RIOC Board Of Directors Holding Previously Unscheduled Executive Session Meeting In Secret Closed To The Public Wednesday July 10, What's It About? Also RIOC Governance Committee Meeting Open To The Public

The Roosevelt Island Operating Corp (RIOC) announced on Monday July 8:  

Dear Roosevelt Island Community:

Please be advised that a meeting of the RIOC Board's Governance Committee will be held on Wednesday, July 10, 2024, at 1:30 p.m. at the Good Shepherd Community Center, 543 Main Street, Roosevelt Island, New York 10044.

There will also be a meeting of the full RIOC Board of Directors on Wednesday, July 10 at 3:00 p.m. also at The Good Shepherd Community Center.

Agendas for both meetings can be found below.

Thank you.

-Team RIOC

This full RIOC Board of Directors meeting was previously unscheduled. According to the Agenda below, it is described as a "Special Meeting" and is being held in Executive Session meaning the public is not allowed to attend and the discussion is secret.

It's possible, though not confirmed, that the employment status of RIOC President Shelton Haynes and General Counsel Gretchen Robinson will be discussed during the July 10 Special RIOC Board Meeting Executive Session. As previously reported, Mr Haynes and Ms Robinson have been on paid administrative leave since January 2024 pending an investigation of them about workplace concerns raised by RIOC employees. The Executive Session could also be about the current status of the RIOC leadership team following the recent departure of Deputy General Counsel Gerrald Ellis who had been the primary public face of the interim leadership team.

On June 26, I asked RIOC:

... with Gerrald leaving at the end of this month, what is the leadership plan for RIOC?...

RIOC Board Director Ben Fhala answered on July 2:

I was hoping that someone from the administration would be ready to reply to you by now, but it's critical that we don't create a communication void during this important time. The board has decided to maintain the current leadership status quo. We have full faith in Dhruvika as the interim leader. She will be seeking advice and counsel from the incredible existing leadership team that report to her during this transition period until the board reconvenes and decides if or when other changes or enhancements will be made.

We are grateful for Gerald's service and wish him great success in his future endeavors. As always, I cannot speak on behalf of the entire board, but this is the summary of thoughts that I am aware of that were made by the board members. If anyone else would like to chime in, they are always welcome to do so...

The RIOC Governance Committee will have a pubic meeting prior to the start of the full RIOC Board meeting.

During the June 20 RIOC Board of Directors meeting, Mr Fhala proposed two motions regarding governance issues. According to Mr Fhala:

Proposed resolution #1:

I would like to propose a resolution to clarify the meaning of quorum to prevent any misunderstanding of the law and how we apply it at RIOC. Deep engagement between board members and executives at RIOC is critical for oversight and to prevent external actors from controlling the agenda and the interests of RIOC. Unfortunately, I've been informed by a whistleblower that there is an attempt to block resident board members from engaging with each other. The whistleblower informed me of an alleged collusion between the RIOC legal team, Howard Polivy, and Meghan Anderson to block interactions between resident board members under the legal rationale articulated in a resolution made by the board on October 17th, 2019. While I don't think their understanding of this resolution applies, I would like to add a clear definition here to enable the critical work of the resident board members. Moreover this update has not been ratified by an update to our by-laws.

As such, I propose a resolution:

"Board members are encouraged to interact with each other publicly and privately to help govern and regulate RIOC. Board members should not aggregate in a number that constitutes a quorum as defined in NY state laws in a non-public meeting. According to NY state law and our by-laws, "A quorum is a majority of the full membership of the board, including any absences or vacancies.”

Proposed resolution #2:

Recently, the chair of this board appointed Howard Polivy to be part of the interim leadership team. To my understanding, board members must be independent, and as the chair of this board mentioned in prior emails, board members should not be involved in operational matters nor act on behalf of the full board. Furthermore, his involvement and decisions have not been coordinated with this oversight board, nor has he updated us on his activities.

As such, I recommend a resolution to ratify that individual resident board members should not be officially seated in any other position within RIOC not mentioned in our bylaws that might reduce their capability of maintaining independence or create that appearance as required by our bylaws and the law.

Neither resolution was approved. Resolution #1 was tabled, meaning no vote on the substance of the motion was taken and Resolution #2 was rejected by a 5-4 vote.

Here's the discussion during the June 20 RIOC Board meeting.

Tomorrow's RIOC Board of Directors meetings may be very interesting. 

Let's see what happens.