Joint Performance Review (JPR)

Good morning ladies and gentlemen colleagues the joint performance committee is in announced session I would like to welcome the members of our staff in the gas now and a special thank you to the staff members in colleagues for accommodating the needs of the chair for to adjust the the calendar if we are still in session at eleven thirty we will recess until about thirteen thirty or until the eleventh of january to allow the alc executive subcommittee to address an issue that they need to get taken care of so today we're going to be taking questions from committee and noncommittee members alike in the order that we receive them in the queue i'm not going to if give a committee members of preference over non committee members because everybody has an interest in asking some questions all of our witnesses will be sworn test moding when they come to the table. In members of if you would please limit your questions to two or three without asking for a follow up just go ahead and ask your questions and interest of time and and keep it to two or three or our cuts off and then get back in the queue if if you still need to add ask any questions so at this point i'm a yield to a coach you're the very honourable senator kim hammer for any comments that he may have have not taken missure thank you senator hammerson getting right with it will call our first hello witness to the table or i'm sorry we need to approve them the minutes of the february twenty sixth meeting do I have a motion have a motion in a second old favorite eye i'll oppose the non passes. And next up mr dub's buyer. Do you come to the table please. Yeah. If you were done remains standing race right hand do you saw miss where the test by better give beat the whole truth nothing but the truth so help you got. Please take your seat state your name and the position for the r. My name is william dubs buyers i'm a member of the border correction. I think mr buyers thanks for being here today and so are my my first question to use did the mister medication provide you any advice on your test money today we talked yesterday okay and did the you meet with any anyone to prepare your testimony today other than mister zadigan. I not to prepare no I have I spoke with several individuals about about coming so you did okay thank you very much so have you seen the list of witnesses being called the chest by the day yes okay and from the people that list a who are who all are here today that you know. From the board and other chairman magnesses here. Lee watson is here board member brandon is here board member. Lanner mccashland is here she's bored member. Reverent on broom field is here he's a board member. I have not seen pastor jowels he may be here I don't I don't know. Um. Sure show grey is here she's our administrative assistant. Of course from the department correction we have a chair graves and weight hards. I had had to look at the list say it that pretty well covers that thank you so have you ever emailed or texted with mr medicine again yes sir okay so have you provided those communications to this committee everything that I have has been provided yes okay thank you who altered the reported services contract it's in question. Well originally it was authored by the um but I asked i'm asking who altered the document we know who it was originated who altered the document well originally it was authored by staff in chad browns offices so if my question is who altered the purported document. Who have a document that's already made I want to know who altered it after it was finalized that would be the at the attorney abdon okay thank you. Are any questions from the committee. Okay senator game where you're recognized thank you mister buyers uhm so just. Following up on the contract did. Did the board of corrections vote on the purported services contract. No I did not okay whether it was a revote on the engagement letters related to mister medis on yes. Okay did any other board members vote to review the contract. The services contract. Are you talking about the one that was presented to the procurement yeah i'm talking about the one that you just answered that they didn't vote on so i'm asking anybody else who say again please did anyone else review that services contract not that well nothing where it was. It was sent to too benny a magness and also to leave watson in my in mind review of things lee did not review it. And benny briefly reviewed it the sherman i'll get back in the queue. Thank you center to get more representative lunch from thank you chairman of here the contract that was changed. Was there an adendant signed by the members once that contract was changed was there in the dental attendant signed for the contract it was changed when a contract has changed people have to sign off on it was signing off on it. Yes. Is that been made public is that one has that been made public. That's the that's the the contract that was presented to alc it was signed off bad the attorney and also chairman made with the changes and a dinger was made to the contract with those changes and that was signed off okay thank you thank you representative lunch from and represent a firm. Thank you mister chair. Did the move here from the front okay so did the attorney communicate with the board about the changes he made to the contract. And i'm apologize i'm heart of hearing so i'll ask to repeat lot i'm sorry see ask again so do the attorney communicate with the board about the changes he made to the contract he said no no not the board. So do you find it problematic that he changed the contract to increase the price seven thousand dollars and didn't communicate that you guys. No. You don't find that problematic now. I can help me can you help me understand how it's not and I sell real estate and if I agree to sell someone's house at six percent and then it closing its ten percent I don't come you could at my client I think my client would be pretty unhappy with me. The. If my understanding that when it was when it was first presented that it was only an estimate. They asked for an estimate. And then for the final it was to two or seven thank you. Center bright thank you mister chair so so to follow on with the his question at what point would an increase be problematic at what threshold would you just take a step back as a board member whereas it board in. So this is problematic that is not as the terms is the original contract. I don't know I can answer that question the the form that was submitted was the final form and it was it it had the inherit the amount on it that that was not that form that. A service contract was not approved by the board in it never had one of those never has been approved okay how how long have you been on the board about eight years at yours can you walk me through a typical practice when a contract for anything of significant value such as sure comes to the board I usually contract is brought before the board full contracted brought before the board. And it is reviewed. As manufacturer medical cut the medical contract is most recent one. Ah it was right before the board it was reviewed there were some questions about it there was some there were a few changes may it was approved by the board and that see it we we have never. Submitted these the documents to alc that were that were submitted that's all done by staff or by the bar osp it's not done by us we only approve the contract which is. Which is what we did with with the contract for the attorney we approve the contract. I thought you test me was you you did not approve it as a board you just approve the. The the original contractor the letter of engagement well. I'm calling that a contract a week we approved the letter of engagement or the contract with so to the letter of engagement have all the stipulations of the contract the terms the amount no so how do you have a contract with that terms. Adult I don't know a centure i'm not that's not in my hoyal I don't know I just know that we approved hiring. A unattorney through a contractor through an engagement letter I don't know what the proper issue so your testimony is any time we have a contract use you view it as a board and you go through the terms and you ask questions in this case you're telling me that you don't know if you did that or not. I don't know what the. What the vernacular is the proper vernacular in it was my opinion. That when we hard about that we entered into a contract with him you you may call it and engagement letter i'm not an attorney at all I don't know the the proper for an accurate okay alright thank you mister all you're back in the year and so mister buyer's thea the contract that the board approved what was the amount on the contract. We did not only original contract we did not approve we did not approve a figure. There was not a figure on it how can you have a contract which is not I don't know. You're on the board right I am so that's that's kind of disturbing in itself so are anyway my coach center him. Or in urb. Dark buyers let me ask you first all how is it that you. And the board has found have found yourself in this situation in the first place that you're dealing with a contract because listening to testimony i'm getting the impression this is this was the first time occurred or it's uncharted water for the board it is so been that it's unchartered water and a first time experience for the board how is it that you've found yourself you all found yourself in this position in the first place first of all it was submitted the engagement letter back in favor and. At that time there was. There was nothing and and. To the best my knowledge there was nothing said that anything else needed be submitted. Until march fourth. March fourth in that was that I believe that was the day before the deadline to submit the the documents to all osp alc. So. The day before it was do then it was told to us that it needed to be in this format could I assume before you go on who told you there i'm sorry before you go on who told you that it's in its in all the emails and everything is in the document that up that I prepared but for the record who told you that. This. Who told me personally. Well who told you personally then was that communicated to the board as a whole also no it was not communicated board it was it was handled by staff. Okay I will go ahead where at march fourth now go ahead with then someone commute it communicated with mister arms wrong and i'm i'm i'm going to the best my knowledge here but some of somebody a floor johnson I believe communicated with mister armstrong whose who said that it needed to be submitted in this format and that's when everything got kicked in the high gear because we own ahead we actually had less than twenty four hours. Are to get the documents ready sign and present it it was a hurried process it should never have been done that quickly and I think that that that was the the source of of the of the problems okay one more time I heard who who is it that told you that you said it was passed up to a armstrong but who was at the communicated that to you as a chad brown was it you're turning or who was a ten probably shared but II can't I can't remember exactly the channels our main main communicator okay will get to it and thank you michelle yield thanks in our hammer he had saw i'm and going back to my question earlier about this contract at the board review so none returning but I know a little bit about contracts and in there's like three elements of a contract you have an offer you have acceptance and you have consideration you said there was no dollar amount on that contract so it was in a contract so the board just reviewed the offer and acceptance and you just fell in the blank later is that the case here. There was as I remember there was no talk about. Oh an amount. Okay sinderstone. Yes mister mangs or from memory better believe when that contract left your office it had a dollar amount of two hundred thousand dollars only to that correct the final one ahead to it the one thousand presented a lc had had an amount of two hundred and seven thousand dollars on but when it left your office before it was changed you do not have two hundred thousand two hundred thousand that is great so you don't found that problematic to that was changed to make somebody made a unilateral decision to do that without your knowledge that's not problematic actually it is not problematic in the cars when that two hundred thousand dollars was submitted that was just an estimate it was not it's my understanding it was not the family final amount well my ponies. I'm sorry doctor barrels at called you mister bags apologize that thank you there was a compliment will no worries when when that when that can't track left and have a two hundred thousand dollars a mount on it. And then when it came back at at two hundred seven thousand dollars how did the board arrived at two hundred thousand dollars before before it was sent over because that must have been your expectations i'm sorry say ask again when the contract left out with the two hundred thousand dollars that must be in the board years and aboard the expectations and that it came back with two hundred or seven thousand dollars on it is that still not problematic. You're asking me now sir all right. Is it problematic that your attorney materially changed the contract with that your knowledge. It was chat no it was changed for good reason and he can explain there are twelve i'll defer to him thank you. Thank you mister. Thank you center stone and represented bantley. Thank you chairman over here mr buyers thank you. Thank you for being here to appreciate you being here to answer these questions as I want to back up to sold a bit of a trying to understand why the changes that were made by the board and things that were done with you as a board member made aware of the process it should have been taken originally that you should have reached out of the turn general's office was that discussed by the board that you should have reached out of the turn general's office before you hired your own attorney region if I may all that is in in in litigation right now and. I'm rather not discussing. So you don't want to answer questions regarding what i'd steps were taken by the board before you hired it attorney as I said all that is in litigation it's been rule on by the circuit court that we were proper in doing it but it's it's being is being. Is being appeal and and all that is in litigation and rather not get into that okay thank you move around another another question so you have stated that she is not concerned to you that the contract that was filled out by free attorney was not substantially changed that your testimony that was merc and starting to you as a board member. That was changed on. Substantially. No that is not a concern because it is my it was my thought their term. The original and was just an estimate and not the final okay thank you to me. Representative spring or recognize thank you mister chair good morning good morning. Oh by the record sold that there can be some understanding what was the basis for the board needing to hire outside council can you is that something that you can explain to. The original the original also was because of. Two changes in two last and it was. The. Center bill one ninety four. Which changed that the secretary serves at the pleasure of the board and change that to serve the pleasure of the governor. The other one is sent it bill one ninety four excuse me send it bill for ninety five. Which states that the director saw the pleasure the sector what those two largely those are the only those are the only points that we had in contention with okay we support the protection. And the those with only two things who had contention with regards that took the authority away from them board and put it in the executive branch. Who's our opinion that that was unconstitution of our amendment thirty three. Amendment thirty three gives the gives authority to the board to oversea. Corrections those two laws those two changes change there and that's what we're took exception to and that was the basis for you home council yes yes to file because. We didn't feel like since the attorney general it come out like he he did. In opposition to the board that he could adequately you need to get impartially representatives. Thank you mister chair. Culture center hammer. I'm sorry I punched the wrong button center history and they want I am thank you. In the three and half hour alc meeting representative of cabinet as company contracts the board has submitted since transformation five years ago. Your report did not give an answer to that you know how many contracts you guys have worked through no sorry. Okay but it is something you've done many times we have approved contracts yes we'd never submitted them in the process it was me to do so okay. Many of the speakers questions from the three and a half hour alc meeting we're not squarely answered after completing your investigation did you found that your attorney made the sovereign immunity changes to the services contract yes thank you. Center board you recognized. Thank you mister chair just I want to change directions just a little bit answer some unresolved ideas or issues for me so for we are training does the border corrections do initial or annual board training on freedom of information act. The. I'm not aware of it no so you don't recall everyone really anywhere I don't recall okay so or are you familiar with the the definition of a meeting what a meeting would be regarding the the border corrections. Well it's. It's when more members get together how how many board members constitute the well gent and generally two or more tour more okay so two or more board members create a meeting and that's what you testify here to today is that correct yes okay next r who created the border corrections to the legislature create the border corrections or to the constitution create the border corrections I believe the legislature created more but it is your testimony that you the border corrections is a constitutional interdisc okay thank you. Center dispay. Well i'm sorry center dismantling himself in it and appreciate coming day in an also working through the report that was provided. There there were some things though in the report that you know we specifically ask question about i'm not sure that we were going to respond and really before we got side tracked with the changing of you know the submission. Of the the latest contract we were trying to ask questions about the engagement and how it all came about. Because I think in my mind from what i'm beginning to even understand even by reading the report at that there are really no procedures in place for the border. That you're not following procedures as a board that essentially you allow the authority of one or two members to make the decisions for the board. At which then takes away all of the checks and balances that should exist you know for you to have the abilities and the the functions that you have so specifically my questions would go back to the engagement letter and how that came about because I asked you know how did we come about how did we you know higher you know the attorney that you have. And there is an I ask will worse the correspondence and you know what I found in in what was submitted back no no correspondence took place I don't know if that means cause it was although you know verbal there was really no official board vote until after all the actions had taken place. Happy so the oldest not feel like you have to follow normal procedures have you been allowed to function without. Oversight for so long that we feel like there's just the normal course of business I mean my fear is and I think we'll prove itself out. Is that what's happened with this contract engagement letter and whatever else with his attorney probably place itself out in multiple places inside the department of question where there is men one or two members without the advisement or even knowledge of other members making significant decisions i'll go back just the basic question is on the engagement letter and how that came about can you walk me through the hiring of the attorney. In what you'll believe to be the correct process. The. As I remember is I recall. When. This. When we got into a. This agreement. With the secretary. And we started we started taken action tornado his dismissal actually was for a first of all put him on probation and this and then dismissal. During that process. A board member leave. We discuss we discussed it and he was the one who recommended about for the for to be to be to be hard it was done and opened session. And it was done by the board. The. Outside of. Great center okay what I would say the little bit that I know about how mister app and was hired was a lot more detailed even in your previous testimony. It wasn't that mister watson walked into the room in a board meeting in an open discussion you all decided to decided to hire mr abdon it was that mister magness. I guess in powered mr watson to go out and find an attorney he's hardly ease so this is where the problem is right i'm looking at two board members I have one going this way in one going this way one shaking their head no in one shaking their head yes and we tell you