Legal Battle Heats up for Control of Preservation Organization

Susan Askew
Susan Askew

Legal Battle Heats up for Control of Preservation Organization:

Court hearings, emergency motions, legal bills accumulate in dispute over control of MDPL

UPDATED July 13, 2018

Perhaps the only thing the two competing factions for control of the Miami Design Preservation League Board agree on is that there is harm being done to the organization while the stalemate drags on.  
The latest in the saga: One of the factions has asked Florida Attorney General Pam Bondi to intervene while at the same time attempting to disqualify Eleventh Circuit Court Judge Bronwyn Miller from ruling on which board is the elected board following a disputed election on June 18.
Miller held two hearings this week to take testimony. At issue are 131 proxies and new membership applications that were presented on the night of the election. Those votes were the determining factor in which of the two slates of directors garnered the most votes. 
One of the boards, chaired by Steve Pynes, was certified by the independent third-party firm monitoring the election. That group suspended Ciraldo with pay and changed the locks on the organization’s offices at 1001 Ocean Drive. They are now running the day-to-day operations.
The other board, which Ciraldo supported, is chaired by Jack Johnson. That board initially controlled the electronic media assets including the website, social media, and email accounts. On election night, Ciraldo posted a video of Randy Hilliard who was a candidate for the Board attaching $50 bills (the MDPL membership fee) to membership applications which were accompanied by proxies that elected the Pynes' Board (including Hilliard). The Ciraldo/Johnson group claims the proxies were signed and dated prior to the membership applications and are, therefore, invalid.
The Pynes' Board filed an emergency motion for an injunction against Ciraldo, seeking to have the Court force Ciraldo to accept his suspension and turn over the electronic assets. Judge Miller said in order to do that, she would have to determine which board was the elected board and set a hearing for Wednesday to review the proxies and membership applications. In the meantime, she ordered email access for all employees, references to the election be deleted from MDPL websites and social media, equal access for the organization’s business manager and Ciraldo to the website and social media platforms, payment of normal business expenses including payroll, and that Ciraldo shall be permitted to access the offices but not exercise supervisory authority over any employee until resolution of the election issue.  
Since the injunction was filed, the Johnson Board filed two motions with Bondi, one asking her to “immediately enter a judgment of ouster” against the Pynes' Board. The second asks her to intervene in the case before Miller and recognize their Chair, Jack Johnson, and Co-Chair, Clotilde Luce, as parties to the action filed by the Pynes' Board, saying the dispute is between the two boards and not between Pynes’ Board and Ciraldo. 
Stuart Reed a former member of the MDPL Board and a member of the Johnson slate is Ciraldo's attorney. Separately, he filed a motion to disqualify Miller stating “Ciraldo has a well-founded fear that Judge Miller has prejudged the case against him” and claiming that he “has a reasonable fear that he will not receive a fair and impartial trial or hearings and that the Court has a bias in favor of Plaintiff and against Ciraldo.”
Their reason: “Judge Miller expressly recognized that the Court has to determine which of the two boards of directors were duly elected before it can determine if Plaintiff has the requisite ‘clear legal right’ required for a temporary mandatory injunction and a ‘substantial likelihood of success’ required for a temporary injunction. Nevertheless, later in the hearing Judge Miller stated that Ciraldo had been suspended by the elected board of directorsCiraldo’s attorney objected and cautioned the Court that ‘the elected board of directors’ was still undetermined, the results of the election are in controversy, the issues surrounding the election were not yet framed in papers filed with the Court, and the Court had not heard any testimony or reviewed any evidence about the election to properly determine that Ciraldo was suspended ‘by the elected board of directors’. Notwithstanding Defendant’s attorney’s objection at the hearing, the Order signed on July 6, 2018 re-states: “The newly elected Board of Directors furnished Ciraldo with a notice of suspension.” [Emphasis in the Court filing.]
As a result, Ciraldo believes the case is pre-judged against him and asked for a disqualification of Miller as the judge “and to proceed no further in this action.” Miller denied the motion.
In the motions to Bondi, the Johnson Board reiterates the harm both sides acknowledge is being caused to the organization including the risk of losing funding from the City which has placed support for Art Deco Weekend and other grants totaling $125,000 on hold and the risk to the management agreement with the City to manage the City-owned facility on Ocean Drive which contains the Welcome Center, museum, and MDPL offices.
Caught in the middle, according to Reed’s filing, the International Inn on Normandy Isle. Attached to the filing is a letter from Alex Tachmes, attorney for the Inn which has been in discussions with Ciraldo and other members of the preservation community to designate the property as historic. In the letter addressed to the Miami Beach Historic Preservation Board, Tachmes cites two reasons for seeking to have the item delayed from discussion at the HPB’s July meeting: One, because “a written settlement agreement regarding the historic designation and certain development rights to be provided to our client” requires City Commission approval and “the settlement agreement is now on hold pending the City Commission referral.”
“Further,” Tachmes writes, “one of the key stakeholders involved [in] the negotiations with us over the last several months has been MDPL. Given the recent news about the organization and its effect on day-to-day operations, we will be unable to finalize the settlement agreement unless MDPL is actively engaged in the process.”
At the most recent meeting of the city’s Finance and Citywide Projects Committee, City Attorney Raul Aguila noted, “MDPL via our Code has certain stature and status before the land use boards.” As a result, he said, “This needs to be clarified sooner rather than later.”
That stature has been in place since 1994. It includes having one representative on the seven-member Historic Preservation Board, one of the City’s most powerful land use boards. (The appointment is made from three nominees.) City Communications Director, Tonya Daniels, says in addition, “MDPL can request historic designations as well as appeal decisions of the land use boards in certain quasi-judicial matters.”
Perhaps the only other thing both sides have in common is accumulation of billable hours by attorneys. No word on how Pynes’ Board attorney Joe Geller’s bill will ultimately get paid. He had two additional attorneys in Court with him on Wednesday. As to the suit against Ciraldo, he has set up a gofundme page with an initial goal of $10,000 to pay his legal fees. That goal has since increased to $20,000, with $11,111 raised in the past week. In an email to potential donors, Ciraldo noted he had contributed $2,500 to the fund. He originally pledged to have the money reimbursed if he prevails: “If we win and retain control of the MDPL, I will work to have all funds refunded to our donors upon request from the MDPL.” Judge Miller ordered him to remove that language over concerns raised in Court about the potential that MDPL could lose its 501(c)3 non-profit status over that promise.
Following Wednesday's hearing which included 2.5 hours of testimony from Steve Pynes, testimony resumed today mostly covering election policy and the authority of the Board Chair and Executive Director. The Court has not yet reviewed the disputed proxies and membership applications.

Testimony picks up again on Tuesday.

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