RETALIATORY TERMINATION?

A longtime Bethune-Cookman University supporter, donor and trustee sues his alma mater and fellow  trustees in a continuing controversy over leadership, transparency and finances.

Right-click here to download pdf of the lawsuit, then click on “Download linked file”

Right-click here to download Exhibits A-D of the lawsuit, then click on “Download linked file”

Right-click here to down Exhibits E-G of the lawsuit, then click on “Download linked file”

BY THE FLORIDA COURIER STAFF

DAYTONA BEACH – A sworn lawsuit accuses Daytona Beach-based Bethune Cookman University (B-CU) and its board of trustees of illegally removing Trustee Board Member A. Ray Brinson as a consequence of Brinson’s questions about the school finances.

In 2013, B-CU trustees (left to right) the Rev. Dr. Eugene Zimmerman and A. Ray Brinson watched as B-CU President Dr. Edison Jackson spoke about his objectives for the school. Last week, Brinson sued the school and all the current individual trustees. (JOHN REEVES / B-CU)

According to the lawsuit filed in Daytona Beach by Jacksonville-based attorney Willie J. Walker, Brinson was terminated from the board on “on or about October 30th, 2016,” without notice or warning, and in violation of B-CU’s bylaws that provide a formal process for removal of trustees.

The lawsuit states that for months, Brinson tried to “resolve the matter informally” with B-CU before finally hiring Walker as his attorney to resolve the matter.

‘Non-action’
An email attached to the complaint indicates that on March 6, Walker then reached out to University Counsel Hugh Grimes and requested that Brinson be reinstated to the board.

“In the absence of restoring Mr. Brinson to the board please advise as to when you or your counsel are available for a (sic) emergency hearing on this matter,” the email states. 

The lawsuit also alleges that Walker reached out multiple times to B-CU with requests that Brinson be reinstated.

As a consequence of what Walker called B-CU’s “non-action,” he filed the lawsuit on March 7, then amended it two days later to add the individual names of the entire 31-member board of trustees.

Brinson, a Jacksonville resident, is a former Prudential and Aetna Insurance executive who retired in 2002 after 33 years in the industry. He is a B-CU alumnus who has combined service of more than 15 years as a trustee. He also served as president of the university’s national alumni association for four years.

Not asking for money
The lawsuit requests that a judge stop B-CU from preventing Brinson continuing his service as a trustee, and alleges that vengeance was the motive for his removal.

“Since Plaintiff has served as chairman of the auditing sub-committee and on the finance committee where Plaintiff has raised numerous questions concerning the Defendant’s expenditures, finances and obligations, Plaintiffs (sic) irreparable injury is demonstrable and Plaintiff is fearful that his removal from the board was retaliatory,” it alleges.

Brinson also requests that the board be prevented from “conducting any business, taking any votes, making any purchases, signing any contracts, issuing any checks, or engaging in any acts wherein the trustees as the legal arm of the university would have to ratify the same.” He argues that any business conducted after he was removed from the board would be legally void, and would thus damage the university.

The complaint also asks for a determination of Brinson’s rights to continue as a trustee, and payment of court costs and attorney’s fees for having to file the lawsuit. It does not request that Brinson be paid any money damages.

‘Last thing’
In an exclusive interview with the Florida Courier, Walker said that filing a lawsuit is “the last thing” Brinson wanted to do.

“It’s not about money. It’s about the orderly conduct of corporate business,” Walker explained.

“Any removal has to be done in accordance with relevant documents. Articles of incorporation and bylaws mean something.”

Citing what he called “a whimsical application of the bylaws,” Walker said reinstatement of Brinson to the board won’t be sufficient. He’s looking forward to presenting his case in court.

“We need a judicial resolution. It’s vital to Bethune-Cookman’s corporate operations. They must understand that rules must be followed.”

Shaq’s mother sued
Among the trustees sued include Dr. Lucille O’Neal, a B-CU alumna who is the mother of NBA superstar and Basketball Hall of Famer Shaquille O’Neal; retired Circuit Judge Belvin Perry, Jr. of Orlando; and Dr. Kent Sharples, the former president of Daytona State College.

Bishop Sue Haupert-Johnson, the episcopal leader of the North Georgia Conference of the United Methodist Church; and Dr. Nelson Adams III, a prominent Miami physician who once served as the national president of the National Medical Association – the organization representing almost 30,000 Black physicians – were also sued.

Predictable response?
This is the first time B-CU’s board of trustees has been sued by a current or former member in the school’s recent history. But warning signs were on the horizon.

In October 2015, the Florida Courier published a front-page story citing a scathing six-page letter sent to the trustee board by Johnny L. McCray, Jr., a Pompano Beach-based attorney and longtime trustee.

McCray issued an ultimatum demanding that the board bring in forensic auditors to probe the school’s finances for fraud and fiscal mismanagement – or he would file lawsuits against individual board members and request a state and federal criminal investigation.

McCray’s letter was the first public glance at a boardroom dispute that began roiling years ago in the wake of the university’s decision to spend $72 million to build new on-campus housing that has now been completed.

After informing board members that they could be sued personally for failure to abide by their duties, McCray gave a stern warning:
“…(I)f this Board fails to conduct an appropriate investigation, I am prepared to prosecute a derivative lawsuit, on behalf of the University, against the appropriate persons for breach of fiduciary duty. At this time, I also believe it may be appropriate to involve state and federal law enforcement officials to investigate whether embezzlement or other criminal acts may have been committed against the University.

“A forensic audit of the University’s books and records for the fiscal years 2011 to 2014 is necessary for the Board to have a fair and accurate picture of the University’s financial position, and more particularly, to ferret out potential wrongdoing, whether civil or criminal, that may impact on the University’s financial health.”

No actions taken
B-CU denied McCray’s allegations. The board of trustees refused to commission a forensic audit.

McCray never sued, was suspended from attending other meetings, did not call in federal prosecutors, rotated off the board after his term ended, and was not re-appointed as a trustee. He is no longer on the board and is not involved in Brinson’s lawsuit.

On Tuesday, the Florida Courier reached out to B-CU officials for comment and submitted a list of questions raised by Brinson’s lawsuit. Grimes, the university’s legal counsel, issued a short statement: “The university has not been officially served with a complaint at this time.  When that occurs, the university will properly respond. However, we do expect to be vindicated in court.”

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