why. It's because you're not having real board meetings. And members don't understand what's happening on the board and decisions are being universe you know you know had early made that is the problem. And so just to back it up my understanding was. That mister magness asked mr watson to make a recommendation mister watson brings the recommendation to the board and somehow it's agreed upon that no one else needs to be better there needs to be no other discussion the book bode or the board does some kind of you know make some kind of decision to interim engagement with mister app and okay that's what that's the way that I understand it but what i've tried to ask you. Will show me the discussion of how we empowered mister watson well it doesn't exist. Show me the decision how we veted five different attorneys or whatever we came to the conclusion to harm mister app it doesn't exist. Talked to me about the and get you know that the conversations that were had between the attorney and mister watson they don't exist. Because it's all turned outside of the light of what the people were able to see which they should be able to see. So to get back to the question is this the normal way the charm make decisions and interior into contracts because set aside your constitutional thought of independence whatever you may have and maybe it conflicts with mine you still have to follow procedures was this the normal procedures where we just empowered a board member through a conversation by the way that's not recorded and noted in the kind of minutes. You know there was no vote of the board that it should be mister watson that was in powered is this just the normal way that we do things. The. In this case. I would say yes. You're going to please do you think that that's appropriate well it's appropriate because in your mind what what made you feel is though that this was the incidents in which we bare pass all of our procedures that should be in place. Your question rose to the level that we don't that we can have conversations amongst board members out of the public either unrecorded in in an announcement. I don't know that they were out the public well that I was work because i've got documentation here and I have nothing hours I was not involved in this so you you may have to answer some am I may have to ask them other. Other other players I remember the board meeting where. A lee recommended that we hear about where was the board meeting that we have been considered hiring an attorney that that exist where was we have a board meeting with said hey. I think we need to have a an internet that that happened that was the board meeting there now sir there was a board meeting in which you agreed to hire apt and there was not a board meeting in which you agreed to hire an attorney period. Was there. It was my recollection that all that was handled at same time. Do you feel as though that this even the engagement letters back up to that was handled appropriately I do thank you. Center hammer link was share. Doctor why would the board cause my my understanding the way the conversations played out this morning it's almost as though the original contract was an open ended contract. With no dollar amount established in it is that correct yes sir why would the board initiate a contract. With an open ended almost appearance of write your own check balance. III can't answer that center. Was that discussed in the board meeting no. Human in the dollar amount well yes a dollar mill not to our account. So you'll have come day i'll see an **** for an original amount with an adjusted amount on it. But what if the amount how how would you have known what the total amount could have been given the fact that it's in litigation and that could run up much higher. Then the numbers that have been presented to us that that was that disgusting and board meeting now that as I recalled the. The fees of the attorney were were discussed the dollar amount but not a total dollar amount. How much for hour. For him how much for his assistance that I think was discussion. But not the total dollar amount that was not that was not rough up until the documents were speed a day I see. The. So it could have ran higher than what it was because i'll yell discuss was just the hourly rate without any did do you enhand sight looking back. And I understand that your statement he has said the board has never dealt with a situation such as this. Was there any expression of concerned by any of the board members that you all were getting into something that could run into significant amount of money. Before it was even approved by lc was at a part of the discussion and aboard meeting no service at notion. Okay oh yield for now thank you mister thanks in a hand result if a data amount wasn't discussed had the two hundred thousand as I remember a check chair of the offer said that it had be entered into the document that was me today i'll see and that's when he said or he actually comes contacted lay our board member he said it needs to get it from abdone at at least said you need to cut you need to contact abdome directly. And chair contacts him directly and got that dollar figure and put in there. The. Okay and so where did the had december extra seven thousand dollars seven thousand art you'll need to ask absolute about that is our and I recall on the document the two hundred thousand was just for attorney fees seven thousand dollars was for like research copian. The office tight fees that that uh that might come into play so did mr medication tell the board that he made the changes to the contract now. Okay as representative badly spagging missed here a doctor by our son to your right. Yes sir one I want to thank you for coming today and i've always found your testimony honest and truthful and I think you you do that to the best of your ability my question is based on some of the testimony you gave earlier to this committee where you stated that you and the board supported the protect that. As I recall from testimony while the bill was being heard that you specifically testified against the bill as well as the chairman magness in opposition to the or spoke against the bill. And I think the statement that you made said that it diminished the power of the board. Is that a correct statement. Can't go back to your first your first statement about this. Testifying he has to protect that you did not we did not boys are opposition to the protection we as a man face of you go back and look at montest money on the video you'll see that a supported the protect act. And and applauded the legislature and sent you gill more and other sponsors of bill for foreign stepping up and and putting the protect act before the people for the legislature. I did not test fire and yes the protect day. The only thing that testified against where those. Two words in the protect I one it was scratch. It said board of correction yeah the the that he reported to the border correction. And put in governor that was the only thing without testified against. So follower you did speak against the air because that's in the act I mean you you signed up spoke against the bill well okay they live that if that's your interpretation and that's great well I know when when we speak you sign up to speak in support are you sign up to speak against so that's basically that's pretty self explanatory and you signed up to speak against so i'm not going to be that with you but my question is the command about diminishing the power of the board. Would you feel that that's a truthful statement yes. So. What we basically have here is just a battle over power. And retaining that power at the board level or at that power obtained at the executive level of the legislative level. When what we ought to be focused on is taking care of our cansons and taking care of the department of corrections so my question in two years how can you look at the voters and an arch arkansas citizens and justify the experience in the cost. There that have been random and i'm not talking about the two hundred seven thousand dollars in legal fees i'm talking about the dream that the tie up in our court system the expense at the attorney general's office to look into the the countless hours to provide for you information all of the additional calls that have gone into this over a five letter word. How can you justify them that's a that's not something we wanted sir. We didn't want within one of this. We didn't want it I talked to a talk to the sponsor of the bill adopted somebody from the governor's office before the bill ever went before the committee and said would you consider changing this. And represent a baby and mister buyers if we can let's get the train back on the track question and relation to the issue that we're dealing with today. Anything else representative batting now I just wanted to clarifies his comment that he was in support and protect thank you mister representative eaves you recognized thank you mister chairman just i'm trying to go back to when we had the alc review committee a few weeks ago and. At a meeting trying to do this I for all this it appears that you had submitted a contract. Or a request for us to review the contract that had a procurement method of request for qualifications which we see often but then when we got into the meeting there was another contract that was in the portal that was submitted that had the procurement method changed. Two two things one of them being emergency and one of them being exempt from law why was it changed from request from for qualifications to these other two items and in that procurement method it looks like perhaps the services contract was printed out and then the words exempt from law were typed in next to the emergency can you help me understand that no no sure I can't that would be a question in as escaped and I don't know casey here yesterday can I ask him that question yes sir it represent beats will have him on the agenda here okay thank you one more question yes please gram wait till he comes up thank you don't think represent eves and send her stone you recognize. Yes doctor barrels earlier you said when two members got together that that constituted a meeting. When you have these two member meetings is to press no found yes sir you'll take minutes. Above two member meetings. We there are to yes for no question. Do you think as far as I know yes sir for some authorities you know and how many members as it take to constitutional according to your ballots and you can I believe it's I believe it's a majority I believe it's for I don't know for sure so if it takes four and have a core on how you have in the two member meeting i'm sorry if it takes four members to have a quarrel how are you having a two member meeting. And not a fan the price in being able to get in the business done a two member meeting whilst what you say it didn't when two members got together that constituted a meeting. Sorry I can into their question I know that when we cannot discuss more business with other members. That is correct so all you know to found the praise when two members when two boards get when two members get together because she said earlier that two members constituted a meeting when they spoke. I don't know I don't know the answer to there thank you mister chair thanks centers down in that mister bears have been does the committee have copies of those minutes have they been provided to the commitment sorry as the committee been provided the minutes of those two meetings that were discussing. I believe some limits had been taken have they've been provided to the committee. If not can you public I don't know the commitment please and next we have center gilmore. Yeah. Thank you mister share thank you doctor buyers. So looking at your. Investigation it's a bit troubling to me that throughout this. Document in response to that hearing. There's a lot of things in here that says. Doctor buyers analysis will explain doctor buyers analysis will explain this this is this is the document following the review committee hearing of a lc in response to our questions you are you you're familiar with the document i'm referring to familiar that there was a document if I i'll just clarify you sent us a document in response to our questions with responses you familiar I did not soon that document it was sent it was saying I believe it was sent but white hodge the counselor for them. For the department of correction. I believe that he was the one who got those. Answers together and some of them were. Are there document would answer those questions okay but you were you were the investigator assigned to investigate this contract where you know I was the one who provided the analysis yesterday well I think the words use were specifically there would be an investigation and you would do it setting at that table with chairman magnus do you remember that yesterday okay so you were the investigator assigned to it. The. What board vote happened to ratify you as the investigator. They're what there was no. Okay so do you think it was do you think it was the proper way to handle that. Yes sir. You do. Yes sir you don't think they're needed to be any sort of board vote to say a lot folks we've got a problem this was identified in the alc ALC review committee we need to have a formal investigation on this I mean your own testimony in the last board meeting last week you said i'm not some investigator but I did the best I could. Do you remember so you know that's correct yes okay. So do you think that it needed be treated with any sort of more formal process I mean at least have a vote of the board. No sir. Can you elaborate as to what regardless chairman magnets can appoint different members to form different task in the I think he has that prerogative unilaterally he can appoint without a vote or discussion with the board. That's your testimony. Yes sure. Great how often does that take place it takes place periodically when things come up here points. We're different different more members are different are layers on for different departments for for the within within the within the department of correction i'm the agricultural late liaison he appointed me to there so does that just for clarity site cause II didn't know that does that have to do with overseeing the a farmlands related to what is what does that have to do not overseeing just knowing what what's going on if something's happening in the farm then they let me know if they're selling cattle or you know whatever. Is just a courtesy to let somebody on the board know what's going on so that your informed and therefore I guess relay that information at the board okay. So your testimony a second go to senator stones question was there is a times and you said this where two members would constitute a meeting correct to me to mess my understanding is how many times have had a member is gotten together to have a meeting. Where meetings wants a month ok normally outside of your normal board meeting setting how many times is that happen. That we get together. Well we got together out here I mean there are towns we come in contact with each other but there's no formal there's no formal meetings that you have now to discuss various no items related to board now. Okay nothing related to say you know other contracts that you all review or look at no never. Never your answer is never has that have not not not to my knowledge. So circling back on some other line of testimony related to contracts the your testimony was that yover never gone through this process before the procurement process that's great and and as we identified it's it's a cumbersome process to be sure and and the reason for that is to provide protection to our kansas the taxpayers if you will. And I think you would be understanding of that that we have to have a process to make sure that every eyes dot at every t is crossed. So that being said. Clearly the department of corrections. And the board go through contract that contract process all of the time. Would you agree with that. We do. Okay but you've testified a second ago that this is the first time you've ever gone through this process no no this is the we go through can't we approve contracts multiple contract we've never gone through this process of filling out these forms srv. We've never gone through that process to submit it today i'll see for the the procurement process we've never done that mister my knowledge. Okay. That's interesting because that's that's how any contract because that's the standard services agreement. That's it's normally done by staff. Okay so that. So you're saying the board never has never done this. Okay. So going back to your your investigative report. I mean deep do you think that this investigation. It was all encompassing the. Okay what what what do you think was missing. One thing that that was missing and that I know was I had written. Mr armstrong and email asking about the product you know the process on on his on his side on the procurement sir. And he sent back an email saying that a lot of your staff is on spring break there's been several weeks ago and that he would get back with me after spring break in a didn't and and the and the um document was completed but he never got back with me so and II never found it up only so that that's one thing that was missing okay. The. So it wouldn't compiling this report I know you said mister haja I believe helped I guess compile some of this. Your your investigative report now sir. II mean I told them to talk to mister hodge I don't remember him helping me well I thought she said that the answers that were says mister beyer's analysis will yes those were here but that those were not part of my report. Those questions. Were asked at the alc meeting. And it was sent us as part of the report i'm sorry was sent us as part of the report okay well it was not maybe it was but it was not I did not do that part goes to hodged it. Okay who who else helped can compile this report. Well I got I got information from all the emails all the all the phone conversations I got information from from chair jan from. Well. I can't remember everyone II did send that that was part of the. Report that I see it who all are talked to a topped up to chair the talk to are people in his his office procrement people in his office. A top to leave about I talked to i'm sorry you talked to her lee lee and and that's mister watson fellow mister watson yesterday. Asking about uh his. Communication with abdomen at all to ampton and again there's a list of the people I bid with but I don't recall. Okay and center deal more your meters about ran out can I understand what I yield and we'll get back in the case like you need or gile more and center hester thank you over here so you ask a question earlier about you know because reps in a cabinet I ask how many contracts you think you guys have done in the body or since transformation. You didn't give an answer then I ask again now you didn't give an answer it's not the report you know through senator this makes questioning you know I think what we're getting at is. As the board proved ten contracts in five years five thousand contracts in five years what is the process. Is there a process and if you've done many of these it'd be great to know that why was in the process follow too what are a seller to say can you give me an idea of how many contracts the board has approved you may not have it right now but I would appreciate if you get that too I don't week we we approved very few big contracts like the medical contract we we approve quite a few contracts like pro prolification has they had to have. Leases in that type thing we approve those knows those come those are fairly frequent. So you approve ten contracts a month no not that many not that many probably one or two months okay. Over five years it's good. In your memory you found that a apt and submitted the contract to many magness lee wanted and she agree. Then cherry signed in his name because he was traveling on the road and sent it to chad brown who forwarded to BLR correct. In the same know you also found that nobody reviewed the document after the changes were made correct well. Mr magazine said that he didn't look it over. But not a not an extensive review. So the board or misremained didn't have an understanding of like why sovereign immunity was was waived and there may be a good explanation maybe we'll hear that later today but um but didn't have an understanding okay. That's all thank you thank you center hester and senator dots and your recognized thank you mister chair doctor buyers thanks for coming in for your testimony today at I must say is i've listened to the hours of test when I wasn't able to make make the last meeting. But I did listen to it and. And your test mine this morning I just keep coming up with more and more questions of how how we got to this place. I mean this is just a a royal mass. This is definitely not the way that procedures should be handled. And you know. Just. A couple of things I guess. Just based off your testimony you said the chair points. The. Aboard member just any board member periodically to investigate different things are over different things how is the rest of the board. Notified when the chairman makes some sort of appointment like that. Generally generally makes it during board meeting. Okay make the