TOWN OF WILLIAMSTOWN MINUTES PRESENT: Stan Corneille – Chair, Larry Hebert - Vice Chair, Art Stone, Chris Peloquin, Rodney Graham Town Manager: Garrett Earls
VISITORS: Kathleen Lott - Northfield News, Mike Sprano, Dave Delcor- The Times Argus, Becky Watson, Earl Everhart, Irvin Stephenson, Alfred Jenkins, Allen Chouinard, Kamala Chouinard, Jenny Earls, Mary Ellen Savigni, George Savigni, Ed McGlynn, Arthur Kramer, Ivan LeBlanc, Robert Cleaves – Town Treasurer, Al Day, Rilla Brown, Larry Ellison Selectboard Meeting Stan Corneille, Selectboard Chair called to order a special meeting of the Williamstown Selectboard on September 28, 2009 at exactly 7 p.m. Stan announced there are two items on the agenda and he had a few things to say before beginning. A handout for attendees that included the agenda for this evening, a description of the duties of the town manager and town treasurer. Stan read rules for debate as he felt this meeting might get emotional and he wanted to establish some rules. ANNOUNCEMENTS: Chris asked to make an announcement before the meeting started. His announcement to the public, he is in the dark as is anyone else. This meeting is the first meeting in his tenure that he has come to and not know why he was there tonight. One week ago he called the chair with the same concern, a week later we still don’t know why we are here tonight. With Stan’s permission he would like to go down the line, and ask if they really know why they are here tonight. Chris asked Larry, do you know why we are here tonight? Larry, Art, and Rodney knew they were there to discuss the items on the agenda. Item 1 – Board Discussion of Independent IT (Information Technology) Services Stan explained why this was on the agenda. We have one individual Bob Cleaves- Treasurer who controls the complete computer system for this Town, hard ware and software. This system belongs to the town and all the information belongs to the town. Stan did not think it very prudent or very wise to have one individual in charge of all that information. He said we feel it is necessary to hire independent technology service. Rodney moved to approve hiring an independent IT services. Second by Larry and a discussion followed. Chris stated Stan you said we feel the need to hire an independent IT service, he didn’t know where Stan came up with the we part but this was the first discussion at Board level. Stan gave Bob the floor. Bob said he has been in this office about 5 years and when he took over the computer system it was quite antique. Many of the things were incompatible with each other. He offered and agreed to maintain this system free of charge. He set up a viable system and upgraded the system to a server with the assistance of the school; upgraded all the machines to later model hardware and software. He had the assistance of the school to install the server. Since that time in 51/2 years we have not had any major issues. He spent 200 hours the first year setting up this system. He spends 100-200 hours a year maintaining the system. Due to the attempt on September 15th to breach security he is withdrawing his offer to service for free the services of computers. Effective October 31st. Rodney said he was not sure this is a trust issue as a supervision issue where it needs to be. You just stated you do all this work for free however you claim to be full time and get a pretty good size salary. Bob said this is beyond full time, there was nothing added to his salary when he took this on. Chris being the long standing member on this Board we have some memories that we aren’t remembering things. He wanted to make something clear that we have entered an agreement with Bob Cleaves to do our IT Services at no charge. This Board does not have ability to increase the Treasurer pay that is determined by the voters. At no time did we give him a set amount to this over the years. There was one occasion when we were absent of a Town Manager that we allotted to give him a lump sum amount to fill in for the Town Manager and IT Services. Rodney clarified that voters do not set the salary for the Treasurer and the Clerk, the Selectboard does. Garrett said the school was asked to do the IT services because it would be a long term relationship and they agreed. The school was supposed to put in $5,000. to the School District Treasurer and they only put in 2,500. so they agreed to IT Services in lieu of that 2,500. A resident asked what caused this unrest to begin with. Stan explained that the Town Manager could not get the information he felt he needed to run the town and he is in charge of the accounting. He by Statute is in charge of accounting of all departments in Town government. Larry reported that this is not the first Town Manager that was not able to get information needed. Bob is not there eight to five, (normal hours) when people come in for information and the Statutes do not allow him to have all that control. Bob replied that the system is backed-up, software is taken care of by NEMRC. The school has been my backup when he has been away. As far as access, the issue of someone having total control is a valid issue. This is what we pay the auditors for to make sure the accounting is correct. It has been accessible to the Town Manager. Rodney spoke about the elected duties of the Treasurer are and the duties for a Town Manager. There is no one that can change those duties as they are described by Statutes, one of the first things under Town Manager is that he shall have the authority and shall be his duty to cause duties required by the Towns and Town school districts and not committed to any care of any peculiar offices. IT services is not a duty under Treasurer. So that turns supervision