Oregon State Bar

Special Meeting of the Board of Governors

April 14, 2000 – Lake Oswego

Mission Statement: The mission of the Oregon State Bar is to serve justice by promoting respect for the rule of law, by improving the quality of legal services, and by increasing access to justice.

Open Session Minutes

The conference call meeting was called to order by President Rew on Friday, April 14, 2000 at 4:05 p.m. The executive session was from 4:30 p.m. to 5:30 p.m. All members of the Board of Governors were present with the exception of Malcolm Scott; David Orf and Sarah Rinehart from 4:05 p.m. to 4:15 p.m.; David Hytowitz from 4:05 p.m. to 4:20; John Tyner from 4:05 p.m. to 4:45 p.m.; and Joyce Cohen and Jim Sumner from 5:15 p.m. to 5:30 p.m. Staff present were Karen Garst, Executive Director; Kay Pulju, Communications Manger; and George Riemer, General Counsel. Also present from the PLF Board were Tom Peachey and Gary Ackley.


1.Appearances/Special Issues

A.Professional Liability Fund matters

1.Report on PLF Board of Directors (BOD) meeting held April 14, 2000

Mr. Rew indicated he met with the PLF Board earlier in the day. Mr. Peachey reported that Mr. Hall had tendered his resignation as PLF chief executive officer on April 11. The BOD accepted his resignation at its April 14 meeting, effective June 1. The BOD appointed an executive search committee to seek a replacement for Mr. Hall’s position. Members of the committee include PLF directors Karen Alan, Mary Alice Bjork, Bob Nunn, and Tom Peachey and BOG members Larry Rew and David Orf. Mr. Peachey felt more than six months may be needed to recruit a new CEO, and in the interim, PLF governance issues need to be resolved.

Mr. Peachey discussed plans to designate an acting director from the PLF staff by May 1. He felt that operations will continue smoothly because Mr. Hall has effectively delegated responsibility to his staff for many years. Discussion ensued about the search process, interim management of the PLF, and the upcoming recommendations of the PLF Policies & Procedures Task Force and the Special Committee on PLF Governance.


2.Update regarding March 31, 2000 BOG minutes, Bar Leader

Communicator, and notification to the House of Delegates

Mr. Rew asked for feedback about the March 31, 2000 draft minutes regarding PLF issues and the Bar Leader Communicator draft for that meeting. Mr. Harnden expressed concern about language in the draft minutes. Mr. Riemer explained that the contents of the minutes are dictated by the Public Meeting’s Law and must accurately reflect the substance of the discussions. Mr. Rew indicated that approval of the March 31 minutes would be considered at the June board meeting. There was consensus that the Bar Leader Communicator should be distributed to the HOD and other bar leaders soon.

3.Consider committee process to continue reviewing the board’s oversight and the governance structure of the PLF

Mr. Rew recommended the formation of the Special Committee on PLF Governance and appointment of the following members: Ed Harnden (chair), Joyce Cohen, Angel Lopez, and Charles Williamson. The PLF Board appointed Gary Ackley, Bill Martin, Bob Thuemmel and Ric Weaver to the special committee. Mr. Rew indicated that he will attend all upcoming PLF meetings until the governance issues are resolved.

Mr. Rew indicated the Special Committee on PLF Governance had a big job to do and will meet weekly in order to propose recommendation for consideration at the July 21 BOG meeting in Pendleton. Input from all BOG and BOD members is anticipated, as well as feedback from members and bar-related groups. Further discussion about the work of the special committee included evaluation of the PLF Policies & Procedures Committee recommendations. Mr. Baldwin commented that this is the only issue the BOG had managed poorly during his term. He encouraged the board to stay on task to 'get it right'.

Action: Ms. Burrows moved, Ms. Cohen seconded, the formation of the Special Committee on PLF Governance and the appointment the following members: Ed Harnden (chair), Joyce Cohen, Angel Lopez, and Charles Williamson, and PLF directors Gary Ackley, Bill Martin, Bob Thuemmel and Ric Weaver. The motion was approved by the board (14-0-2; absent Scott, Tyner).

The charge of the special committee will be presented for action at the June board meeting.


2.Executive Session Agenda

A.Executive Session pursuant to ORS 192.660(1)(e)

1.Discuss a potential real estate transaction involving the Oregon State Bar

Mr. Davis reviewed proposed options and financial analyses regarding a potential real estate transaction for new office space to house OSB and PLF operations. The decision timeline, costs, rent revenues, risk factors and financing options to buy or lease were considered at length. Other opportunities in the area surrounding the Kruse Woods/I-5 corridor and general market conditions were discussed. Concern was expressed about how the members would react to the cost of acquiring new office space that would result in a dues increase.

Mr. Lopez suggested that the board submit a proposal at the 2000 HOD Meeting to acquire more OSB office space within the next two years to include a feasibility study and ways to phase in a dues increase. This discussion was considered pivotal to getting consensus whether to proceed. Mr. Davis agreed that the reality of obtaining more office space needs to be addressed over the next year. Ms. Garst indicated a proposal would be developed with input from the PLF and the BOG/PLF Facilities Study Group.


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