So mistakes were made and like Hillary Clinton said the Party leadership of the Republican Party asked “What difference does it make?” Which led to the lawsuit filed on the 21st of last month. And in the process we started looking for details on the GOP here in Oklahoma so we were sure we knew what it was and how it could be held accountable. And it turns out, very few people if any actually knew what it was legal.
You see the Republican Party of Oklahoma is a really weird duck. We first went to the Secretary of State to find out what its status was but there is no filing for the Party. Not in non profit, not in the domestic corporation side, nothing. So a trip down to the Capitol to visit with the Secretary of State, the Ethics Commission, and the Election Board, all of whom were as mystified as we were; exactly how was the GOP organized and what in the hell was it?
Back in junior high and high school days we had a study period, luckily with a library next door, and being a voracious reader I had pretty much gone through the suitable books for a young man in the seventies including hundreds of small biographies of the famous men from Colonial days forward. Many a time you would read about a soon to be famous man becoming a lawyer and taking a few years to “read the law”. And that was how you became a lawyer in those days, reading the few law books available and reading the decided cases. And it turns out that is a pretty good way to learn how the law works.
A good friend of the Tea Party would send us case law for the various Oklahoma statutes covering lawsuits that pertained to what we were looking for and before long the term “unincorporated association” became an obvious lead. Now normally in order to have a bank account and any property you need a legal entity. A corporation, a partnership, or a sole proprietorship, or just a person doing business as, AKA known as a DBA. Or you were a registered non profit corporation or as it turned out, you could be an unincorporated non profit association. Which turned out to be a vauge partnership of sorts, normally used for short term political PACs or fund raising for Aunt Jenny's son who needed an operation or some sort of charity.
Well, guess what? That is exactly what the Republican Party of Oklahoma seems to be. An unincorporated non profit association. And why is that a problem? Well, the directors as well as the members of an unincorporated association are liable for any liabilities incurred by the association.
Yeah, the knuckle heads that set up the GOP here in Oklahoma never thought anyone would sue their dumb butts and they left everyone hanging in the wind. So when the hypocritical religious fanatics took over the GOP and squeezed out everyone not of the Pentecostal faith or other far right religious cult, they set up every member of the Republican Party and the Directors, AKA State Committee members, to take a hard fall.
Yeah, an association or corporation has bylaws that set out a board of directors, those that are the ultimate controller of the organization, our State Committee members in our case. And other state statutes lay out a Director's responsibilities and liabilities meaning as long as they are following state law the State Committee members are pretty safe and shielded from being responsible as long as they act in the best interest of the corporation or association. But these folks weren't told this; many wanted the State Committee member slot for social reasons and were unaware of the massive responsibilities involved and the Party leaders either didn't know or didn't want them to know.
One of the whines coming from the Central Committee, at least three of the four, was “Well, we couldn't do anything so we should be dismissed from the lawsuit.” But then the responsibilities as an officer of the association/corporation bite them in the ass and we find out they didn't do squat to stop the madness nor address complaints that were sent to them months ago. And the responsibility rolls downhill to the State Committee members who literally might find themselves responsible for a judgement, personally responsible because they also either refused to act or were derelict in knowing what was going on. Ouch....
Then it gets very interesting because the lawsuit filed is itself a weird duck. It is part a lawsuit for damages for a horrendous false light/libel campaign perpetrated by GOP officers and staff, and part a derivative lawsuit; a lawsuit that derives its power to sue on behalf of the GOP itself to defend the Party from lazy or malicious acts or malicious refusal to act and do a duty and protect a right granted by membership in the association. Yeah, in fact the lawsuit is protecting the GOP, enforcing the bylaws, in fact should the judge find punitive or actual damages done by Chairman Bennett, Vice Chair Shane Jemison, or National Committee Members Pollard and Curry, the money goes to the GOP.
Even more interesting, by filing this derivative suit the judge is on notice that a problem exists in an organization and is not able to dismiss the lawsuit unless they notify the organization prior to dismissal and giving any single person in the GOP the right to step up and say “Hol on dere.”
This weird unincorporated association is ruled by the state statures on corporations for the most part and one enormous benefit that is coming out of this lawsuit will be that before we are done the State Committee members will be absolute beasts in total control of the GOP which is as it should be. No more waiting around for a chairman like Bennett to give them financial data or information. Any State Committee member already has the right to march into the GOP headquarters and look at anything and everything they have. Books, contracts, receipts, emails, even the normally solid Attorney/Client privilege cannot shield a scrap of info or communication from the prying eyes of a State Committee member. Any member of the GOP has the legal right to see financial records, all board minutes of any meeting, a list of the members, a list of the state officers including the state committee members including their contact info, and I mean march right in on Monday and ask to see the info.
Some in leadership are under the mistaken idea that they have five days to produce this info but that is actually when any member can file a motion before a judge, possibly even without having to file a lawsuit, and the judge can summarily write an order to force the GOP to follow the law.
And no one knew this or the ones that knew were making sure the GOP members and State Committee members didn't know. No longer, a new day has come for corruption in the GOP.
And the Democrats? A bit smarter than the Republicans. The Oklahoma Democratic Party, Inc. is a domestic not for profit corporation. As such the have an actual entity under the law and are shielded somewhat from liability should the directors or officers make stupid mistakes.
On October the 13th there is
an emergency hearing scheduled in Oklahoma City to force the current
administration of the GOP to begin to follow the bylaws. And while
so far no one has filed an entry of appearance to represent the GOP
it is going to get interesting because legally we have no General
Counsel approved by the State Committee due to the corruption of the
Bennett administration. Yeah, there is one listed on the website but
he ain't legal and if he were appointed by the State Committee after
a ten day notice of a State Committee meeting he HAS to protect the
Party itself, not the corrupt staff and officials that created this
mess. Good luck convincing a judge that General Counsel needs to protect the
association by fighting to continue to break the bylaws of the
association. And a General Counsel cannot represent Chairman Bennett
as he was the one breaking the bylaws. Ditto on the other corrupt staff members and officers.
The outcome of the October 13th hearing ought to be very short and solid; follow the damn bylaws or face contempt of court. And continue to follow the bylaws while the lawsuit is heard on the merits and order and decency is returned to the Republican Party of Oklahoma. After that, if we prove that the officers of the GOP either broke the bylaws or refused to do their duty to protect the Party then we can ask for their removal. So far the former general counsel AJ Ferate has filed to represent Pollard, Curry, and Shane Jemison but he isn't likely to survive a challenge to represent anyone as he will be a witness in the trial that uncovers the corruption of the Republican Party of Oklahoma. Unless common sense becomes common and the State Committee rallies to the defense of the GOP and joins us in holding these corrupt or lazy officials accountable.
