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CA board tables electing directors to board of Symphony Woods trust

The Columbia Association board tabled voting last week to elect two board members to serve on the board of directors for the Inner Arbor Trust, an entity that will be set up to manage the redevelopment of Symphony Woods Park.

The board will next address the potential election at its March 28 meeting.

The board voted to pursue setting up the trust last month after adopting the Inner Arbor Plan, which consists of placing an arts village on the eastern side of the park as the lead concept for the redevelopment of the land.

The trust, which is expected to obtain 501(c)(3) status, will consist of two CA board members, the CA president and two members of the community.

At the CA board meeting March 14, it was anticipated that the two board members would be elected to serve on the trust board from a pool of six self-nominated members — Regina Clay, of Wilde Lake; Tom Coale, of Dorsey's Search; Ed Coleman, of Long Reach; Cynthia Coyle, of Harper's Choice; Alex Hekimian, of Oakland Mills; and Gregg Schwind, of Hickory Ridge, according to CA President Phil Nelson.

The anticipated vote was tabled after River Hill representative Michael Cornell, and others, said voting on electing the members was not properly advertised on the agenda released March 9.

“The item on the agenda specifically says special topics for presentation,” Cornell said. “I'm having trouble because the item is not on here as an action item; it's on here as an item for presentation.”

Cornell's motion to table was supported by five other board members. Owen Brown representative Andy Stack and Clay abstained, while Coale was the lone vote against. Town Center representative Suzanne Waller was absent.

Although Cornell's motion to table the vote ended a contentious discussion, it was punctuated by a passionate 10-minute speech from Coyle about the perceived lack of transparency with the agenda.

“We have a rush to make a decision, and I do not understand what's going on with that. We have the capability of thinking through this,” Coyle said. “The Inner Arbor Plan is great. The trust concept is good. There is a serious problem with what looks to be, even if it's not true, a transparency issue.”

Coyle raised questions about the structure of the trust, including term limits for board representatives and what happens if a board member elected to the trust board loses their seat on the CA board.

“Are they elected for two years? One year? Does this board switch them out? That is a process discussion,” Coyle said. “This is an election of people with no discussion of what happens to them.”

After Coyle's speech, the majority of the eight to 10 residents in attendance, many of whom testified against different facets of the plan and the trust earlier in the meeting, applauded.

Among those who testified against the trust was J.D. Smith, a representative from the Howard County Citizens Association.

“As a Maryland homeowner’s association, CA is subject to the sunshine provisions of the law such as providing residents the opportunity to speak at meetings, advance notification of such meetings and public access to such meetings,” Smith said.

“Nonprofit corporations are not subject to the same sunshine provisions of CA,” he said.

Following the approval of the concept plan last month, Nelson said he didn’t see any reason why the trust’s meetings would not be open to the public

Others argued that the Inner Arbor project is no different than other large-scale redevelopments, like the proposed redevelopment of Hobbit’s Glen Golf Club, and that the trust is unnecessary.

Coale said the trust is needed to execute the scale of the Inner Arbor project.

“It is understandable that this arrangement makes those unfamiliar with corporate law uncomfortable, but it is just one shade off from CA's vendor relationship with any other contractor for any other project in Columbia,” Coale wrote on his blog HoCoRising.

Coale also said the board can’t, by law, dictate the future construction of the trust board, but added “there is every reason to believe that upon the resignation of any CA Board member that they will be replaced by another CA Board member.”

The board will also not dictacte the trust’s bylaws, which include transparency provisions such as whether the meetings will be open to the public.

Coale said in an email that while some meetings of the trust, those that deal with contract negotiations, will be held in closed session, the trust will be transparent.

“The Trust Board will absolutely require frequent solicitations of ideas from the public with opportunities for feedback,” Coale said in an email.

“If I am selected for the Trust Board, I will work to ensure that the public knows what the Trust is doing, why it is doing it, and how that approach was selected.”

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