over to the Town Manager. Also under Statute 7, under Town Manager to all the accounting for all the departments of the Town. How can the Town Manager do the accounting if he can’t get into the computers. Chris called for the motion and the Board voted in favor by voice vote of 4-1. Town Manager Responsibility to Manage Accounting for All Departments. Stan moving on to the second item on the agenda, this item has to do with Title 24: Municipal and County Government, Chapter 37: 1236. Item number 7 under responsibilities of the Town Manager states to do all the accounting for all of the departments of the town and of the town school districts when the board of school directors so request. Chris stated this was his first time again seeing the Statutes and it appeared to him as were interrupting Statutes, in his opinion, not a good thing to do. It appears we are questioning Statutes in regards to the accounting to the Town of Williamstown and that is done by the Treasurer who may have contacted an attorney. Chris wanted to tell the Board they needed to be very careful with what you do. Stan and Garrett on September 18th met with Deborah Markowitz, Secretary of State about that Statute and she said very clearly that the accounting is the responsible of the Town Manager per Vermont Statutes. Bob agreed with check and balances which is why the statutes for any municipality that doesn’t have a charter requires you have a treasurer, selectboard and a clerk. He understood the wording of Item #7 is but in his discussions with a few other people you need to read that in common sense with a few other articles. He pointed out under that same Title 24, there is a Chapter Called Finances and Audits. Under that 1571 –the town treasurer should keep an account of money, bonds, and evidence of debit paid out, which shall be at all times open for inspection. This number 7 is a general category, he pointed out number 1 that says the manager shall have the authority and it shall be his duty to cause duties required of towns and not committed to the care of any particular officer. That statement in it’s self says there are restrictions to that, if there are duties in the care of any other officer by statute or by charter then those aren’t his. He then read a paragraph from the League of Cities and Towns which is an overview of the duties and responsibilities from Vermont local government officials. The manager must perform all duties not committed to the care of a particular officer. He then continued to read information from five years ago when he went through this with another manager. The manager may supervise and expend all special appropriations of the town as if it was a separate department. The manager is also charged with the general accounting of the town and the school district. He then defined bookkeeping versus accounting. This role does not supercede the authority of the town and school treasurer but compensates that the manager will work with the treasurer to access the records so the manager can keep accurate accounts. A resident that was following along asked if Bob could read the “Note” following what he just read and Bob read it as follows, Note: that the statutes specifically provide the manager with access to all town books and papers. Larry spoke that reasonable access is why they were here and the town manger is not the first one that has been denied reasonably access. Bob has an objection to going into the accounts to make changes without someone’s knowledge and not being able to explain why that is. Stan explained that NEMRC is an accounting system that many towns use. The only person that has the password to NEMRC is Bob. We would want to change that and give the password to Garrett. The way we can do that according to NEMRC is for the Selectboard votes tonight to write a letter requesting them to give the password to Garrett they will do it. That is why Item 2 is on the agenda. We need to give Garrett access to the accounting system. It is an accounting system that belongs to the Town and does not belong to any individual. There are safeguards that can be put on, not allowing Garrett to change anything. Rodney said in his mind this is how he sees the differences in the treasurer duties and the town managers duties. When money comes into the town the treasurer duties is to deposit to the bank and when you receive tax money that is your duty to deposit it to the bank account, invest it or whatever needs to be done. When the Selectboard meets twice a month and signs off on the warrants, it is the treasurer duty to write checks and reconcile the check book. The accounting piece is if we sign a warrant for a truck repair it gets debited to the truck account. Those are separate issues. We do not want the town manager or anyone else to access the checkbook,. The town treasurer who is elected does that. But when you pay a bill for a truck repair for the town manager to be able to see in the accounts it was posted to the truck account. That is the type of information he needs to able to access. Is there a way there can be a password so he can’t enter into the check book. He can access who those checks were written for, who they were written to, when the check entered the account. He can get reports on all that information. Bob explained using payables as an example: we get a bill and its manager’s responsibility to purchase things and verify it came in. It’s typically his responsible to say where it goes in the accounting system. At that point the admin. assistant does the actual entries as a payable. They go over the invoices and assign an account number. Bob reviews it and if he finds a mistake, he and Pat will correct it. If it’s something