appointments during the board meeting so was there a board meeting that notified the rest of board that the chairman was was appointing you to investigate this particular amount that was done here is this table he he well i'll let him i'll let him test fast went down. The. And then. Earlier you had said that that I guess when you hired the attorney it was done in the same meeting when you made the decision to. To hire an attorney you picked that attorney in that same meeting was that on the december eighth when you issued the engagement letter that's. That's what I recall and have to look at and have to look at all that to make sure that those dates. So I guess what I find kind of troubling about that is that you just randomly picked an attorney without qualification or knowledge of any of the expertise about attorney excuse me based off the the recommendation of one board member. I don't I think it randomly is is not a good maybe not a good time we have I have a lot of confidence in and lee watson I have a lot he's he's an attorney himself have a lot of conference in what he thinks so if you if he recommended it then I would have I would have I would have confidence in there so since he's an attorney he made the recommendation that this this the attorney that he was recommended have expertise to handle this particular issue and take it all the way through but no idea on the cost associated with a ahead of time or any contractual obligations the board just voted to the issue a letter of engagement blindly without any information well with not not a total cars now with it is I remember we had what the hourly fees would be but you had no estimated total past. Now okay and then you also said that that you had never gone through this or I guess the board members hadn't ever filled out the forms and gone through the process of process and things like that. Why didn't you engage staff that were. Procriminate experts that you have you know working for you to do these sorts of things before you entered into an engagement letter with an attorney in in what what you've said as a contractual agreement obviously it wasn't a contract and that was an entered into until much later asking it for us to ratify that but white why didn't you consult with your staff that you the does this normally all the time. We did. The. We did himself staff state staff or the one too originally submitted the skeleton version of these documents. And then they were they were the ones who. Ended up with the documents before they were loaded up into the portal but but you didn't engage with the staff before you issued a letter of engagement in that initial board meeting i'm sorry you said. You consulted with staff but it was much after the fact not on december eighth well you initially started this whole processing and shows the attorney in this entered a letter of engagement as correct okay as I remembered you don't know why you you would rush that into things. Why the board didn't take a. The. Can so- consultation with staff before they entered into an agreement. And. At which time sir i'm sorry back in december eighth when you initially start this process no we do not consolidate students insult with staff at that time I don't know it was a board decision it was it was it was aboard decision the board was higher in the turning we warned or we weren't hiring attorney are for the staff as manufactured at that time a year there with missionable fear it was going to be a defendant so we we did not. We did not consult with them. Yep thank you thanks in our dotson representative baby recognized. Thank you mister chairman again doctor buyers on to your right. Oh here oh i'm sorry yes sir again I want to commend you on the report and end your investigation that that you provided you have ten pages of. Of transcript from minutes and time line on each day of emails when they receive and maybe the continent that was emails. So we have ten pages of a timeline in transcript. And you're some reassessment basically nine lines. They are youi and with I found no evidence of fraud or legal misconduct in this matter. My question is one what what qualifications are your fraud examiner are are you legally trained I understand what legal misconduct could be what what training do you have to make that decision now sir I do not secondly again I applaud you for a tempting to do this might my concern is and what's this ever address that may be knowing the level of scrutiny that this report was going to receive from this community and from the legislature was there ever a discussion and maybe have an independent party third party perform this review because it it seems like it would give more credibility in protection to the board to have a third party look into this where they're bringing discussions on there no sir. And in secondly on only report your recommendation to the established a protocol for development submission of procurement documents has that been completed as a year now sir when will that be done II can't give you a timeline but it it will be it it will be done in the near future. Thank you sir. And center hammer. Doctor buyers while the chest morning today seems like you were leaning heavily on. Your internal council that you have or you know either chad browner or mister hodges. During that conversation or during the discussion of the contract with the attorney it was hired was the board ever cautioned that look this is this is not the right way to handle this by staff today ever lurch you that what that this could become the potential that it has become no sir. Did do that ever cause you to. In where along the way did the board ever have concerned that the advice that you will receiving. That led to the decision made to hire the attorney in question caused any board members two to want to hit the police button and not at our account. Now that now that we are where we are high in sight twenty twenty. What would you have to say about that and I think there are a lot of things we could have done. We could have done. Ah for one thing we probably should never have presented that document. To alc. Is. Is that how much of this you think is contributed to the fact of the lack of understanding about procurement process. And you feel that as a board. You did not receive good information about the procurement process. That has taken down the road that we are on yesterday now and no sir we. Were you we did not we did not. We the only thing that we were told her in the processes we need to get these formed fill out and when you get him uploaded and what is that since the urgency because we all had twenty four hours to the deadline for to get on the agenda. Check right thank you. So that center hammer and so to clarify is it a lot of things that you could have done different or should have done different. Should have not should have and good hour represent gazway you're recognized that you mister chairman thank you mister buyers for being here today. I want to follow up on some of the questions that senator dismaying as specifically about the hiring and mrperiod apped and. It sounds like to me. Well actually let me go back let's think about how this whole thing started. There was a press conference held by the governor as you're well aware in november of twenty twenty three in fact the date that I have specifically. That press conference was held november the seventeenth of twenty twenty three. Involving. Issues about adding additional bads in our prison system is that right. Yes sir. And. You said and that this was what I wrote now think it's an exact quote that we didn't want this. That basically this whole thing that's happened in the way that this is unfolded is not what you want it correct. Now the press conference was held november seventeenth the next week was the week of thanksgiving. Can you point to anything that you deared between november seventeenth when that press conference was held and december eighth when you hired abten as your attorney to sue the state. That you did in a spirit of cooperation to try to resolve this issue. No sir. And so. You know when you when you say that we didn't want this I mean I just find it. Completely incredulous that you sit down there and say we didn't want this when there was a press conference that was held on november seventeenth pointing out the displeasure with the fact that the board had not voted to add some additional beds. And in three weeks you hired an attorney to sue the state. The next week essentially you suspended the board of corrections chair. Or the secretary secretary profession. And filed a lawsuit against the state. That is not a spirit of cooperation would you agree. Sounds at the at that time we felt like that we had there was not a spirit of cooperation. On either side. Well and. In order for there to be cooperation it takes two parties and you would be a party to that as the board right. They was great and you could have come to the table with any number of solutions to this issue. In a once again in a spirit of cooperation to try to resolve the. Obvious conflict that existed between the governors office and the attorney general's office the legislature the board and sat down and said let's reason together and try to resolve this issue but you didn't do that did you. I did not I don't know if there were any other you may ask as some others I don't know whether it would and we're any other outreaches made the board as a whole did not do that that is great and on december the a u hired abton as your attorney to sue the state is that correct that is great right so. On the day that you on the december eighth meeting that you had to hire app to this goes back to center dismance questions. My understanding of your testimony is is that there were not two meetings there wasn't a meeting to decide whether to hire an attorney correct was in the same meeting that you decided to hire an attorney that you also decided to hire apt is that right I believe this correct okay. So you said earlier that the board like many other boards and. Divisions and state government are subject to for you right correct. Were their discussions between you and other board members about hiring ept and prior to the december eighth meeting. Not that i'm aware of. And this is what's just unbelievable to me. I mean it's either just a complete lack of sophistication and proper way of doing things or either there had to be conversations I don't see how one of the two has to be true. Maybe bother to but. II cannot believe. That there was no discussion prior to the december eighth meeting of hiring an attorney to sue the state and that attorney being abtent. Before you held this meeting. To contract with council you're saying there is no discussion about that. Not that i'm aware of. Okay how did you guys decide on abbed in the end he was the only attorney that was brought to the meeting is that right. He was recommended by uh badly okay. And and so to be clear. There was no separate meeting to decide to hire an attorney. At the meeting where you decided to hire an attorney there was only one attorney there. Did you ever send out a request for qualifications. I know she. Okay no solicitations to the public for attorneys who would be interested in representing the border corrections in this matter to present their experience in their qualifications didn't do any type of public solicitation. Notion. No prior to this meeting no evaluation of what. The attorney would charge again we're talking about billing the arkansas taxpayer here. To decide what rate would be appropriate and to have other attorney submit proposals to you who might do it cheaper than mister wrapped and there was there was none of the not to my knowledge. So mr abten shows up to the meeting on december eighth and he's recommended. By. Mr watson to be retained by the board is that right that's as I recall yes. Okay. And so you guys in that meeting without talking to any other attorneys. Without knowing what any other attorney's might would charge the arkansas taxpayer to do this job. Without having submitted any public request for qualifications or evaluating other attorneys experience. In handling matters like this you just higher abdon that day is that right. That is great and you do that not through a formal contract but I take it there were some type of engagement letter that was given to you guys that day you're sure okay so no formal contract was signed and you go through no typical procurement process and then it. And we ultimately get to march and then you submit this contract through the state through the appropriate channels is that kind of a correct time one yes. Okay. This. You know we will get to the part about the altering of the contract. As soon enough but you know I just have to say that's just a complete. Complete lack of transparency. Complete lack of. You know profollowing any type of proper protocol. To I think hire an attorney. And it's just shocking to me quite honestly but again I appreciate you being here today I believe more questions but I don't want to monopolise the time so. Mister chairman out. Thank you representative gasway and colleagues were going to take what's in the queue now and then we're going to transition to our next witness and we reserve the right to recall mister buyers to the table so without being said center of dismangle recognized. Thank you miss chairman and just to follow up because I want to make sure we're we have full understanding and i've tried to find the board minutes for december eighth I thought they were originally included but they weren't we'll get to take a look at those and see how in omen and respect the fact that the appears you had two board members at least ten questions and willing in to vote no on december eighth in regards and so your testimony is that the first time that you knew that you were going to hire an attorney was at the december eighth. Board meeting that is my recollection your soca alright so how did you feel about that in the meeting so this is you know kind of out of the blue you're given one shot one person to consider did you think you thought that that was appropriate yesterday why would you think that would be a car suit was recommended by he was recommended by lee and he had the expertise that lisa that he had expertise that we were looking for so. That's it's a but december eighth was the first time that you were made aware that mister watson. Was in charge of hiring and attorney well I don't know if he was in charge but he he was he was one recommended yes. So mister watson at the direction of the chairman. Was charged with hiring and it's finding an attorney branging you without any other board knowledge that you're in the process of hiring and well I don't know that well you might got your knowledge what you may need to ask in the chairman or or miss watches prior to that okay and so one thing I do want to go back and just make sure you're aware of what you voted on because II believe that. Yeah. This is a very loosely rand board especially when it comes to meetings because I can read the minutes and tell the right there's not a lot of formality that's happening when member may interrupt another there's lots of laughter like a good time to joke around in your two and that's perfectly fine but we try to follow up process. But probably the most important thing that happened would be on page three of what you provided to us and it is mr watson and he causes the actual one that battle I don't know mister watson is upon some ever seen there again I figured from the facial expressions that could be either one sure but he's the one that actually makes the motion that the board reaffirm its contract with hall booth law firm that we pay the bill upon review upon review. Upon review submitted by the firm and this is ongoing representation so we understand there may be additional legal fees. So then he gets a second and then your vote and then there's lots of joke or you don't vote yet there's some discussion there some joking that goes back and forth there but one of the things that I just want to point back to the only thing that staff was given the authority to do the only thing that you gave authority to do in your vote was reaffirmed its contract that it had. Wish that was substantially changed by almost everyone's opinion I think even your own that was substantially changed and when it was uploaded worry I mean. Did you vote to do anything beyond that but sides reaffirm the contract did you believe you're voting to do anything else as our account because there is another board member that had concerns I believe I begin it is hard to kind of tell but mister broomfield i'm not sure who that is either but it looks like he had some reservations in a deal and I reading between the lines I can only think that. Though that those weren't shared amongst them the other members but his quote in those meetings were. Won't take a minute I don't want to do whatever takes place on the. I do want whatever takes place on this board to be done. And in order I don't want to break any loss and then the board laughs. So the board laughed when mr brimfield says he doesn't want to break any laws I want it done right. So done right would required you all to actually have a vote on a contract that you knew you were voting out so if i'm going through the process you have an engagement letter you'll agree to that at simple not everyone he had to two board members that don't know and then it comes before yeah he figured out that you haven't fallen processed miss bruefilled others once it does correctly the best I can tell so then we rang it before the board there's a vote and we say we're going to just reaffirm the contract in the meantime the congress gets changed. Edit as it's resuming it and not a single person reviewed it is actually that's what the testimonials is that correct. Not a single member of the board that made a boat vote to simply reaffirm a contract that I would argue they didn't have the authority to make but you voted to reath firm a contract. Didn't review to notate that pay that or not that there were some changes to that contract so you weren't even in it you were asked in then somewhat. Again I guess I would ask. What do you do about that because when I read what you say here it's like no harm no found a big deal. That's the way that it reads if you go to the conclusion done in that's that's about the only way that we can interpret it. The. Sergeant I don't know how to answer your question in that you know that you were at a disadvantage because every other person is going to have the opportunity to hear these questions before they come up your day so I kind of feel sorry for your thing that back thank you in in in sympathise it because they're all going to be prepped and ready to go right I mean. But but it would it amounts to me and I and I guess what I don't just don't have processes in place. And I think it's by design and I think that's what we're going to find out here thank you center hammer. The lack of process is in place the faults back to the fact that you take. A lot of your advice and a lot of your direction from the staff that gives you. Direction of how to handle things is that a statement that's correct. So the decisions that you made as a board absent of having some one on one meetings with other members. Falls back on the fact that you you do what you do you decide what you decide on the basis of the advice is giving you by the staff that if you look at i'm say are we keeping it between the ditches are we staying with in the laws. And you get the answer from the staff yes that includes procurement painline contraction everything else is that a fair yes so let me ask you because I want to make sure that you're answering for yourself because you're the one sitting there under out and and you answer for yourself as far as any meetings where there were. Two board members which in this case that would be you in the case where there were any kind of meetings where anything was discussed that the board was going to take action on you yourself. We're not party to that is that your testimony that is great. But it does mean other board members do that but as far as doctor buyers you were not party to those kind of meetings where two board members you and one other work discussing matters that were going to be voted on by the board that's great okay thank you machine. I'm sorry center history. The. Thank you mister barres I think we we've covered this ground a little bit it is the board's position that. You did not have to cover approval to hurry outside council because you you just didn't follow the rules because you didn't think he would give you a favorable ruling. Wait as I remember we didn't see their regards we felt like that we had the authority to hire an attorney without without his approval. Okay and so then so you don't you do not okay so that that interest in the question you do not believe you had to see the attorney general that it is correct are approval okay. Are you and then I wish I would have done this at the end of our last. Questions it's very difficult to be here today can be doing what you're doing appreciate soon just make a knowledge of that is there any question you wish you ask is or anything you think you'd like to is there any question you wish wish someone would ask or is there anything you'd like to be say