REL0000003289. 0001NCBM: Rebuttal to Opposing Claims Rebuttal Claim The May 30” Election is Invalid because ‘© Argument 1: inactive mayors voted . © Argument 2: the nominations committee . only had one mayor but required five ‘+ Argument 3: the vote was taken by voice . but required secret ballot Argument 4: the election was not properly supervised | iayor foinson “Seized the opportunity to eal ora vote” and ran the elections Further Evidence: ‘Argument 1: It is irrelevant that some mayors may not have been qualified to vote because a majority of the members| ‘who were eligible voted in favor of the elected slate of | candidates (15 votes were needed). Records provided by CBM to the court, show that the necessary quorum of, ‘active members was present for the unanimous election votes to stand, Furthermore, it was the responsibility of the Nominations Committee, chaired by Mayor Antonio Blue, to verify mayors’ status before voting. Argument 2: The Nominations Committee report was delivered by the Committee Chair, demonstrating the work of the Nominations Committee, whatever the number of ‘members. It was the responsibility of then President of NCBM, Mayor Robert Bowser, to appoint and oversee the ‘Nominations Committee. Mayor Robert Bowser presided ‘over the elections and had no objections to the report provided. Arguments 3 & 4 The elections were in substantial compliance with the bylaws, which is what is required under Georgia case law. NCBM has a history of non= compliance with its bylaws and directors who have participated in that non-compliance cannot now contest non-compliance per Georgia case law © This election was the first held in the last few years (the President and Executive Director have been appointing people). (© Secret ballot and an election supervisor have not typically been used in prior elections, Mayor Bowser congratulated MKJ right after he was elected and then tumed a question posed about the board meeting over to him (ic. he deferred to him as the new President), Sue Winchester called MKJ to congratulate him MKJ presided over the conference on Friday and Saturday as the new President, | Mayors ofthe Executive Committee publicly pledged an ‘oath of support for Mayor Johnson during the lunch on Friday, May 31° Vanessa Williams recognized MKI as the newly elected President at the conference banquet, This isa blatant lic. Mayor Robert Bowser, then President, presided over the ‘meeting and elections. Mayor Blue, Chair of the Nominations committee, conducted the election voting provess Nominations were read aloud by Mayor Blue. | Nominations were motioned and seconded from the floortherefore the appointment of the STF & ‘engagement of Ballard) because not BOD members not active members in good standing ‘motion, is not a board member The May 31° BOD meeting was invalid (and © Argument 1: proper notice was not given © Argument 2: some of the mayors listed are ‘© Argument 3: some of the mayors listed are ‘©The action taken at the meeting is invalid because Mayor Gilbert, who seconded the for each position Nominations were closed by motion and second for each position. A voice vote was called for by Mayor Bowser and all were Asst. Secretary, Mary Ajoku, recorded thorough minutes of the elections. Argument 1: Notice was properly given in accordance with Section 3.6 of the By-Laws, which states that a regular meeting of the Board may’ be held without call or formal notice immediately after and at the same place as the ‘Annual Meeting of the members. The May 31" Board ‘meeting was duly called at the conclusion of the Annual Meeting, which concluded on Thursday, May 30, 2013, at 5:00 pm. © Furthermore, the May 31° BOD meeting was a continuation of the Wednesday, May 29, 2013 BOD meeting that did not occur, and was continued to Thursday, May 30, 2013, at 5:00 pm. Gdirectly after the Annual Meeting of the members held at 4:00 p.m. on Thursday, May 30, 2013) However, because the Executive Director did not have the reports needed prepared, the meeting was further postponed to Friday, May 31° at 4:00 p.m. © Mayor Johnson verbally called for the BOD meeting to take place the next day, to which mayors verbally agreed and no one protested Further no mayors protested a lack of notice or the meeting itself when attending the meeting on the ar. Argument 2: The fact that some attendees listed were not Board members is entirely irrelevant. The President, Mayor Johnson, opened the meeting to other members of NCBM. Records provided by NCBM to the court, show that the necessary quorum of active members needed to hold the meeting were present (15 