting so that it is not just a agreement with Patrick, I shouldn’t have to trust that he is going to provide all of the bank statements and financial information that we need, it should be agreed by their Board, and I want to officialy propose that they pay the 3% that they were supposed to, and the BAC board should be required to vote on it after I am able to speak to them at a meeting. All of this stems from preventing me from being able to simply communicate with the BAC board from the beginning and making everything secret. It is unacceptable.

Furthermore I am engaging in communications with the Ed Fund directly. I have requested from Patrick many times to give over all the information on the ed fund including contact, and he has not followed through, except to connect me with Beth for tax reasons, who is their financial person. I am now trying to work through beth to find out who and how they approved BAC for fiscal sponsorship, and to find out why they told them that our programs would be covered by insurance by giving them 8% fees. I actually think it is possible that was miss information from the beginning and maybe Ed Fund has some culpability in all of this. Ether way it is a great solution out of this mess if they are willing to reduce their fees from 8% to 5% and give us 3%, then we can all move on from this mess.

I just think this is all fucked up and they should be paying me for my work and time, let alone the admin fees which are tiny comparitifly. I found out today from Jordan that they are paying people $200 for a single workshop which lasts 2 hours and takes about 4 hours of work to do. That is $50 per hour. It is just overwhelming that I am slaving away for nothing while people are making $50 an hour and they say they have no money to pay me even $1/hr or $0.50/hr. And then for them to be breaking policy after policy and then blame me for the problems because I get upset by their action, and then they don’t take responsibility for their actions, its not ok.   It is all just so insulting and disrespectful, and I’m over it. 

J