just didn't in it the only question II would like to ask you would you like to be excused thank you center hester and representative terror shepherd. The. Thank you mister chair and thank you doctor buyers were being here today up imager with the american correctional association are you for me with the american colon thank you with that the arkansas department of corrections is a credit is that a correct all of our institutions including our central office and training academy are credited by the archaeology correction association meaning that they are following certain standards staying regards to how they are governing themselves yes mail the arkansas parallel board are they are crazy a blue they are meaning they are following certain standards and how they are governing themselves yes ma'am it is troubling to testimony that I have listened to this morning so the question that I have is are there standards clearly established for how the arkansas department of our corrections to board of corrections governs themselves to include entering into contracts. I don't know if there are written rules governing the board of correction we just know that we're we're an oversight board and and the departments the divisions come to the board for approval on. On what they're doing so that takes me down another role so it appears that some of the inconsistencies that we've heard here today is because there aren't clearly established god lines for how the board governs itself there may not be thank you. A representative once you recognize thank you following on there things that representatives separate brought up as a board do you when you begin your meetings do you take roll. I'm sorry when you begin your meetings do you take roll. There there are certain there's seven others yet. I don't know where they are roll call is made or not but we know who somebody documents whose person that shows up in your board minutes it's supposed I believe it does aren't you secretary of the board sir yes yes may I may as secretary the board aren't you responsible for board minutes and making sure that that's documented as yes ma'am I suppose they are but it's it's yes mail i've been asking where are the board minutes for the approvals of two appointments hiring procurement engagement letters boats prison issues where the board minutes that we can take a look at this there the board manager in the board office and parameter. Wouldn't you think that would be useful to have here today to present to all of us so that we could know what's what's going on. As secretary don't you have copies of the nominal made out their kept in the board office in pambler i'm glad their secure and ponbelous because they're not doing a lot of good here sir uhm before you were agreed to pay this attorney two hundred thousand dollars. Did the board mate and discuss what they thought they could afford and where this money was coming from no mail no the only thing that was discussed was the hourly rate are the only thing that was present it was hourly rate. Where's this two hundred thousand going to come from. It was originally there was something that came from little right from from procurement boundary chair brown shared brown they said we need some some type of figure here in estimate on figure. Chad brown contacted lee watson lee watson. Told share and he should contact about him directly. He beared and that was that was what was supplied the first the two hundred thousand as I understand it was an estimate. The two hundred and seven was a corrected amount it was an actual amount okay thank you so in your budget you have two hundred thousand sitting around to pay for attorneys. I know no man so it's going to come from the taxpayers yes ma'am okay thank you. Representative richmond to recognize thank you miss chairman over here on your right front. More correctly too far. Thank you. Appreciate you being here doctor. Your test the money so far has been that there was no previous meetings or anything to discuss the hiring of a lawyer so can you tell me how mr addent was aware to attend this meeting. No she. So you have no idea how you just showed up. Those lawyers are rascal's art that they know they know where money is they can always find find a government check someplace. Was the procurement discussion that you just mentioned them second ago with the representative lunch. Was that before the december eighth meeting. Or after the december eighth meeting or hit the sky was hired. And I don't recall you don't recall you just recall that there was a procurement meetings you don't remember when it was. All right when you were talking she was talking about the founding that you the money that was going to be used to two hundred thousand dollars whatever amount that you thought you might need. Was there a discussion before the december eighth meeting when this gentleman was hired. About accessing money to pay for a lawyer. Was that before the december eighth meeting or did that happen after the december eighth I don't recall. Yeah. Okay alright thank you ahead center stone you're recognized is a board member along to allows old jowels here today. Add I don't know sir well you know I haven't seen him okay you know I believe that in america you know you're innocent to your proven guilty but yes sheer weight of lawsuits and plain is it about and made accusations against board member jowels you take it the ministers the integrity of the board for him to continue to serve until he is proved in a certain guilty in our court sir i'd prefer not to answer any questions about there. They can material thank you center stone in or your prior compliant. We are going through the pre process right now as manufactured thank you there at last morning meeting we approved approved a contract with a with a with an agency with with a group to to go through an enter to uh determine if if we are precompliant if not what we need to do to come in and to complain so how long have you not been comply. I don't know. Okay two hundred thousand dollars sir that hard about five or six correctional offsets tomorrow the way I figure it so anyway sinner hammer has a question a while ago you were asked about um if you were. I can't remember the board that you get a credited by marine correctional association right do they actually have jurisdiction or does your creditation. Is it affected by state procurement laws and whether or not you were actually following state procurement large do they have any jurisdiction and I don't believe I don't believe so but i'm not an adult I don't know for sure okay so so your creditation would not be threatened by watch occurring in this discussion with whether or not state procurement laws have been violated or what you not that i'm aware of I just want to establish of those two points never connect and that doesn't affect okay thank you thank you missus thank you mister buyers and you're excused and the board are the committee reserves right to recall you for any other questions but thanks for being against the committee calls mr benny magnus table please. The. That. And mister magness view raise your right hand do you saw me where the test money about yeah truth the whole truth nothing but true so i'll get please take your seat state your name in your position for the record. My name is many magna some chairman of the arkansas more corrections thank mister magness had have you did mrperiod metal design again help you prepare for your test money today. No sir did you meet with anyone to prepare for your testimony today. And mister metal's out again did not discuss your test now okay good deal so missed magna said you ever emailed or texted with the mister medicard again yes sir those are communication but provided to the committee. Er if I still had a moment to basically. Now what was your answer again please I still had him on the device access to me. Umm any emails or information. Goes to the dias state of arkansas so I checked my phone and then had them check earlier as you said there is anything because. Not all the time at some times I cancel they also keep my phone. Clean and don't keep a lot of emails or texas but those emails are deleted they can still capture the IS would have yeah that's all my next question mister magnesses do you find it at all problematic that your attorney are raised the price of your of the purported contract by seven thousand dollars without your knowledge no sir I didn't you don't know sir. It's not problematic no sir okay my next question is defined it at all problematic that your attorney materially changed the terms of the agreement and did not communicate those changes with you know sir okay thank you. And center of dismay recognize thank you in a beginning we you know we've been caught side track but I still think you've got to get back to the original word of the engagement start how did it start and that sort of thing but before I do that up just kind of very similar questions I asked before and especially to insure the one that executed the contract there was a motion made and that essentially that you would reaffirm the contract with mister apten yes sir in committee yes sir and in so that's what your authority that you were given the authority I suppose to execute a identical contract correct and you executed a contract that was materially different is that correct. Well sir is as you know the other contract that we say at the board or voted on had an hourly rate. And the computer the current document that are signed no this set aside on the amounts I mean I think it's a lot of money but i'm not going to do you know him all round on the amount when i'm talking but they were other provisions in that contract that ability change the scope of work that he was doing for you in the favor of him in which you did not have the authority to make you had the abort you had the the board's approval to reaffirm the current contract corrector not not exceed what was in the current contract that correct. Yes sir do you agree that what you signed ultimately signed and what was brought before see exceeded the authority that was given to you by the board to just reaffirm the contract when I reviewed it before i. Turned it into alc I did not feel that way no sir. And deal so you did review the contract before you send it over and were familiar with all the changes that mister avenue made. The. The comment you just made. That a new mister. After was going to make changes to the document or put his. Had a place for the contractor to sign. That was the only change he was to make was to sign the contract now so he i'm I believe he had a place for comments if I remember correctly. I only seen it prior. To his putting the contract bring in a contract back otherwise. What you had the authority to see it yes I got I got one contract. It and it was supposedly like a better words just a document to. Cyber space at alc on the agenda. And I then from and then we I got another contract. There I didn't spend a lot of time reviewing. And at that point I was remember where I got it it is like eleven o'clock in the day or some term. In knowingly that it was that document would go baby set to the attorney to fill out. His commands are insigned. Then I got it back in as of said I was a report shows that I was on the road. And no I pulled over reviewed the document again. So okay so I have at that point told. My assistant. The go ahead and map but my name on it and turn it to mr so you review the contract in executed the document that do you didn't have the authority excuse cause the board it only give you authority to reaffirm a contract not make substantial adjustments to the contract. So I think I think our fully understand that at this point at what point did you task mister watson with finding an attorney. It the way this deal happened gone down the road of trying to terminate mr prefer or to hard attorney was over us stretches of march not. Automatically like it it feels like we kept trying to work with mr pafia and he just would do things i'm not asking about him i'm asking at what point did you charge mr watson with her after one of the executive meetings. I ask him mr watching my understanding it is an employment attorney which obvious he couldn't. And a contract attorney I ask and find someone him as a light legal layers on found somebody that had some what what meaning what meeting did that occur one of the exactly sessions so you get an executive meeting which you discussed. Firing. You're director in then after that you met with mister watson and discussed hiring an attorney no sir. It the exact meeting which i'm. Um. It was just stumbled the performance of mrperiod prefer in a lack of search. It will you now do have that in front of me in so I think i'll help jug your memory because that meeting was on march eighth and that's the meeting in which mister feltz moved that you'll move going to executive session it was second and by doctor gas and then you all went into executive session to discuss the employment bit some employment issues right in in that meeting your met at eleventeen in in left the executive session eleven forty so you were there for approximately thirty minutes. Upon exiting that meeting so when the thirty minute window. Mr watson moved that because of the conflict of interest for the attorney general that you all hire outside council. And it was in that same meeting right after eleven started eleven thirty seven that then you voted to then go ahead and higher mistrapped and an apologize II just don't want to try to but through the last name and I will i'm gonna weird herself so. So it was all in about a thirty minute window that promised for what you're telling me now then that you charge mister watson with finding an attorney we found the attorney in that thirty minute window and ballot gallery we are we hired him within the hour no sir that's on paper that's not the crown explain it and it some of the prior meetings of executive section we were discussing mister performance. Rs mr watson. To start looking at a possible litigator of employment lol and he started researching at that point it wasn't at that meeting. It was prior to that well mr buyer said that that didn't happen just a few minutes ago. First now I think that you had charged mr watson with hiring an attorney was when you hired an attorney. Well for eight I think there's it was asked in different ways by ten different people in the same response was given every single time by buyers that. He did not know that that was going to happen until it happened was her. I understand it may be his testimony and I know which myres is honest. And will be forcoming on everything he says i'm just telling you when I pointed out as mister. A watching to start looking into and turning. In case thanks didn't change were mister prefer was right prior to that meeting that day. Do you have you keep recordings of your executive meetings no sir we were told that we keep the scarce i'd not i'm asking is there a certain documentation of any kind kept for anyone even if it's not subject for you nearly if you believe it not to be no sir. So then. Now we've got because of the lack of prices. One board member saying something happened in another saying something else happened and were unable to reconcile that because there is no documentation whatsoever. Because I mean it would be understandable that if there were discussion about hiring attorney that that's that's clearly not part of the executive committee function. First of all I didn't said after one of the exact session meetings as my main chairman I asked mr. Lee watching to look into possible attorneys if we needed to i'll stay down from them and only get other people and you've been gracious thanks senator and uh center stone you're recognized you lit up deal more if you were trying to get stone I can wait. The. Out singer gim where you recognize headline numbers mixed up thank now no worries thank you. This rain is thank you for reading here and willing to testify. I just sort of want to go back to what centered his name was asking. So on the december eighth board meeting where mr abten medicard again was hired. So I just I want to be I want to get your. You're understanding of this because in his own billing he shows that there was eight hours or so. Uhm. Oh oh eight eight and a half or so hours of work. Build. On that day. So i'm trying to figure out when that work commenced so if he wasn't hired until that board meaning if there was no conversation there anything going on how do we get to that that that those billable hours you need to ask in that well I will but i'm asking you do you have any thoughts I don't know where you ask him. Well what a minute. I'm sure that when he was first contact about missed watson he may or may not enter research i'm only getting. And that's what I feel like you asked me to do this gears but. So. Day. But do you are you not even curious to as to that either because I mean it cover curious to me that and II will certainly ask mister medisating in that question probably mister watson as well but i'm just i'm just trying to get chain of events was a right unfortunately in my miniscure up had hard to many attorneys and that is under nothing we've done so far with afternoon seems to be out alone with what i've dealt with my entire life in the business community so the only difference difference man is a process that the border correction has never done in the twenty five years that i've been on the board. This is the first time any of this has come up as first time we've i've been asked or have signed a peculiar document. In twenty five years. We were told. Sometimes i'll get to thank enough. I take this as the same was a court room. So I hate to say here say I was still but that we had to go through this process of this. Fill out this procurement document to put it in up in front of alc. Never have in twenty five years to chairman of signed contracts. Um. A lot of big contracts i've never ever. Son of pecuumate darken twenty five years our asked to sign. That's interesting to me because that is the standard. Process for procuring. A contract in the the contract question in all of this is the quote standard service agreement and sir my understanding that either staff feels it out but on service contracts the normal process is always p filled out I don't know if they're completely correct that's what have been towed yet since then. But I know this with my memory so the right i've never find that I can remember a pecurian document. Now there may be one out there because the board itself doesn't normally contract. With a vendor we are prove the contract the vendor is normally. The agency. So the therefore the agency would normally if there is a sign procurement. To put in place. The agency would sign them. Precurement document not as. On no agency has ever that I remember. Brought a document back. And said. We got to have your approval for tonish procurement document. And it's far as. We have. Items come before us sometimes that we approve a contract up to three hundred thousand. So the actual contract or sales price might be to eighty five might be something but we give the agency. Authority to spend up to. X number dollars. We just did one the other day for create. For the pre contract of a very memory server as three hundred three hundred and fifty thousand dollars. That we and they had gotten estimates could run as much as. Six hundred thousand but we were only authorized and the agency at that time we spend three hundred and fifty thousand. Okay so. Young yall handle contracts and approved. Contracts all the time I mean medical truck contracts pretty big contract not no you probably review that thoroughly right. Unfortunately it happens every ten years and i've read every page of it well that's good in and but it only happens over ten years well that's good because I mean i'm glad to know that you do because that's a pretty big contract as you know but you didn't read this one and so i'm i'm i'm trying to figure out if i'm if I may ask my question sir i'm trying to figure out. If this one was so out of the norm then why did you look at it. Well sir I can only answer that basically maybe two ways. There's any error in this process of this procurement document it restore me. On the chairman of the board on my last one that touched it. My last one it's in it to stay there is anything an error. It falls on me. And I can only tell you that. Um. Did I review it that I read. I and understand all the legal termination that was on it that day. No sir I did not. But it was my understanding that that was a document to send the alc. That are contract which stand on its own that was my understanding. Now. I know that i'm sent here today I won't do it this way again but I don't know you know I don't know that you'll can be intimidating. And we all hear trying to tell the truth and do the right thing. I've read it for twenty five years now and it's not the first time i've been informed with these committees. Unfortunately well offer one appreciate you being here and I understand this is not a fun process for anybody and in frankly I don't think anybody wants to be sitting here you and ask in these questions I hope you appreciate that that for more so and have always understand the legislatures. Perceivation of holders accountable you'll have to do that you need to do that. I'm