October 23, 2013 10:05:49 AM
Nathan Gregory - email@example.com
The executive director of the Columbus-Lowndes Convention and Visitors Bureau makes $80,000 a year, but one member of the CVB's board of directors is questioning the legality of that salary.
Earlier this year, CVB board member Whirllie Byrd asked the Mississippi Attorney General's office for an opinion regarding Nancy Carpenter's salary. In her letter to the attorney general, Byrd claimed a three-person CVB executive committee approved a $12,000 increase to Carpenter's salary shortly after Carpenter took over as director in August 2011. Byrd contends the executive committee -- which is comprised of three people from the CVB's nine-member board -- approved Carpenter's pay increase in a private meeting without the full board's approval.
"Mrs. Carpenter then began paying herself the increased salary from that point forward without any approval of that salary from the board," she wrote in a letter to the attorney general. "Further, nothing in the CVB minutes reflects approval of an increase in her salary."
Byrd claims the entire board was only made aware of Carpenter's salary increase to $80,000 a year three months ago during a board retreat in Crawford.
"It was only then, for the first time discovered by many members of the board that Mrs. Carpenter was being paid a larger salary than they had ever approved," Byrd wrote in her letter.
A month after the retreat the board voted to ratify Carpenter's $80,000 a year salary. Byrd also voted in favor of the raise. However, in her letter to the attorney general Byrd said she has been "troubled" by the legality of the board's vote.
She asked the attorney general whether a three-member executive committee could enter into a contract without full board approval. She also asked whether it was legal to ratify past payments approved by the executive committee and whether she or the full board could retroactively rescind a vote from a previous meeting.
In September, an assistant attorney general declined to issue an official opinion on whether past action could be invalidated, stating the AG's office was only authorized to speak on questions of law for future guidance.
But the AG's office told Byrd, "any measure approved by the board when a quorum is not present would be void. Committees may only make recommendations and cannot take final actions on matters."
The CVB board met Monday. The matter of Carpenter's salary was not on the agenda. But as board chair Dewitt Hicks was attempting to entertain a motion to adjourn the meeting, Byrd stated she wanted to rescind her August vote to ratify Carpenter's salary.
Board attorney Chris Hemphill told Byrd she could not rescind a vote from a previous meeting, but could state for the minutes that if she had that option, she could do so. Byrd then asked for the minutes to reflect her desire to rescind her vote approving the pay raise.
Hicks tried again to entertain a motion to adjourn before board member Bernard Buckhalter asked what the AG's opinion stated. Hicks said the board should have an opportunity to review the opinion.
"I read the opinion," Hemphill said. "It does not in any way say that anything inappropriate has been done...Basically, all the AG opinion said was that it took a quorum of a board voting to approve any action."
Byrd responded that what "bothered" her about the situation was the AG saying any measure approved by a board when a quorum is not present is void.
"Void to me means it should not have been done," she said.
Hicks said that was common knowledge and that discussion on Carpenter's salary didn't need to be re-hashed. Byrd reiterated that a three-person executive committee made the decision. That, she said, is why she wanted to rescind her August vote.
Hemphill then said the executive committee did not take action, but did make a recommendation regarding Carpenter's salary increase.
"No they didn't," Buckhalter said. "They took action and the board ratified it after finding out about it quite a while later."
Byrd added, "Somehow it got paid. We paid on items that never got approved by the board."
Hemphill said after the board's August vote to ratify Carpenter's contract, her $80,000 a year salary was legal.
"When y'all ratified the contract, you ratified the past action," Hemphill said.
After more questioning from Byrd, Hicks tried a third time to get a motion to adjourn. This time the motion passed. Hicks, though, did not announce the vote count before formally adjourning. Buckhalter asked what the vote was, then he and Hicks began talking over each other.
Hicks, under the impression that Buckhalter was wanting to continue discussing Carpenter's salary, said Buckhalter had "beat this horse to death." Hicks then told Buckhalter he was out of order. Buckhalter clarified that Hicks had not said what the vote tally on adjourning was. Hicks said it was 5-2, which Buckhalter disputed.
Hicks called for the vote once more. It was 4-3.
"Don't tell me I'm out of order when I was just asking for what the vote was," Buckhalter said. "You need to wait and see before you lose your temper over there."
Nathan Gregory covers city and county government for The Dispatch.