Angry Humane Society members force vote on petition allowing board ousters

Thursday, May 26, 2005

EUREKA SPRINGS -- More than a hundred angry members of the Good Shepherd Humane Society (GSHS) of Carroll County showed up en masse Thursday night at the group's annual membership meeting and challenged nearly every action and statement by its board of directors. They also pressured the board to allow their vote on a petition to amend the Articles of Incorporation.

The evening started with tensions when it was learned that those who were not members of the Society (excepting the press) would not be allowed into the first part of the meeting, which was to vote by ballot for four open positions on the board.

Ken Bates, a former board member and longtime volunteer, was denied access by thrift shop Manager Boyd Bush and Carroll County Sheriff's Deputy Brian Young, hired off-duty to provide security for the meeting.

When challenged on this, Board President George Harris acknowledged that Bates and his wife, Bobbie, "have done more work for the animals in this community than any two people I know," but also said the decision to rescind Bates' membership was because he "slugged Boyd Bush."

The open positions were contended for by 10 candidates, including the four incumbents: Linda Winter, Carol Oberg, Barbara Opsahl and Maggie Tatum, none of whom retained their seats.

Those seats went to Kent Crow, with 64 votes; Richard Oberg, with 58 votes; Todd Maberry, with 53 votes; and Jim Preslan, with 43 votes.

The other six running were James Evans, Denette Hyatt, Tracellen Kelly, Susan Lourne, Mary McFadden and Patricia Tetu.

Around 120 ballots were cast. The ballots were taken under lock and key by Joe McClung, Jr. to the Bank of Eureka Springs, and votes were not counted until the next morning.

Before the vote was taken, several members were allowed one minute each to make comments. Many people protested recent board actions and the previous meeting's minutes that recorded a vote to pay for any lawsuits against board members.

Ernst Schrader protested a recent GSHD newsletter sent to his church board allegedly accusing unnamed persons of "assault and attempted murder" and asking for donations.

"This is a horrible newsletter to be sending out to churches," he said.

Attorney and board candidate Susan Lourne said she was presenting a petition on behalf of "better than 10 percent of the membership, who have a right to vote on it" at the annual meeting, according to the bylaws.

The petition calls for an amendment to the Articles of Incorporation to allow the membership to vote to dissolve the board or to fire a board member "for cause" with a two-thirds vote of the membership. There is currently no provision to do so.

"Cause" includes failure to adhere to the bylaws and to perform duties required by the bylaws and the Articles of Incorporation.

The board did not want to vote on the petition, which had three to five pages of signatures attached.

"We haven't read it!" Harris exclaimed. "I am not qualified to address it," to which several members applauded.

Member and current Carroll County Quorum Court Justice of the Peace Eva Reeve took the board to task for not "operating under any procedure that I can understand or have ever seen before."

She made a motion that the board adjourn, read the petition while members waited, and come back for the membership to vote on it. It was seconded and approved by the members.

Harris and the board agreed to do so.

Attorney and board candidate Kent Crow looked over the petition and explained it to the membership. He then said the secretary should verify the signatures as those of members, which she did.

Some questioned whether the vote should be taken, since many people had left after casting their ballots, but it was decided to go ahead.

The vote was taken by people physically standing up either for or against. Of the 84 votes counted, 70 were for the petition to amend and 14 were against.

Crow said the board will have to file the change with the state and will have to come up with a mechanism to have a meeting to call for a vote to act on the amendment.

Harris then said he was calling the meeting to a close.

Several protested the lack of financial statements, and Harris produced several copies of two packets, one of them a general ledger for the month of February. While members were looking them over, most of the board left the meeting.

The financial statements were for the period ending Feb. 28, 2005, and were incomplete.

A cover letter from Nystrom & Windle states they had not audited the statements and "do not express an opinion or any other form of assurance on them."

"Management has elected to omit substantially all of the disclosures, the statement of retained earnings, and the statement of cash flows required by generally accepted accounting principles," the letter states.

"If the omitted disclosures were included in the financial statements, they might influence the user's conclusions about the company's financial position, cash flows, and results of operations. Accordingly, these financial statements are not designed for those who are not informed about such matters."

The balance sheet shows $75,426 in current assets and $363,403 in fixed assets, for a total of $439,000 in assets. Current liabilities are $2,658; equity is $436,171, with $359,456 in restricted net assets, and total liabilities and equity of $439,000.

A Profit and Loss statement for 10 months ending in February shows $130,000 in income and $168,000 in expenses. Of that, $91,000 is labor costs. Net loss for the period is $38,000.

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