just telling you. The that was. And II get your point so so much out the ordinary why did you pay more hitch into it. I didn't. I thought it was basically just a form to get it at all see. And i'm not saying ebay told me they had or i'm not relying on anybody. It's a same. Again I said while ago but rely on it follows on anybody falls on me. So one final question is cheer and i'll get back in the huge allow for others to speak. So at what point do you recall when you made mister. Watson the quote. Litigation liaison I think was the way or a little legal liaison I forget exactly I think it was born at the two terms yes the share of the years I have a sign people different players once to look into different matters and i'll do that to spread. Try to equally out to all the more members some responsibility. Um buddy it happened. Somewhat after one of the executive sessions where we were we had had several. Yeah. Exactly sessions about. Employees. Master prefer head came up several hand and his performance. After one hundred. I had a skin you need to start trying to probably look for us. This. Someone in an employment law is way up. I think remember putting it to I didn't know that I would be looking for somebody to go. To the supreme court. The two hundred thousand dollar estimate is with my understanding was as an estimate for him to go to the end of this end of the quick so that port what in my question I won't go back and one fall back so what what point did that happen did did you ask mr watson what what meeting did that happen I can take an act you don't you don't you don't remember the meeting where you designated him as that and the reason is there was several different. Yeah. What if a. There were several different i'm looking for the term now exactly station. Were mrperiod performance came up and it would have been in one after one of those. So would have been after one of those meetings yes okay so can you find the minutes of where that meeting happened between you and mr watson because it wasn't. A meeting it was metal and him. To serve as a leg litigation liaison and short trying to finish them okay i'm sorry I miss I thought that happened in a formal meeting no sir with no sir does that happen what that happened just one on what yeah and I and I do that. I don't say regularly each at far like april coming up in our apple meeting. I will point and we got a couple new members I will point different layers around for a different agencies. And for example if the layers on for that we feel like is important it's the farm they lay it's on for corrections when there's an issue going on that director has to call me and the liars on. Chest a car both of a stern form of an issue. That way then I kind of. Let if there is something they won't or need let that layers on. Take the lead for that agency or that entity that i've made a money is on. Okay. So so you will designate a board member and I promise mister chair this i'm wrapping this up so i'm going to preempt any sort of call down and mister i'm sure it's cheer you have to call members out and tell him to be quiet at times too so I am also shut up here in a second half promise so you will add more meetings your designate and individual to be liaison but in this case you you had a you had a conversation mister watson told him pay we need to find somebody and then you designated him at a board meeting to be deliason correct yes sir thank you very much. The. Thank you senator and sinner hammer up thank you thanks for being here miss magness couple quick questions on the on the procurement of the contract. Were you ever or was the board ever notified or warned before the contract was initiated that it was going to violate procurement laws. Not your internal legal council no sir. No sir so mr brown never an emissed brown asia legal attorney no sir not he's he's our cfo CFO it's understanding. That. For probably should let him mention this but normally a legal person does look at over in agency i'm not sure we had named a legal person at the secretary's office at that time okay we were in changeover and not again i'd like mr round say that you know it's but nobody told us it it was wrong at. I know in conversations with mr. Brown he was telling me that pecurmant is telling we've got to do this procurements got a template would we got to do this so we were trying to follow the instructions we were me and given bad peculiar. In my mind what mister brown was here. Did mister brown ever provide you with a memo that said you were about to break the procurement law or you have broken the pyramid law by the way in which you went about initiating this contract with the attorney no sir. Never issued your memo no ever never gave you anything in the board meeting verbally or in writing no sir okay thank you thanks thanks center hammer in mister magnus does the board have policies and procedures establish in writing a buy laws how your meeting i'm i'm appearing the chairman okay she's deal have that available no sir you don't you don't have policies and procedures we have policies that the board follows and when required to the agencies to fall. But. Um. I guess and I was a member of the board of corrections for five years before I became chairman and i'm guide most generally. By or board attorney markover if there's anything I need to be doing differently or and rather than that at his following the practices of the prior chairman. So just because it's always been done that way even though though it may not be conducted right so you don't have any policies procedures or buy laws about how your meetings we have mile to an instructions that. Um gather are um some of the agencies and stuff like an m for example my authority to be able to point a layers on. But I don't I don't read him you know every year I don't know why I thought you just said that she all didn't have any policy well we do because in memory again can you provide those to the committee please I think they're talking great miss tyler can you okay thank you and just little bit of housekeeping committee we have a number in the so probably won't get back in the in the queue if you're not already in there will try to clean that up and then we'll take a break for lunch from eleven thirty two I want to say thirteen hundred but it's one o'clock in our first witness up after lunch will be mister medication and he has some obligations acceptance or try to clean that up in lunch be provided in the back thanks to more to guarantee to be a large got that taking care of and with that being said represent the baby. Thank you missed chairman over here in the magnet whine thank you for being here today thank you for your twenty five years of service to the the board of corrections. My question is going back to some of the questions and and statements from senator dismay and represent gas way. On the timeline from the november seventeenth press conference through the december eighth meeting what conversations did you have with other board members or other involved parties regarding the hiring and engagement of an attorney. Uh to deal with the issues that you had problems with. I think it was just a sound. I don't remember any great conversations or any conversations with the board but I think on the board met together it was just a sound that. There was a. From the remarks the attorney general made a tea on. Add to press conference that he will be able to represent us in a biased way. And then also that we felt like when as a constitutional board. We did not have to get his permission to go outside and believe that the statues are not really but uh statue seven eleven and I keep remember which year now that it is says a constitution offer which we believe we were did not have to go through the attorney general to be represented. Okay mate my my question is do you provide your board members with a said agenda for each meeting that they get prior to the meeting or they show up and then there the other there are senator gender but a times when something comes up we vote to suspend the rules and place something on the agenda and that sometimes happened so on the december eighth meeting was the hiring amount attorney a specific agenda item or reset something you suspended the rules and added to the agenda i'd have to refer for the record I don't recall. I don't I don't recall that if it was another summer and some testimony that after we're saturday if after the list there that they live more and last week was on the agenda. So he was there do you know who invited him to attend that meeting. I can't remember I honestly will idea or it was mr watching. That i'm sorry okay so a decision in in the whole decision that ire an attorney in what god is into this position with just based on assumptions made by the board. I think that in representing the board especially in. The cold of the constitutionality of our issue. Was. Was this an assumption with them board that we felt like that we needed some representation and we weren't going to be getting it there are normal process for the time general. The. I'll i'll get out the queue I have early questions i'll get back in thank you mister baby and mister magness can you ask your staffed by the agenda's from your all your meeting since one december two uh bill are staff please yep measure misgrade or administrative assistance in the audience and i'm sure she protect down the sooner design ask thank you and represent the lunch from your recognized. Good morning mister. I'm gonna go back to these board minutes do you write down at the board minutes the number the members that are present misgraders in then do you record all that information that happened the items in the board what you voted on misgraders we run a tape on factor looking at trying to get a little better type system sometimes but yes ma'am can we get the the board minutes for last year she's in audience and i'm sure she's rolled it down right now we will do whatever we have always always know everything you are have ask us to do well information is noted that they were in pine black so we're actually in whitehall well I sure would like to see those ma'am thank you. Thank you ever since lunch from air representative springer you're recognized. Thank you mister i'm here i'm looking at some documents that have insurer with those exhibit c two and attest to the. Exhibit c two is an order. From the court. In the circuit cord of plaski county eleventh division there's an order from judge patricia james. And in that order she rules. About you are having higher special council are you familiar with this yes ma'am I am I was in a court that day yesterday and testified network so limited i'm just curious you know is this order on appeal do you understand what you have yes to speak on the supreme court deals on appeal to the strength and my understanding of the ruling ditten. Establish who you hire is an attorney or to give you a thirty two certain vet reprocument loss is that correct. Err it is my understanding of seven eleven any constitutional also sure board can can go outside the attorney general to harder on stayer and that was her ruling when my question is she did not tell you that you did not have to follow chairman laws is that correct note thank you and represent a gas way. Thank you mister chairman thank you mister magness for being here want to go back to the december the eighth meeting that's the meeting where you hard. Mister adton it sounds like to me from what you've said here today that you had conversations and mister whites and prior to that meeting. Tasking here on with fonding and attorney for the board is that fair. Yes sir okay and those conversations took place outside of a public meeting. Yes sir and those conversations were about hiring an attorney to sue the state is that right now now that's not correct it was a find as legal council and because of our predicament with mister fear at the time that's that was my concern that if we have had to. Um. The the moore of corrections has terminated directors before. But it never works in the position that we were in with the government claiming that she. Was his supervisor and we call him and we were there supervisor so I basically wanted some legal advice on what what happened if we terminated him. And that was my reasoning for asked and mister watson which. It's my understanding of minimum understanding for year I have for years that I have the thirty to a point a layers on to look into a matter and that's what i. Okay let me just say i'm and will take a little bit of issue with that i'm truly truly I find it hard to believe. That that's the only reason that you hired mister abton at the time was to get advised about how to deal with secretary proferry. Because you hired mr abten on december eighth. And I happened to have mr abtent's billing. And on the very day he was hired he build six hours drafting a complaint. That's a lawsuit that's to sue the state on the day he was hired. But it's your testimony here today that you're just hired mr abdon to get some advice about secretary perfect why then would he bill six hours drafting a complaint suing the state on the day he was hired if that's the only reason you hired him to when you at the ast equation I answer at the best that I can remember and recall. They hiring of are looking for a attorney. Starting but calls and mister prefer I didn't say that towards it ended with yes that we felt like when hard attorney you got to remember probably it was prior to even the december I may november press conference not what had been after because of the michaels of our position with them. How we fell about the attorney general so somewhere between november and december the eighth november seventeenth rate is one or i'll probably ask mister. The. Watching to to look into horror and out some representation and he may remember he may when you are getting up here my might be remembered different sites so what was that date again I i've been holder to the the press release as I remember. November the seventeenth not that this matters to you but I was actually mayo at a term that all that took place. So it sounds like there were these conversations about hiring attorney that started to take place immediately after that press conference of november seventeenth is that right I don't recall when I mentioned made mister. I asked mr watching to be the litigation lays on to be looking for some representation advised addict know that it was after one the exact conversations we had when mrperiod prefer sname came back up and his performance so all these conversations were happening offline off the record not in a public meeting about retaining a lawyer that's fair to say right. Sir i'm it's my understanding has been my understanding for years on the foi it's I can call a board member and give them. Information. And I am love more than a had any more I discount my administrative executives and let her call the board members because i'm. But in the past many years ago there was something going on I would call the stayer mean call the board membership tell him given information. But I always tell him make sure that you do not tell me how you'd vote or what you think about i'm getting giving you basic information in that that how operated for a while not a mean used to add it I try to go through my. Administrative assist anymore because I don't want to get even. Close. Alright and I appreciate that but II don't have a limited amount of time so let me just move on real quick back to what we were talking about earlier on the day mr abdom was hired he built six hours drafting a complaint to sue the state of arkansas you say that you didn't even hiring with any expectation they was going to sue the state you just wanted advice about secretary perfect did he not tell you that on the day was hired that he was drafting a complaint to the state of arkansas sorry my hand I don't remember add and I don't act again I wish you would ask him that question he can probably remember who told him. What and how that came about cause I don't remember well he was doing it at the rate of two hundred and eighty five dollars an hour and I knew what the read was yesterday and and that alone was seventeen hundred and ten dollars on day one to the taxpayer to just draft a complaint to sue the state of arkansas on you that you had no idea that he was doing that. Allahima so that question think that would be more property I think he could give you more clear who told him to do it and when it happened well and i'll be slight to come back up a fee explained I mean we've we've established your the chairman of the board guess her I would expect that you would know what you're returning is doing who you just hired. None of that was communicated to you. I would say that they are term. That measure watching maybe be in that layers on is I normally how I use the operate has worked with him more than I have but yes I worked a lot with after its whale but i'd say that mister watson might have more a record I mean more communications with after the night. And then there's just the general concern about how you hired mrperiod app and why you hired mister apped into the whole process around there again when over this mrperiod buyers but there was no public solicitation by the board for an attorney is that right. Not. There was no request for qualifications to be submitted where you could evaluate a number of attorneys I mean there's lots of good firms in arkansas lots of good firms a little rock you get the friday firm to get right lindsey jennings you've got mitchell will youngs you've got the rose law firm I mean there's a number of firms that engage and employment law that are recognized experts in their field that probably would have been interested in this business didn't consult with any other digit. No sir you brought one attorney to the meeting mister yes. And. The. And off this makes a difference around out his heart and attorney for a project. And I understand it's my private deal but I got recommendations from certain attorneys in our contact at one person that to that went to. I didn't meet with many of them I met with the one person that seemed to be the best recommendation and i've found that afternoon has done a map unfortunately position of having higher attorneys in perhaps that he's done a really good job of well please with well and I think you bring up a very important distinction I mean you talk about you said earlier the number of attorneys that you've hired over the years and your private business which is certainly one thing but in this case you're doing the public's business necessary and you're paying that attorney or purport to pay that attorney but the public's money and so you have obligations to the public in the way that you hire that attorney in the right that you negotiate with that attorney we would you agree with that. The. So that against her you have obligations to the public in the way that you go about hiring that attorney in the right that you're going to pay that attorney in a number of different aspects you have completely different obligations obligations to the public when you're doing public business that you don't have when you're engaged in your private business would you agree with that I agree that anytime you have legal representation you have an obligation to hear the person that you feel like with be the best to represent your calls but and that's what in that calls in my mind is the same calls for the state of arkansas on the citizens of and that the distinction here is that. You have an obligation to the people because as the board of correction you are you are have a board of the state of arkansas so you have obligations to the people that are higher than maybe what you would have in your private business I think that's fair to say. And so you know once again I find it very concerning that having those obligations to the people doing the public's business reporting to spend the public's money on an attorney. You didn't request qualifications you didn't ask for a number of attorneys to submit proposals to you you brought one attorney to the meeting and you hired him on that day. You had multiple conversations about hiring this attorney with mister watson before he was ever hired you sit down there today and you say that you only hired him to consult about secretary profession when he spent six hours on the very day he was hired drafting a complaint to see the state of arkansas I mean it's unbelievable representative goes away I know to be argument anyway i've testified that that's what it started to be there start water ended up and I think mr watson are after continue when it changed to be part of lawsuit to protect all right under a minimum thirty three I know what the conversation was from ourselves commissioner watching. About trying to look for somebody that had. Um. Some expertise or something in this field and that's again that's this that's what i'm testifying to in your transparent it that that that we didn't do anything up on just harding all september thirth. And that's not where it started and i'm I won't just try to make sure without me and in any way argumentative the that's not what it started out to me. And thank you mister magness and represent gas way we've got four left and okay one more question they will move on with the more listed thank you mister chairman and that