New trustees find their feet

Questions of officer elections, conflicts of interest and training led to valuable learning opportunities for new and old board members alike at last week’s meeting of the Crook County Medical Services District Board of Trustees.

With one new trustee unable to attend the meeting and the other hoping to find her feet before making important decisions, the board hit its first snag at the first item on the agenda: electing officers.

“I like to know people personally,” said new Trustee Sharon Coleman, explaining that she felt uncomfortable nominating or voting for people she was not yet acquainted with.

Coleman explained that she “fe[lt] blindsided” as she had expected to attend the meeting solely for the purpose of observation and swearing in, rather than to participate.

This misunderstanding perhaps arose because most elected officials start their term at the beginning of the year. The CCMSD bylaws, however, state that trustees will ordinarily take their seats, “at the regular November meeting of the board immediately following the general election”.

Trustee Robin Hibbard named Trustee Sandy Neiman for the role of board chairman, which was then approved by Hibbard and Trustee Brent Fowler.

“I’m going to abstain, just because I’m in the dark,” said Coleman, who said that, while she had done some reading before the meeting and has served on a number of boards, she understood that she was not fully up to speed and wanted to absorb as much information as possible during the meeting, limiting her participation accordingly.

“You won’t be hearing much from me today,” she said.

Fowler next nominated newly elected Trustee Marlene Edwards as board secretary, “Just for the fact she has a lot of board experience.”

Edwards was not present, but CEO Micki Lyons was able to contact her to confirm she would be willing.

Hibbard then nominated Coleman for Treasurer, which she joked was one thing she does already have experience with. As past secretary, Neiman pledged to assist her with knowledge and records.

Shortly after the officer election was complete, Hibbard brought up a question that had occurred to him while undergoing required training for board members.

He explained that the training had covered conflicts of interest, which had led him to wonder if Fowler’s situation is problematic.

Fowler’s wife is an employee of CCMSD, he said, and the district also sometimes makes purchases from his hardware store. He asked if this constitutes an issue that the board needs to resolve.

“It had very specific comments and a whole section about conflict of interest and that’s what brought this up and I just want to protect Brent and the organization,” he said, explaining that he believes a definitive answer would do this.

Fowler said he had believed the issue was already been resolved as he has no direct say over anything to do with his wife’s employment or purchases made at his store.

Coleman pointed out that Wyoming’s laws regarding conflict of interest are relatively loose, as the state recognizes that its smaller populations lead to limited options.

Board Attorney Kara Ellsbury explained that policy requires a trustee to disclose any potential conflict of interest, which has been done. “He has fulfilled his duty to disclose,” she said.

Further, if any discussion is held on an issue that causes conflict of interest, a board member is required to recuse themselves. Hibbard asked for clarification on what discussions this would include, so that the board has dealt with this, “Ahead of time, so we don’t have to cross this hurdle someday downstream.”

Ellsbury explained that this would involve a decision that directly pertains to his wife or business.

However, she said, in most cases Fowler is not directly involved when, for example, a member of the maintenance department decides to make a purchase at the store.

Meanwhile, “Micki is the CEO, it is her job to manage the employees.” The board is not directly involved in hiring or firing decisions, she said, so she again sees no conflict of interest unless a specific decision is brought to them.

The next question for a new trustee was the requirement for training.

“Do you realize that there is a requirement by the Department of Audit for the State of Wyoming that you must go through a training session for a trustee?” Neiman asked Coleman.

Coleman exclaimed that she was surprised to be unaware of this, considering all the boards she has served on. Neiman explained that it is a relatively recent requirement and can be completed online.

“A lot of it’s informative,” she assured her.

Discussion of bonding Coleman as the new treasurer also raised questions.

If Coleman is the only bonded board member, but other trustees are involved in financial matters, would this not place all the liability if money is mishandled on Coleman, she asked?

Hibbard suggested a change to the previous procedure such that all signatories are bonded, to which his fellow trustees agreed.

“I think that it does put the treasurer at substantial risk if she’s the only one and she’s bonded for $10,000,” he said.

Ellsbury commented that, while only check signers and the treasurer actually need to be bonded, she sees no issue with this being extended to all trustees.

“It’s an additional expense, but it also provides additional protection,” she said. The estimated cost would be $100 per person.