active BOD members were needed for quorum). Argument 3: It is irrelevant that some mayors may not have been qualified to vote because a majority of the members who were eligible voted in favor of the actions taken, Records provided by NCBM to the court, show that the necessary quorum of active members was present for the ‘unanimous votes to stand (8 votes were needed to take action). ‘The fact that Mayor Gilbert was noted as the second in the recorded draft minutes is irrelevant. Multiple mayors seconded the motion and this typo can be corrected when the board meets and approves final minutes. This claim is, ultimately inconsequential given the vote was unanimous with no protest or dissention from any mayor.KJ and his staff created the meeting minutes and forged Mary Ajoku’s signature, and the minutes do not reflect what actually happened atthe meeting This isa Blatant lie. The May 30” minutes of the elections were created and approved by Asst. Secretary Mary Ajoku and she alone ‘The May 31* minutes of the board meeting were taken by hand by Asst. Secretary Mary Ajoku as well as three of Mayor Johnson's staf. Those staff assisted Mary Ajoku in completing the minutes, which were then approved by her and signed Both sets of meeting minutes accurately reflect what took place at both meetings | Fiffeen Ballard employees came to the NCBM | offices & falsified claims to gain entry into the building This is a blatant lie Employees of Ballard Spahr never went to the former NCBM offices at 191 Peachtree because in preparing to g0 they were informed by the property management that NCBM had vacated the premises a week before the annual convention due to lack of payment of rent (owing $80k in back rent) ‘MEY is carrying out the duties of the BOD himself ‘Mayor Johnson is in no way unilaterally carrying out the duties ofthe BOD nor micromanaging Executive Director ‘Vanessa Williams ‘The Special Task Force is operating with the authority of _the Board for the purpose of conducting the audit | Mayor Grace's embezzlement is the cause of NCBM’s financial troubles Mayors were aware of the liabilities of the organization ‘MKT didnot reach out to oral to Mayor Bowser and Vanessa Williams There is clear evidence of financial troubles before and after Grace’s tenure. We have verbal confirmation from the Louisiana Attomeys” Office that Grace was not found to have stolen from NCBM (Ballard is reviewing the case to confirm). _| “Mayors had been presented a set of verbal statements about the debt NCBM has incurred (reported to be half of what it truly is) and the course of action suggested to resolve those issues by the Executive Director. However, Mayors have not been presented a single document to substantiate those claims nor to allow them to make an informed decision _about next steps. This is a blatant ie ‘The email, phone and calendar records of Mayor Johnson and his staff demonstrate repeated attempts to contact as well as conversations and meetings held with Vanessa Williams and Mayor Bowser. Staff held weekly calls with Vanessa Williams and, at times, her staff members from February 2013 until the annual convention. Email records show that repeated requests for documents and information were made. 16 board members sent a letter to Ballard Spahr (emailed by Vanessa Williams) invalidating the elections and disavowing the actions being taken ‘There were no signatures, just typed names, Mayors White, Wolfe and Marks confirmed they did not approve the letter nor their names being added Mayor Pierre was already out of office ‘The BOD met on Friday, July 12" to invalidate the election and the actions taken and call for a new election ‘Vanessa Williams did indeed get a small group of her supporters to attend a fraudulently called board meeting in Atlanta on Friday, July 12° (6 attended in-person; itis unknown if any joined by phone). ‘This meeting was not properly called in that only the President or Treasurer can call a meeting per the NCBM bylaws‘No actions take at that meeting were valid. Furthermore, the board does not have the authority to invalidate the elections (officers are clected by the body). “There is a split among the board with warring factions fighting over control of NCBM This is inaccurate. Only a small faction of the board (10 mayors) have chosen to seek to obstruct the audit and investigation approved by the board. The majority of NCBM board members and members in general support Mayor Johnson and the Special Task Force and appreciate the effort they are leading to restore NCBM. Over 35 mayors have provided a statement of support to this fact