appreciate that mister magness I mean i'll just say you've been chairman of this board for a long time you've served on the board for a long time you bound an oil company your sophisticated business man doctor buyers is an indeed a doctor you have a thirty that serves on your board and it just appears to me that you guys are just. Doing business over there **** nearly you're not you're not observing any standard protocols for boards and commissions in the way that they should operate. Uhm you know again I just find it. Hard to believe that you guys have operated in the way that you have but I appreciate you being here today thank you mister thank mr dashway in the mrperiod magness so was there any agreement for mister zadigan to are continued to represent you and your personal business not okay and what would have been I have called him one on item and ask him for a recommendation for a specialized turning in another field and he found me that person yes and centered this manual recognize all right thank you I mean I think earlier you were trying to say have the blame falls anywhere at fault with me i'm not sure that I completely disagree but I would think the falls more than lack of process which I think you've heard repeatedly throughout today the processes don't exist you can be knowledge they don't exist you just refer back to your attorney if you feel like you get off track and I think you got to read through the minutes of the transcripts and know that there's nothing really firm or hard fast about how you are conducting business at this point senator dread i'd like to address it please. I won't make sure you all understand. There's no body really wants to be me right now my name is own. A lawsuit that sued the government of the state of arkansas that I supported ok this whole process. From from start definite. And like for people understand. That we've net of course have never the board has never been through this process before ever not even close we'll never really have any. Big disagreement with administrative executive spare suite me I just added one of make sure that it's the procedures and staff and the operation of the board is ray and professional. And does take care of serious business. And that's why I say and while ago if there's any fault to play in this document or maybe from day one. I mean i've reached out to try to get to the to the government and then. In. For whatever reason it didn't I didn't get car only to doctor my fault hurst airfare who for I don't care at this point is no that we we do business for an apartment creation we're all dedicated we we don't get paid. And we do that we have different. People different lines of. Of their laugh that they bring to the table. And being concerned but we. We tried to run it for professional yet one of my clear I got seventeen months left on this board I hope I don't ever rash soon and the governor. Johnny mart the banana might be in here and I don't have it every bid of it. Was completely one hundred percent unusual and just for clarification too that from our perspective as we set here in and want to speak for other members but I speak for myself. What you're selling is based on a law that we passed. Oh I mean in widdly was passed with large margins and so you may say it's the governor but the governor was actually following the law yes that we established. His write so that she can't you know that goes back into the czech's balance but that who we had to go to legal which is legal remedy but understand it's set here right now my my perspective what you're saying is clearly different than yours or we wouldn't have been voting for a ball that we passed yesterday maybe there's buyers removers amongst you know a few members but I think largely everyone thinks we passed a constitutional law or we wouldn't pass the law and then we're we're also sworn to hope certain different areas but one thing that I do have a question I just want confirmation is so this whole hiring of the attorney. Happened in a three minute span. This. Yes sir if you say app I don't have the time because you all approve the minutes after the fact so you know again just kind of go through the timeline one more time meeting wise you can be correct yes well but the rest of that i've asked for other documents to be provided to me of the interaction between abtent in watson interacts with absolutely new those don't exist II know they don't exist because I feel like you would have given to the give them to me if they did exist because you wouldn't want to break the law and see that would have weird so but they don't exist which means to me the only thing that I can do is assume that this conversation when it started being public and there's only three minutes in which this conversation was made available to the public. And then at his very very limited enough i'm asking now for the recording of that thirty or three minutes so I can better understand but. You all wanted to executive session at eleven ten you broke from his ected eleven or executive session eleven forty immediately went to launch was the employment of or the hiring of mr apt in her contracting with him discussed in that lunch break. Amongst the members don't remember no I wouldn't we would would be. That would be outside the scope of what we can do yet what you could have talked about in the executive session because it wasn't based on the employment of a particular individual we couldn't account we couldn't have talked about it in yeah so there's no again I go back to there is there is literally a three minute window in which the world is brought into the conversation that's been happening for my understanding months some would say not at all and in in that it's it's to very quick thing but I will point out that the motion was made to hire an attorney for employment it matter or personnel matters. And in that group and and maybe you can make the argument stretch but a limit thirty three was not discussed in the motion and my question for did you understand when you were making that. Then mister watson made that motion and he said personnel matters that we were also planning on the ensuing based on amendment thirty three did you understand that at the time. Yes it's family hearty. I keep run anywhere else to charge discussed these matters well. It was discussed. That we hard attorney representatives in personnel matters. No that works tarned no sir public document that we have. Is the minutes from a three minute conclusion you got in front of the I don't III know it some positions okay you know and then it doesn't say for years of the you know that was a. I don't a weird thing where the actions were taken place you go back and retro actually make it and all these other things through an engagement letter but at that time you were aware when you said personnel matters that you minimum thirty three well senator my opinion it was all the same. Mccalls again we've out like mrperiod fear. When. He would do opposite what the board requested him to do and I don't like to get into there. So one in it was to us it was one in the same okay. All right that's fine in in so many one thing I want to ask because what the board allowed you to have the authority to do. When you had made the final approval of the contract with reaffirm the contract that was in place correct and in that contract it says we're going to follow the laws it stayed work so is the written essential imminent paraphrasing but that's what it says in the engagement letter okay and then when we have the contract before uh step brought to alc that you then signed it says well in fact we're not going to follow all the loss of favorite so we would like to have some of these exceptions so it's a material change in the contract that's our view. And so in that just deserve justice because we talked about a minute ago that you guys essentially approved the thresholds for contracts which is really no different within what the board did for you when they said you can reaffirm what we've already said we're going to do what would you do if you found out that your director staff whoever was it was in charge of sign in the contract. Yet your yard said a limit as a boardies of we're only going to do this this is what you we give you the authority to sign on a matter up to here. What if they came back in the contract at the executed actually exceeded the authority that you gave them what would you do. What what are you always all he wouldn't get paid and mccalls we've never had that happen somebody exceed what the board were you did. You exceeded the authority that the board gave you by reaffirm not simply reaffirming a contract but graining greater latitude what was expressly written in the original engagement letter okay the I understand what you're saying and I am not a take except in understand what you're saying. But again we were asked to put an estimate of what the amount i'm not you don't talk about to procure my daughter no I am III am willing to the main bills for a substantial rate there's a steps in amount of money that was put on that contract and they were trying to capture in the moment with that look like I don't think it's properly that the seven thousand dollars was added but i'll even basic out of the side step all of that in the original engagement letter says that they're going to fall off loss at state of arkansas okay right contract will. And then in what you originally signed and was brought forward to us. Which is what you were reaffirming by the way you had been granted permission to reaffirm that. And then what was brought to us actually said no we not only we we will follow the the laws of the state of arkansas with these exceptions those exceptions were notated on what you signed and presented forward my question to you is. If that were to happen and in all business board approves you know contract thresholds what is going to look like and then the director decided on their own unilaterally. To increase those thresholds what would be the consequence. Twenty couldn't. She couldn't do it it couldn't exceed the threshold agree the contract. I think again. The. Then I think we're seeing the same thing that that's where there's a to me you may not see there is a substantial problem but the board that you permission to do something that you exceeded the authority that the board granted on my hand yes again III as I said before I set full response to early. Well you know it every april we vote to the germany and so if they can they can remove me they want so thank you center dismang in that so mister magnester what the fuzzles me is that you got a lot of educated people on your board it didn't cross anybody's mind to consult with somebody about procurement laws in the state of arkansas or you'll just did well so we don't we want her but called you you thought you were that's what this lot of people in trouble because you think you don't consult with the expert so without being satisfied with the center stone. Yes mr magna but chairman thank you and I have two questions if you will allow mister maine said you have stated that you're not familiar with the german process with the state that is the business may and it's done business with the state how could you not be familiar with rf. No I have never known men and so the state has a business man because i'm i'm not required a I can't do it I mean you've never done basis but to stay to park all personally or renew your companies one short term when there was a problem with getting fuel delivered not the sale of purchase but the delivery of fuel assigned her and got an exemption from dfa and governor bb to to make sure feel that to the farm for a short period of time I don't know if it was sixty days thirty days what are cause they were having trouble I don't remember what the trouble was but yes I did business for the state of arkansas for. Twenty five years maybe at I don't remember sixty days something like it there was some kind of problem I don't remember. Okay in my second by the way I didn't put in profit on it that was one thing I insisted in my office that they not do that that if wherever checked that it was. But yes I did one time for about sixty days okay. In my second question there's a woman asked you to question that I asked about small and regards to allowance of jows in light of allegations against hill then your opinion is chairman that his continued service the minister integrity of the border corrections now sir it doesn't in my mind because i've known mister chals for probably twenty eight years and i've also. Um thank I know some of his defense. And believe the man to be. Completely nine liable stuff that he has been put in brown him and again it served civil litigation. And are. I think it will have I think it should he should be given the opportunity to defend yourself of each phone liable I think he are in january this really not relevant to what are discussions today so this I guess move on my apology is europe averages banking there has an answer all to be in enthusiastic year stand doctor botters if you think he's not going to do anything instead of refuse to play answer or to just kind of walk around in circles I mean if you got confident sending you should you say yes they have it any meat i'm sorry thank you senator stone was under hester please. I'm sorry I believe this has been covered before in these meetings but you continue to say mrperiod perfura who is that secretary speak secretary before you have now organic at the governor's office okay is it are you are you talking about secretary perfury yeah i'm professional for yeah yeah yeah we wouldn't allow him to come in here in mispronounce your name and call you chairman max i'm sorry well it's I think it speaks to the disrespect that you guys have for each other but anyway is is it true that once he was terminated you guys implemented the very policies that you terminated and for. No sir not completely completely no I never send it everything he said her dan was wrong but I did say that that uh he executed his authority as secretary and at direct direction of the board anyone had that and stuff anyway. Thank you. Center hester represented baby and then resets not me with the hammer just so you know about the miss chairman I want to think santa haster for the comment on the pronunciation approferi. I mean I think maybe communication is something we've seen is a problem here communication mount board members may be communications with the secretary so it would be helpful to hear you pronounce the name proferry it is soft and simple at least white steering this test mounting but I guess my problem is you said you had reached out to the governor to talk about the protect when was that was that prior to the press release are the press conference or was it act so it was prior it was prior I never reached out to the government's office after the press release and but I did try to reach out to during the legislation and. I actually well he's mr gilmore was here I wouldn't talk to mr gilmore yes and answer is your more i'm sorry they have I don't get any more trouble and you testified against in opposition to the bill and committee as well well so I think it's a fallacy in yours committee meetings because it has a you can't put down four you all have the choice for or against if it had a thread item for comment I would chose it cause I was definitely a men dealing with justice system. In january while it be my fiftieth year. And are our problem has been. Re occurring around. In mates or offenders that keep coming back. And so that say that something that the protect arkansas addressed. So it's it's hard pain us in the picture. In a position that we were against it it's only your document since we were going to talk about one item of it. Then that we were against the whole act because I can assure you. My heart and sold was four most of the of the act etcetera for those changes. So just to follow back up. II guess the problem that I have and I i'm out with the most members of this committee would have is the fact that that after that press conference you. As chairman of border corrections never reached out for a conversation with the governor the ag in any discussions about the press conference to read anything else because you just felt like they were against you and your whole problem was. Who secretary proferry answered to is that correct statement. There's not just two years too but the board of corrections set the population for each institution or i'm not getting into the app operations of what your issue is i'm just saying you did not communicate with the governor the ag are even if we know with secretary of profession unistra professor german weird debate this issue just just we can debate this issue of next tuesday so we're gonna move on to center brian. I'm sorry. The because you misrechair chairman thank you for the gift for being here as I was just looking typically and go to an agency that has a border commission and I can see very pronounced transparency and communication very quickly readily this general assembly does that as well through or they put all the information legislative on it it's all their information is there anywhere logistically the two manager have oversight that places any of this communication for your board meeting minutes on the honor platform on a website. I don't know your prison transfer board does your victims are institution more does but I don't think anything is specifically for the board you represent no sure the board is just now voted to go on like a youtube or something like it in the libraries recorded on there and people can watch it because we're open for the public. But it just out that we've just bought a last board member of grading to the only I hate to say you too but something like that to get that will. Broadcast live for a meeting okay because it's it's difficult from previous meetings in this meeting that that is obvious because you know I you know we don't have is as like we get holes in the in the four you request we are holding meeting minutes and that we can piece all the puzzles together and either they didn't exist or they do exist and they were being withheld and we don't want to assume that so I guess my my question is you yourself your council or any member that you know of four yeared members of the general assembly. For information regarding our conversations where they're internally or two other agencies. That you're aware of say that again and in an understand it have you have you yourself. Or members of your committee that you're aware of or you're or your new council for your members of the general assembly for our internal communications for this matter not an hour. Attitude okay thank you I wouldn't know I didn't know that we could for you so anyway I think that answered questions of mister magness since you take minutes of your board meetings can you provide the committee with all the board meeting minutes where you were elected to be chairman please yes sir we will and that's documented in the minutes when you were elected. Yes sir okay thank you and members we're going to excuse mr magness with the build to recall you it if necessary since we had the alc executive subcommittee to be convenient immediately after we take a recess so I would also caution the members are the witnesses about discussing your test money outside of this room and with that being said by his standard recess until thirteen hundred when we will take mr medic medicine again thank you. You'll see our i'm sorry drop performance review is called back in the session in well you've been in trouble mister medicine if I decide to call somebody else. So thank you for being here day so if you'd stand up the racial right hand do you sell miss worth testimony back to give me the whole truth nothing but the true so help you god. And please take your seat state your name and your position for the record please. Thank you represent which mister german berry my name is absolute medicare again i'm a partner with hobby smith. In just to get something out of the way I am very comfortable with abten er if anyone wants to just dispense of medicare again and i'd say i've been practicing the medicine again so much that i'm going to use medicare again so I think my family saw the alphabet and they said it's just take all the letters he sounds fun but if you don't feel comfortable with it about fine and i'm not going to take any good okay thank you so few questions get started which are taken questions from the year members but mrperiod medication have you provided any advice to other members of the board on their testimony for today. The. I wouldn't say advice i've talked to them to make sure you know there's a confusion about whether the meeting would be today or yesterday so basically talk about timing of the meeting and so forth but not anything relevant to the the matter in hand not about the content of what they look at thank you so did you meet with anybody to prepare for this for today anybody on the board driving meetings or anything no sir okay good I and i'll take questions from the committee. What and center. Senator dismantled it's just really I mean I think you heard some of the test may like said you're a better position maybe our first two folks when did your contact with the board about possible you know representation begin if I may just speak