major then it should be discussed between the manager and the treasurer. We have not run into anything major at this point. Looking at year end we do have to look at some things. The treasurer is a bookkeeper in that sense and always has been. He keeps a journal, if you need to look at it you can but can’t change it. If an entry needs to be corrected then that would be added at the end of the book as a journal entry. He told the Board he did seek legal council and the Town will be getting the bill for it regarding the protection of this office of treasurer. In that advice, the best way it was spelled out was you have a bookkeeping function, the accounting function, the manager is accountable for the money he spends, he needs to report to you and the town, he needs to prepare a budget, but the bookkeeper, which is me, is responsible for making the entries into the book. If you are not happy with those entries you need to submit to me a request if you want to force the change in that entry. It is the legal opinion of this attorney who is prepared to carry and go forward with it that the day to day mundane task of plugging in these entries is the job of the treasurer. The reconciliation and the adjustments of accounting can be adjusted and corrected later. There are several types of access, eyes only, you can only read it and the manager has that kind of access to everything. The Listers have the authority to access to change the grand list records. Not me or the town manager can change it. Pat has access to change vendors. She has access to enter payables. But when it comes to the posting of that warrant you receive that is done at the bookkeeping level. That is how the accounting works. Once we get an IT person from the outside Bob is going to personably request a very strict secure access. Larry spoke that the way things have been going only one person has been controlling everything. That is the treasurer. We hire town managers to manage the accounts and he has not been able to get into things as they needed. This is a good meeting because this has been going on for a long time. This situation has gone on, not just with Garrett but previous managers before. You have one person controlling all the records and the computers. Even so much as to look at people emails. He can change numbers around and it would be better if we had two sets of eyes watching what is going on rather than one person. Larry motion that we have the NEMRC people come in and review the system and address the needs of the town manager. Also security needs of the treasurer so they both can have proper access to the system. Chris second and asked to amend the motion to add to have one of our auditors’s to attend. Larry amended the motion and Chris second. A discussion followed with Chris saying he thought this meeting being call a Special Meeting and not doing that, this Board is very ill prepared. He didn’t see any reason, now that we have been through several discussion why this could not have waited one week to a normal scheduled meeting. The next time we discuss this we need to have all the facts on the table. Stan was not in favor of the motion. It is clear to him that Bob is the only one that can completely access NEMRC. That is just not right. The Town Manager needs to have the ability, too. He needs to have the password that only Bob has. We could take care of that tonight by writing a letter to NEMRC and saying to give us the password. Larry said Rodney brought up a good point; we should have the IT Person involved in the process. So he is clear what we are looking for, Larry repeated the motion to read to have NEMRC come in along with our auditor, who we choose as our IT person to review our system and make recommendations to how the manager can access for information he needs along with safe guarding the areas the treasurer needs safeguarding. Chris said he hadn’t second the second part of the motion, adding the IT services. It was a change after the fact which he supports but he but he didn’t think we going to do that very fast. The way it is left right now it doesn’t seem like the manger and treasurer are in a pleasant place to move forward. So he has concerns about waiting till we can get all three of those people in the same room at the same time. With NEMRC and the auditors we already have agreements but the IT services (the school person) he didn’t know anything about them being selected. We have to go through a process. This is a dollar amounts, he didn’t think we had enough in our current budget and when there are funds involved our duty is too solicit bids. Garrett referred to Item 1 of what was worked out with the school. Larry said we don’t have the luxury since Bob will be all done by October 31st. He didn’t see any reason why we would not use the school. Larry motioned we have NEMRC along with the accountant and IT person get together and review the system to come up with advisement of how the manager could have the access he needs and also address the safeguards concerns of the treasurer. Chris seconded. Rodney asked to amend the motion since the auditors can’t come and we have not agreed to hire anyone for the IT Services. We have not discussed our different options. He wanted to amend the motion to have NEMRC meet with us to explain the system of what can and can’t be done. Stan asked for a second to the amendment. Chris second. Stan asked for the vote on the amendment first. The amendment passed by voice vote 5-0. The vote on the main motion was by voice vote and passed by a 4-1. Larry made the motion to adjourn at 9:15 pm, second by Art and the motion passed by voice vote 5-0. Approved 10/19/2009
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