By Rose Hoban
Nineteen county commissioners met in Graham on Thursday to choose a new governing board for Cardinal Innovations, the troubled state-funded mental health agency recently taken over by state officials.
The 17 new board members, chosen from dozens of applications submitted over last weekend, will be joined by a handful of members of Cardinal’s Consumer and Family Advisory Committee and several picks made by Health and Human Services Sec. Mandy Cohen to make a total of 21 members.
The move was necessary since Cohen took over the agency on Nov. 27 in the wake of excessive salaries and severance packages given to former Cardinal CEO Richard Topping. The old Cardinal board had approved of a $1.7 million golden parachute for Topping, along with about $2.1 million in severance for other agency officials.
The firings came in the wake of two audits detailing high salaries for Topping, contracts with generous escape clauses and Topping’s, pressure from state officials and the board’s defiance of those officials.
Three of the newly chosen members also served on Cardinal’s old board, which was stripped of its power by Cohen in the surprise takeover.
Last week, DHHS officials called for the meeting of the county commissioners to choose new board members, as required by state law. Getting a new board seated and trained is part of state officials’ desire to quickly move Cardinal back to being an independent entity.
One of the three returning board members, Bryan Thompson, was expelled by the old board at a meeting on Nov. 17 when he complained about financial issues.
“There were several people on the board trying to do the right thing; everybody got painted with the same brush,” said Mecklenburg County Commissioner George Dunlap, who had also been on the former Cardinal board.
Dunlap recounted Thompson’s final board meeting on Nov. 17.
“I’ve never seen this happen before, as soon as the meeting was gaveled in … there was a member of the board selected to read a statement to say that what Bryan was doing was against the rest of the board,” Dunlap said. “They took a vote and he was kicked off, it was just that simple, within three minutes of the board meeting started … he was kicked off.”
Dunlap says he resigned several days later upon learning that he was being excluded from decision-making about Topping’s and others’ severance packages.
“It has been brought to my attention that the board is taking action without informing all of its members, therefore effective immediately I am resigning from the board,” Dunlap wrote to board chair Lucy Drake in an email on the morning of Nov. 27.
Dunlap said his resignation was in part strategic: His resignation reduced the board’s number below the minimum of 11 members, the minimum required in state law, putting the board out of compliance.
“That would keep them from having the eleventh [person] to take any action on behalf of the board,” he said.
The third returning member will be Halifax County commissioner Marcelle Smith, who argued his continued association with the re-cast Cardinal board was an effort to clear his reputation.
“I supported a lot of things that went on, and I’m sorry, things are definitely 20/20,” Smith said.
He also argued that, at times, he had pushed back against the majority.
“When the minutes are finally released, it won’t show we were voting in opposition to the board,” he said. “It won’t show that when the decision was made to terminate Richard and what his compensation would be, it won’t show that we abstained from setting an amount.”
He said that in the end, he had only wanted to honor what was in Topping’s contract. But when asked, he admitted that he had not seen the actual document.
Will it fly?
Sen. Tamara Barringer (R-Cary), an attorney who teaches at the Kenan-Flagler School of Business, pointed out the responsibilities of public boards during the legislative oversight meeting this past Tuesday.
Tom Lane (Granville)
Dawn Allen (Stanly)
Dr. Richard Blanks (Forsyth)
Dan Brummit (Vance)
Bob Byrd (Alamance)
Scott Craver (Davidson)
Keith Duncan (Rockingham)
George Dunlap (Mecklenburg)
Judy Klusman (Rowan)
Layton Long (Chatham)
Tchernavia Montgomery (Mecklenburg)
Carmen Hooker Odom (Mecklenburg)
William Pilkington (Cabarrus)
Gordon Powell (Person)
Jennifer Richards (Orange)
Marcelle Smith (Halifax)
Bryan Thompson (Davie)
“Perhaps it’s not known if you serve on a board, and you do not dissent from an action in the board minutes, meaning that you had it entered into the minutes, you have voted for that action,” she told the oversight committee. “All of those former board members that did not dissent have committed whatever has been committed.”
And on Tuesday, Barringer publicly urged the county commissioners not to put any old board members on the new board.
“I’m disappointed that the nominating committee did not provide us with an absolutely fresh start so that Cardinal can regain the confidence and the trust of the people of North Carolina, the vulnerable that they serve and the taxpayers who finance it,” said Barringer said when told of the new board makeup.
At Thursday’s meeting, commissioners expressed awareness that their deliberations would be dissected by the public and legislators alike.
Hours of Thursday’s meeting were spent with the county commissioners wrangling over procedure, discussing how to conduct voting for new board members, and haggling over how many board members they would finally appoint.
As there is no precedent for reseating such a board, they adjusted their process to ensure that each new board member would be chosen by majorities, rather than pluralities.
“Anything less than half this group voting in favor of someone raises a question,” said Chatham County commissioner Karen Howard. “I find that uncomfortable.”
There were also discussions about making sure the board would be diverse: racially and ethnically, geographically and with both men and women. And in the end, the commissioners decided to seat a larger board than had been appointed previously.
“With what we had to deal with I recognize the importance of filling those seats,” said Davidson County commissioner Steve Shell. He did say he wished there had been more time than just a few days last week to solicit nominations for the seats. “I’m just concerned that we left good candidates out there that would have made great board members.”
“I’m hoping this group here is going to rebuild the trust in something that seemed to have gone awry,” he said. “But we’ll move forward and see what we’ve got, just like we have to from time to time.”