freely just going to tell you how yeah how the scheme pass we just say I know before all this I knew no one on the board personally professionally were otherwise directly or indirectly i'd never met mister magness until december eight I was sitting at my desk one day at work I got a call from name I didn't understand it didn't recognize my car ideas of lee watson be honest with the it was a little annoyed that day cause I had a few calls from other folks looking for a plaintiff's employment attorney and i'm not that so I get a lot of those difficult calls I thought he was going to be another one almost didn't answer I answered and at the time I was teaching at the loss white each employment law I started under professor terrence keen I was the best employment law professor ever had taught me a lot about the watch and I had been teaching for about six years I obviously have a number of constitutional litigations pending and I got a call from lee and mr watson said hey. You don't know me i'm on the board of corrections we have. And a bit of a challenge with secretary proferry and it's a unique employment law that has. Confluence and constitutional. You know do you know anything about amendment thirty three would you be willing to consult with me and it honestly in that that moment it's it's not in common is a law professor I get lots of calls to answer questions for the media and you know work on probably new issues whatever it might be there's a lot of what up consultation i'm always clearly saying i'm not where my lawyer had i'm i'm wearing my professor had more time. In. I don't know anything about amendment thirty three but I was curious and they said look. Let me let me let me take some time and look at this and see what's going on i'd be happy to talk to you know don't this would have been in my best recollection. Honor about or around november nine november ten somewhere around there to please don't hold me to that date but I can accurately represent it was in the early part of november prior to november seventeen and so I had done some research I looked at it quickly there's an encyclopedia of art arkansas article but did a little bit of west law research and to me you know to me. The. It was. And please take no offence to their sounders I understand the awkwardness of the fact that i. Challenged a lot at your past by by you know by the situation majority and so I appreciate the awkwardness of it and please don't take offence to what I say i'm not trying to argue or castigate or anything I truly want to be here and be respectful and in answer your questions are to the best of my ability and that's what I will do but I looked at it quickly and I thought it there was an incompatibility in the laws that were asked so the law continued even after amended before the challenge continued to have this secretary of corrections position of approved or final approval by the board of corrections which didn't make constitutional sense to me because of that incompatibility if it's the governor who has the final save over the person the the management of it and so that didn't make it just didn't make sense and so I said you I had a few conversations with mr watson maybe or I see a few maybe one or two it was mostly have read amendment thirty three yeah this is interesting but there is no action there's a call to action there's no no concept of hiring me I was a little frankly suspicious of. I don't know who he was i've never met their men and before I didn't I had another lost it against the state and I didn't know. If he was a friend of someone who has found a charge of me to some address but I talked to him and II was. I was struck by how. Dutiful in respectful he was of the constitution and that that's really the the heart of our conversations have been your history constitutionalist i'm a constitutionalist and I believe II took an oath. The same as everyone here to abort and defend the constitution. For as a lawyer you can appreciate to take up the cars of the defense list and the oppressed not reject matters if personal union personal for myself uhm. That might call me into meetings like this and I really appreciate it. They we have government actors who care about the constitution in a way that never really truly seemed before and that was kind of hard to the conversation and then. On november seventeen the press conference occurred. And I don't want to pick arguments or make arguments as a couple observations for you as a matter of employment law your secretary profession. Was at in spoke at this press conference castigating in some ways the board to which is at least in. Answerable but if you're at this one up but I want to get back to let's get that stick to the timeline not scenario just because that's when i'm asking sure sure want to be really clear with you about my position with you so okay like you are in a very different position than every member of the board that comes up because what they have done it sidestepped the laws of the state of arkansas europe is not necessarily your responsibility to be the one that confirms if you're reaffirming a contract or not that was their responsibility to look at into that I don't I don't want you from my perspective to think that I don't need to litigate any of the case I don't need to litigate why you felt you were compelled to go on you know and take him on as a client I can before all of that I mean I think the financially was probably beneficial but you know meant in the end if it if those things are line that you you got a home run right out your beliefs in your pay but but I would say so i'm at november. Ninth get a phone call november seventeenth you watch the press conference in between those two day or does two days there were maybe a couple of conversations with mr watson where the any of those by email. All phone calls I don't believe so I think phone calls the first time that mister watson in person may have been please not quote me unless it may have been either like saturday or sunday I don't know some day during the week i'm not sure. Between I believe november seventeenth in november twenty and I could be mistaken about me some action after that you have more information than anyone else so far sorry so we're now at november twentieth november twenty is the date on which human magnets issued his letter to the governor inviting the governor to meet and speak about these issues to avoid the constitutional conflict that also painted the history of amendment thirty three I have. The. I had a hand do you assist I had a history and it making some kind of nets I was the editorial schedule are you so made to it since medicine that okay the document but that is probably work you know having a contract no no. I just is again local professor interested in it and all mister chairman magnesses content just some revisions and edits yeah made a flow better that was november twenty I must have had some type of i'm certain I had some phone call and the phone call with mr watson excuse me. And between november twenty and november and december eighth which the down which my usual agreement was signed. And now that I think of it maybe it was prior to december eighth. Right before the december eight meeting where it met. With mr writes in a repeater and person just I really just want to see who he works face to face I don't like to take on clients referring to i'd like to have at least them. Just know who they are. I. It was never. The conversation that mister watson I had was again and probably can it's interesting and watching this. And then there are different events maybe in the media or different statements made I think the attorney general made a number of statements that from my perspective from netflix perspective very interesting because the attorney general actively even to this day actively represents. These hawks. I'm not aware of any state. Ever. Or you can cast to get your own clients like that in and sue them and so I think we may have had conversations around that app between november twenty in december eighth. I'm just going to following it along and then I believe around that time the december eight time frame. At the governor had given secretary profession some directives. To open additional space that before the boards deliver to processes included on whether or not that was an appropriate decision to make okay and at that juncture I took in old. Engagement agreement that I had used for other public entities and made it we'll tell you I have represented. Every branch of arkansas government and my practice. Ever ever branch. Yeah. And so to the exact same engagement agreement and I made some minor modifications to it in part number one specifically remove language baron sovereign immunity intentionally because I expected to be frank with the expected that we would be here at some point it's up it's not lost on me that. I understand that you're you're suing a board on a behalf of the law that we passed I get your educating the everything only I will sure yes okay until december eight I had a. Yeah. Bad known that there was gonna be a board meeting that day. I didn't know and I just had not spoken to anyone other than lee I mean if I may have spoken of any that day for the first time I want to know who who is all that you will live in those extent of my knowledge of mr magness returning magnets. And I think we may have. Met face to face that day before the meeting for the same purpose I really just want to know his story who he has held them with the board met that day no one had promised me anything noted anything what I would was told is that. We'll see what happens I don't you know then talked about. Hiring an attorney is as I understand it is a board they had several conversations around prior to all this several conversations around secretary professional performance deficiencies. And I think those can conversations always led to the point of what do we do about it after these loss or past. That's why i've made the engagement agreement readily available to them you'll notice it doesn't have a date on it because I just I think I just gave it to leans and have this is something you'll ever need you know here you can consider it it's a discounted rate by the way and there are all elements of a contractor in my engagement agreement in engagement is i'm not worried as absolutely a contract but there is an early rate and it's a discount my normal rates through fifty I do a lower rate for public service work like this. Uhm which is a rate that I think this body. Wouldn't you have to just ask answer to senders question if we don't need the read just keep it such a thing we don't need the narrative like the senator said and it just so to be specific so you understand where i'm coming from then we can go we can pursue it completely different path and this is not my goal my goal is i've had testimony so far we're going to have continued testing money I believe that the proper protocols weren't he followed to even hire you is that your fault no I don't believe that it is looking at some are basic questions are and you've given me the timeline I think that I needed to get where I am so we're good at that won't read december eighth so december eighth the day don't watch the board goes to executive session speaks of it secure profess employment comes out of executive session and two votes one vote to higher outside council and the second vote to hire me specifically out of three minute meeting. Pardon it was a three minute meeting if that's a representation no no no it's not mine it's the minutes that now I will be awful if they are not true and accurate but that's with the minutes though II was there so it wouldn't surprise that sounds good about right. By the I think on december eighth. The attorney general's office in particularly a deputy between general doorley chandler at called mark. The compliance administrative for the board corrections and advised of her opinion that the borders of violating seven o two twenty five sixteen seven o two. On december eleven. We received a letter from the the training generally should a letter and I think it sent to me as well more or less seeing the same things on december fourteen I issued a letter to the attorney general advising of two things not one of the board's position relative to twenty five sixteen seven eleven and of the fact that the only person who whom i'm aware who's ever actually violated seven o two is dorely channeller in a case titled twenty six i'm just trying to need the time on that I that and that's the time when I was december fourteen but I don't need the narrative behind the timeline what I am mostly interested in because and i'll just put it this way so it's very sustained a minimum will just were on the same page. It's been told to me and represented to me that there is no correspondence between you and lee watson or really anyone else with the board that didn't happen by the phone so thus none of it can be provided to the legislature there's an engagement letter in a few of the little things that happen but it's as far as the conversations which i'm really interested in is you know how to mister watson come to pick you how did that conversation play out did you meet with the board that day on december eighth or did they meet in a thirty minute you know executive session come out of that and decide to hire you in three minutes did they enter in so you're also representing there was no communication other than verbal between you and the board prior to you being engaged as their interning. I want to answer your question without providing a narrative thank you and so from a timeline perspective. I'll put it up on this way if there is any if there is any written record of any communication i've had with the board or its members individually it has been turned over at the same time I represent a number of public entities I understand the extreme cost associated with complaint with where requests and I also understood that receiving tax period if we were in exercising appropriate data hygiene data hiding that i've learned from attorney general for your presentations and so to the extent that there were records i'm not suggesting that we never email if there were any they were deleted and it saves money so that every time I get a for your request which has been substantial. Ten so far from the attorney general alone I don't have to go back in poor a history or years worth of these documents and that's my standard practice on your side you would have no documentation because of practice the deleting the emails that refer saying correct okay as is is is the common practice of every government. Attorney and participant thing I had no idea and that's that's good to know okay so you are not able to provide any any backup then to the questioning you don't you don't have anything a record so when it comes time when we're talking about members who minister I don't I don't want to paint with such a broad brush sender respectfully I do have records and i'm not certain that you have requested all of them the I am certain that the attorney general has in all of those records have been turned over to the attorney general and I believe all records that this body has requested have also been turned over so i'm not i'm i'm we're not never reviewed on where the board members who said they had nothing. Parts of mine were of the board members through legislative council who said they had no records there are no records of your communications of any kind or how we lead ourselves up to the hiring process of you out that you know other than some board minutes and a letter in himagement in in other states of things and so if you don't have them that's found is it it's a continuing question i'll have for additional members if the if there are records they were turned over to the attorney general when they requested them or whatever request to them in a for question I assume that that's the same information turned over to you I also did not go back and cross reference to the thousands of pages that were requested by each body different times no it man were pretty simple so and it worked again just reiterate I asked for nothing through the attorney general's office I asked the legislative council which is you know our vehicle to do such things. Okay so. But you're saying there was no written communication just one more time because I think you told me there was nothing that's voiable because you delete them where it was there any written communication between you and any board members prior to december eighth. If there were any written communications. It would have been only between me and mr watson not if were weren't worth their i'm understand that I am certain you're either in technician I am certain that mister watson I texted okay hey you have time for a call perfect and I would delete those things and you know and I actually i'm not asking you you understand like I tried and i'm not being articulate i'm not saying it well enough i'm not you do what you do okay it is not your responsibility to make sure that board members act like board members nack appropriately and follow protocol or even follow procurement law that is not your responsibility. And so I think you heard in the line of questioning earlier that that's what i'm mostly interested in. And so my question is just a simple yes or no there is there so now they're probably worse and text messages between you and mister watson what I would consider to be kind of ministerial type hair work do you have time for a call something like that okay but again to the extent that there are that there were those communications that I think there were just on criminal coordinating by taking you talk to me those would have been deleted by when you did the market for the response to the governor's press conference. I think that's what she said that you helped kind of mark up that document a little bit was that how was that handled with digital trade against back and forth I called I think I called I think we spoke over the phone just called and had him read line through and said this news to come into play in this does it did it so he sent you though a copy of it so that you were able to see it now we met for pizza. At one point and he had some version some copy of something and I think I provided some notes so he gave that to you he gave you a copy of the document I think it is I think it was like a a lot of copy are considered in cycle pdr like just kind of. Can avoid. I likely a dated up to me I don't know I don't right now just kind of some different pieces of information alright to mister watson I understand I appreciate the fact you meant forthcoming your your policies to lead emails text almost things yesterday so they're not subject for you I completely understand thank you for your time. Thank you cyner dismantled and that mister metros article how much is the department of corrections paying you to be here today the department of corrections is a defendant in the lawsuit I don't represent the department of corrections and so the first answer to written is nothing if you were asking about the board of corrections I mean bought a correction you know me sit the same same so far and we're here to talk about i've not been paid anything at my rate is two hundred eighty five dollars an hour but is that what you're billing the the border corrections is right now for you to be sitting there's two hundred and eighty five dollars an hour I think it'd be appropriate. January I think that that be fair I had billable work that I should have been doing it could have been doing today but instead I was asked to come here and talk about so what time did you start billing part what time did you start billing the border correction this is actually funny I wrote down to my my sheet here. One pm because I think that that's fair at that the time i'm sitting here answering your questions. Also until you're done answer asking me questions I will keep the meter on and it's something that I think if the board has a problem with they can ask me to strike it or just strike from the villain I won't have a problem with it I think it's fair that i'd be compensated for the time that I spend representing the board of corrections. So did you bill are you going to build the border corrections for the time that you spent preparing for this. This meeting to be frank with you. Represent their app or some very january I haven't spent much time preparing for this meeting. About two minutes or that should be great yeah. So my contract is my december eight engagement agreement. That is the contract it was supplemented on december twenty two after the attorney general sued his own clients. At the brought this up that brought the second supplemental agreement to it to the for. What I want the. This party to appreciate is that it is impossible for me to understand. Or to be able to look into a crystal ball to tell you what the litigation is going to cost this litigation and frankly you have certain procurement rules that don't apply if the if the measure would cost under seventy or seventy five thousand dollars this loss of very well could heaven should have cost under seventy thousand dollars if the attorney general was not number one. Attempting to drive this narrative about the cost that's what's happening they have failed motion after motion after motion solution