Mission Within Inc not legally compliant with their board that is paying themselves $20,000 per month and firing us for a measly $1,500

[Jay Blas Jacob Cabrera]

Hi Heather & Mel,

I have talked to both of you regarding The Mission Within Inc situation, and feel like it has been getting worse. Therefore I am moving forward with the proposals to the Board to see how we may want to move forward. 

One option is of course to not get involved, in which case it would be leaving it to the FQN workers to figure it out for themselves. I certainly would prefer to get support on this, but it is important to know all the options.

As a quick background, The WCTC is part of a larger umbrella the FQN CommUnity Network, and the FQN workers run the back end for the WCTC and many other corporations and organizations, and we do 7+ sets of taxes per year, going on 10. So we use admin fees and other costs to pay FQN workers to do work. When fundraising oporutntIes come along, we take on clients. Ideally all of our client budget and admin fee budgets would be presented to the WCTC Board just like all of the programs, but we are still way under funded and under resourced to be able to do that yet, but in the near future we will get there. In this particular instance we took on a non-profit client The Mission Within Inc, and directly contracted with the WCTC because we connect like organizations together, non-profits contract with non-profits, LLCs contract with LLCs etc…. So That is why this comes to you. We were making $1,500 per month and brining the funds into the non-profit and the funds were going to pay the costs of FQN workers who do the taxes and organize the entire network for the purpose of transforming our society for balance and harmony, which is our purpose and mission.  So that is the background.

So as you both know The Mission Within Inc officers fired us with a emergency decision a few months ago. It was never officially approved by either the Board or the Membership, and more importantly the conflict is around the legitimacy of the Board in the first place because they are all paying themselves $20,000 per month, when there is only $100,000 in the bank and non-profit law states that 51% of boards must be unpaid. So that is the foundation of the conflict. My goal is getting The Mission Within to be legally compliant period, and to make sure the FQN workers get paid their fair pay as agreed. As a party with standing, I and the WCTC can file a CT-9 form because we think there is a violation, and no one can stop us because it is the law, and they should not be resisting or pushing us one way or an other on our right to file this form if we belie there is a violation. Additionally it is my duty to The Mission Within Inc as staff to the Board and the Membership to report abuses because otherwise it would cause harm to the corporation. If the corporation is not compliant, and I believe there are violations, I would be breaking the law and my own ethics and morals not to report the officers and people involved in the abuses. 

In the last week everything has escalated. Instead of simply talking this out with 3rd party facilitation and neutral non-profit professional lawyer which they refuse every time for over 3+ months now, they have gotten, what seems to be their for-profit lawyer, to write a nasty letter that they plan on sending out publicly denouncing and attacking me personally to all of their donors and advisors throughout the Bay Area to try to destroy my reputation and life and family. So everything has majorly taken a downward tailspin and therefore although I originally wanted to step out of decisions making, because they have gone the route to personally attack me, that of course makes it personal and I have to be able to protect my self and my family. Luckily they are still willing to meet, but they are not agreeing to any reasonable request I have made including 3rd party facilitation, or something as basic as having all parties present so things could get worked out. It is like endless 6 months of phone tree, everyone just refuses to simply schedule a meeting and talk. 

I am happy to send you all as much information as you want to, I think Mel has read everything, heather if you want me to send everything to you, it is at least 100 pages of reading. Eventually if needed we could probably get a summary down to 3-5 pages with links to the 100 pages of information. Bottom line they are accusing me of extortion, and I am accusing them of extortion. They say I am asking for a severance, and I am saying they asked me to do a severance. I don’t even care about the money, the money doesn’t even go to me. I have been raising the concerns that their board is not legitimate because they are paying themselves $20,000/mo and therefore do not meet the law of 51% unpaid directors, and they at first said they didn’t have to because they were for-profit, and now are insisting that even though they are non-profit they are somehow exempt because they only spend their time at board meetings, yet there hasn’t been a single board meeting since October 2018. They say I have no right to fill out the CT-9 form for whatever reason whenever and tell them or not tell them about it without any retaliation or harassment from them, I know that by law I have legal standing within the corporation and a right to file the CT-9 form regardless of anything and my right is protected, and they intimidating me otherwise to ruin my reputation is actually the extortion. It is all very odd. Let me know if you want more details than that, either the 3-5 page summary or I can just send you the full about 100 pages. 

So that brings me to the proposals and options for how the Board would like to move forward with.

Lets start with what I want...

• What I want at this point: approve official WCTC Board support for the following:
• First support To file the CT-9 form for either of two reasons.
• 1) if Mission Within Doesn’t agree to 3rd party facilitation and neutral non-profit lawyer immediately at the next meeting (and they have to pay for it). I’m done playing their games me trying to help them for months and months while they throw me in the gutter is getting old.
• or 2) If they don’t provide documentation proving they are legally compliant and that they are ensuring the solvency and continuity of the non-profit and its budget, as opposed to quickly draining it for private gain and dissolving it (if they do that they would need to return the money anyways or we would file CT-9 form). There should be at least $100,000+ in the bank minimum, especially if they are paying themselves $20,000 per month. (No timeline on this yet)
• Approval to Second Support to take The Mission Within Inc to small claims court to get the $3,000-$4,500+ they owe us unless they pay it.

All options

• To disassociate with FQN Community Network on this matter, and have jay and FQN workers go on his own to deal with this as an individual. (Kind of like spinning off a program except it is the umbrella network that supports the WCTC)
• To support jay on whatever he decides as an individual, but not take an official board act, just official support. (although he may step out of decision making ideally)
• To support the FQN workers and empower them to make the final decisions. (They are the program getting paid to do the taxes and admin for the non-profit umbrella)
• —-
• Approve immediate filing of the CT-9 form.
• Approve the filing of the CT-9 form if TMW leadership doesn’t agree to 3rd part calibration and neutral non-profit lawyer.
• Approve the filing of the CT-9 form with a end of the month deadline for compliance.
• —-
• Approve taking mission within to court if they don’t pay the $3,000-$4,500+ owed.
  ——
  Making no decision and postpone for more information, questions etc…This could include requests for legal consultation and feedback from the lawyers if there are legal questions.

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Ok I think that covers everything for now, I’m sure more will come up soon, there may be a meeting on Tuesday or something.

It is all very sad, but it seems at least some progress is being made, they are at least agreeing that they are a non-profit and must follow non-profit law.

Take care,

Jay

Jay Blas Jacob Cabrera

831-332-2486

http://WCTC.world

[Jay Blas Jacob Cabrera]

Just had a call with Ryan & Martin from Mission Within Inc,

May have a good compromise.

The Mission Within Board would approve an internal audit.

This would meet all of my needs, as the Audit(s) would be able to review all of the information that I am NOT allowed to see, and support the corporation to be compliant based on their own timeline as agreed to with their Board. At the end of the audit I would be informed with the public report (not the private reports) which would answer all of my questions regarding whether the corporation is compliant or not. If the corporation is compliant, then I have no need file any CT-9 form and I am not worried about the timeline as long as there is someone who is officially authorized by the Board to take on the role I have been doing in auditing the corporation. 

Here is a link to a Draft Scope of the Audit DOC: https://docs.google.com/document/d/1zcV6O_OsWuHE8F1tdaPQzcrVa4UGeOfwK8lzdU9ubHk/edit?usp=sharing

Will keep you all updated on it.

J