tried it it's like going back to the magna carter to try to explain the law in some of these filings for them yet there is a statute twenty five one one oh six that the finds what a constitutional borders that statute defines the board of corrections. As a constitutional board probably have devoted twenty pages each on what that means constitutional board it's not that hard and so I cannot sit here and tell you what this are super this representation what ultimately cost it's like meetings large year for every action there is an equal and opposite reaction I have made I have endeavoured it every opportunity to ask the attorney general to stream minus to start fighting to reach agreement so that we can avoid unnecessary fights okay I do what do let's stop here because your billness by the hour and the clock has run in up to the meat limit just has some very pointed questions in. The under the current contract that you have i'm not sure how it is that you're going to be able to bill on the basis of the current contract because of the scope of which that contract was authorized by do so I think we might have some issues there number one up and then the second thing is in your test voice they're displaying understanding say you were your proficient dealing with you know with her government entities there was a member that was sent by mister brown I think advised in the board that there were some current service about you know the contract in that it did necessarily align with the law and that was on january nineteenth the due were you privilege to that memo number one in number two did you respond to the board and say hey you know what there's a point here I mean you know you you acknowledge that you're proficient in it so could in a couple of minutes or less could you answer the question please I became aware of that memo I believe a few days after it was issued by mr brown. It was I know it was dated january nineteen also dated january nineteen is judge james is order finding that section twenty five sixteen seven eleven which says on their disagreements with constitutional officer. An attorney general they can hire a special council to resolve the matter by alledigation judge james found that that statute applied. Mr brown's analysis indicated. Effectively perited what the attorney generals arguments were that is not surprising to me because mister brown and was represented by the attorney general as a defendant in the slassic and so I don't agree with the premise of the procurement analysis memo i'm not here to argue a debate that I think there are a number of questions for instance seven eleven has a repealer clause was passed in nineteen seventy five. Seven o two is passed during the great depression. There the secretary of state of arkansas is argued to a court that seven eleven repealed seven o two. And so there's a substantial question of whether seven or two is even lawfully enforceable or or the lot of arkansas to that to this day so there is a fundamental issue in mr brand's analysis there there is a separate issue and I don't mean to disrespect this body or the power that you have and that's what governments are all about it's about the allocation of power this party has depower of the purse and the accountability of being able to call for up to into these questions and that's that's what the legislature interest in its it's actually as power. In in in that. Specific. In that specific way. Their tony general is a pine it's opinion number two thousand seven dash year zero seven interruption just say what running end up doing is agreeing to discrete you have an opinion about missed brown's memo all I need to know was that you are aware that that member had been sent a new did not avoid you did not advise the board differently after you became aware of that man was yes now. I. The only thing I would have advised I think this is my advice was just yesterday at all you you are aware of it but you you didn't give the board direction that we need to stop as a is that correct. I don't know they can answer with the yesterday I thirty twenty seconds in choice of chester. So number one I was aware of the memo camber two I don't believe that I advised the board one way or the other about the memo it's not my scope and not my place i'm not a procurement expert and I wasn't here to be one I have a very specific and limited defined position here is special council so i'd defer those questions to their staff. But with the people who are experts there but number three II do disagree with it and I think to answer your question truthfully and forth right I believe the only thing that I have said to the board is that I don't have a I don't have substantial degree of confidence that this process will result in my. It was being paid and that there is still another branch of government that might have to say about that okay alright thank you for your respectful dialogue thank you. And to follow up on my question a man ago so the the department of corrections is paying. That border corrections does not have an appropriation. And you may want to keep your comments on your little sync anyway because you're the scope of work it from your own letter of engagement does not cover a paying you for appearing in front of junk departments review for the border corrections. So did you know that. If you'd like me to take a moment to obviously you did not know that because the way you answer my question earlier some of the deferred to represent a gas way. The. Thank you mister chairman thank you mister app and for being here today. Ah couple of questions when I go back to how this all started. So it sounds like. Prior to the november fifteenth press conference. You were already engaging and talks with the border correction is that right now no repairs of gas way on november the never seven seventeenth press conference a prior to that I think I engage in academic discourse with lee watson specifically and only. Yeah. Okay. What what do that consist of. As I said before uhm he told me about amendment thirty three in the concerns they had around secretary perfectly former secretary perfectly. And. Was interested in if if I had opinions about the incompatibility between the statutes that this body passed and the constitution. Then did you have opinions I didn't know anything about at the time we first spoke and i. So I after we got called. It's kind of interested it's googling it's research it's been a lot of time it's more than you are now but. My wife is pregnant and this is my fleeting last couple months of of time to build a sampling into do these things and so I was just academically interested in research and read some some material after after that initial conversation and so you formed opinions I take it that you related those back mister watson. Yes and you know mr watson of course was a member of the board of correction. He identified himself as a member of the board of corrections but to be more clear he was in my view. Asking. Advice on how he individually should proceed given his. More specific. Duties as an attorney. In so it wasn't I think I understand that the nature of your question it wasn't to advise the board on anything I think he was an interested. Curious the way it was present to me just seem courier seemed interested in wanted to know if there were some collaboration i'd be willing to have with them in that dialogue so you've represented entities of this state before. Is that correct correct yes may still represent them now do you represent other entities of the state now. II don't want to to get into any client confidence is well so you put in the. Sir certification that you submitted along with the contract the services agreement. There was a mention that your firm represents your ms advert. Uh and then you're advising the board of corrections that correct correct okay so. I mean just to break this down so you're a licensed attorney obviously you you're kind of cast yourself as a law professor but. I don't I don't mean interrupt your I don't I don't mean to paint a a false picture i'm I am an adjunct and I get paid I think like two thousand six hundred sixty one dollars per semester to teach it what class do you teach their employment law. Okay so you teach one class at the law school bother wise you're an attorney engaged in the product. Correct yes you routinely and your firm represents entities of the state correct. Different different. Branches or entities or board your bodies etc you have a member of the board of corrections who's coming to you asking you questions about amendment thirty three you're formulating opinions doing research and providing him answers. And your you do it and the way the way i've heard you couch it thus far is that you did that as this purely academic exercise because you are of course a law professor I mean do you understand how absurd that sounds when you represent. Other entities of the state and your contacted by member sitting member of a state board for advice about issues involving state government. That this was some academic exercises a law professor I mean do you really have would you have used to believe that yes because it's the truth. It might not be the inter that you want to hear but that's the truth the representative gas away respectfully at. I i'm not here to paint and when folks call for those steps for advice I generally want to retain or agreement when folks call to collaborate and discuss that level which it was because obviously was well aware that he couldn't hire me he couldn't had no authority to do so the border need to make those decisions as a collective in that way very much so was my choice to invest my free academic time into that into that process I care deeply about employment my issues and kind of announced about it I think it's the most important area of law and i. Was fascinated by the by the discussion I didn't really even give me research assignments and asked me to research questions for him it was more about getting caught up to speed to understand the nature of the board of forests it's history and the foundation of amendment thirty three so I don't want to misrepresent the white those initial discussions were they I viewed them as very academic and if if if if. The. It I don't know that I can answered another way that is what I felt in my heart and so so when you think about the formation of an attorney client relationship. I mean you have someone who's asking you advice you're providing them with research and opinions. Do you believe that you formed an attorney client relationship I didn't provide advice of research in in some ways perhaps that could be. More of a I understand your what you're saying certainly more of a concern if you're dealing with a laperson but we watts and is. A very well practiced attorney. And has a substantial degree of experience and so in some ways for instance. And. I won't go into it but represent you has way I could contact you and ask you and engage in ethics consultation advice and that would be a perfectly reasonable thing that does not create an attorney relationship II just wanted to get your opinion about whether or not you believe. In this instance that you formed an attorney client relation I believe my relationship with the board was formed on december eight after they executed my contract okay I have a few more mister chairman. Glad please appreciate the latter to thank you. So what so it sounds like there were some continued communication that occurred in it around the time of the november seventeenth press conference is that right. Yes between between you and members of the board now between me and we watched it okay. And. What was that about. The. It was about never one of the press conference i've never seen a lawyer for instance go on tv and blast their own clients at their failures failures failures. As a matter of legal ethics. Mister watson I had several discussions about the attorney general's misconduct. In that respect. And so we had several conversations about that and then those conversations continued along those lines because the attorney general was quoted several times in the papers after the fact before december eight castigating his own clients again and so we had more conversation about his legal duties as a lawyer. Under rule eight point four to report misconduct to that after professional hyde. Okay so once again it sounds like you you're providing some kind of legal advice to. Mister watson not advice at all mr lawyer it is right I think he wanted to sounding bored and we engaged in those uhm those discussions okay I guess let me get to the point what's really hard for me to understand is you supposedly were hired on december the a. Right now supposedly I was hired in december thirty eight you were hired on december the eighth. According to your testimony and. You build over eight hours drafting or six hours drafting a complaint on december the eighth. Yes. So mr magnus test bad earlier that you were just hired to give them employment law advice. And on the very day you're hired following a three minute public meeting you're drafting a complaint spending six hours on it. So. If I could. Say two things and for one of the three minute meeting I have nothing to say about that that's the board celebrations my understanding is that they had months of internal discussions. Appropriate executive session discussions regarding joe proferies employment in so it wasn't jet I think we're not right now to blink slate this one with me too I said it very late that night because I expected that this would get hot quickly german magness identified at a constitutional crisis in my research process I wanted to become from more familiar with the specifics and so drafting the complaint was we could be called research it was the document that the offense production resulted work product they ultimately created based on the expenditure of time that day but I left that meeting and I went to my my home office and I worked I didn't see my wife that night I worked open to I think pratt frankly passed past midnight so. Every minute of my time in my team's time that's represented on those billings is accurate. And they were justified. We spent in an ordinary amount of time and knights we can working on this one of my associates at from december eight onward. Took only christmas day off. The day my daughter was born on december twenty eight I was working from the hospital or the board and the day I took her home from the next year on january four. I was in court I left court and when people my wife and daughter from the nick driven home every month excuse me excuse me mister if if we could do a way. Your daughter the hospital the nick you all is not relevant to the discussion so just answer represent gasway's question in and move on we'll get through this a lot faster respectfully I will do my best to do so it is relevant to me it is my we're talking about the expenditure of my time and I want you to know that every minute was accounted for inappropriate okay i'd look at and I appreciate it if this were a trial I would object that your answer is not responsive to my question however we're not. The point is that and the point that I was making was that. It it seems as if there was very little discussion when I listened to the testimony. Prior to december eighth when you were hired yet on december eighth year spending six hours drafting a complaint which I find hard to believe could happen in fact extensive discussion about what that with the subject of that complaint would be in sort of support and i'm not instant your opinion in that that's a statement and I just find it hard to believe and i'm entitled to that so. That's one let's go on to the contract and the markings that were made on the contract they were submitted to the state. You made markings on a standard form agreement that was submitted to the stay. For the services contract. Regarding sovereign immunity didn't you. The. I i'm sorry my contract. Is december eight in this I want to be clear about the terminology represent gas way and trying to answer questions respectfully and is directly as I can my contract is december a in december twenty two engagement agreement in the supplementation to it. On march fifth late in the evening and really on march sixth from practical purposes I get this document and I am told the sign it. I looked at it and I had I had a lot of questions questions that I heard all of you asked to. What are fuel. What bid. What are they what are they talking about these are things that didn't make any sense to me and again like I said i've represented the state and every bridge of government before. I've never gone through this process ever it did not make sense to me and I did not want to misrepresent anything to anyone when I received that document I was in the middle of the union negotiations that day I took a so we that to come deal with this case I was still have to be done that day and I had a lot of questions about it and I had more than that a lot of problems with what it said for instance the defendant that apartment of corrections. Was initially labeled as the party that I would be engaged with their defendant I cannot represent them they would be the person who approving the the billings i've never heard of the defending any to approve the planet strange billings and on the changes that I made. I want to be very clear about this my engagement agreements did not reflect or receipt a waiver of sovereign immunity. What I made edits to revisions they're not alterations and I think it was submitted to that I don't know what was uploaded to the portal or whom I got a document to sign it and made edits to it I sent it back in that's a standard practice for an attorney but what I wrote let's be clear about what I read in the document I wrote if applicable next to sovereign immunity and it's really not up to us or to any lawyers or to anyone to to to suggest to you couldn't let's just say represent the guys where you wanted to agree with me that we shouldn't have southern india player. We could have any contract that says that it will not matter is the supreme court ultimately gets to make that decision what is unique here is that again for sovereign immunity it's a the vastage of month manager criteria and so to the idea you can't see the king well this is a lawsuit between. One constitutional body. And other constitutional officers so I don't know whether sovereignty mindy really applies here in so I thought if applicable. Is a fair compromise. They didn't really alter it or change anything it either applies or it doesn't and we could agree or disagree all day whether it should or shouldn't you know that's prepared make sense decision okay the question was this. This is a standard upstate of arkansas services contract. That is submitted in instances like this. It's a standard form agreement and you made your own markings on the standard form agreement that was submitted through this process didn't you. Of course okay. And some of those relate specifically to the issue of sovereign immunity as you've discussed. And your your markings were if applicable and so I guess my question two years. Do you not believe that the court has answered this I mean question very clearly about sovereign immunity in the states in ability to wave sovereign immunity. I respectfully I don't think the supreme court is ever addressed a situation quite like this one where the statute the two things if you really want my answer to some new ones legal understanding to you and I was trying to get to it but well let me ask you this are you familiar with the and okay and you know in the andrews case the supreme court quoted specifically we conclude that nelson brother spare branks and the arkansas department of human services are the correct precedent for this court to follow in its conclusion that the general assembly cannot waive the state sovereign immunity for the article five section twenty to the extent that other cases conflict with this holding we over rule those opinions further. This court has held that suit subjecting the state to financial liability or barred by sovereign immunity and plain if like andrews with these causes of action quote have a proper avenue for redress against state action which is too far a claim with the arkansas claims commission end quote that's clear that's existing supreme court precedent involving a board and an employee that seems to be clear is is the is that unclear in some way. Represent gas way I don't know that i'll change your opinion but i'd like to explain mine if I could just have a moment to do so. Number one andrews has been walked back a bit number two this is a unique situation involving it into a government fight. Between two different branches of the government and so the idea of sovereign immunity has. At a unique it's just a questions are right to my knowledge been answered. Number three. I statute seven eleven. Says. Shall be paid a reasonable compensation. That question has never been answered by the supreme court I think it's something that we'd need to understand why they're in this intergovernment dispute that injuries position which has been walked back by the decision since then act would continue to apply in the in the final part of this I want to make clear is and if you can you were going to refer to the attorney general's opinion letter two thousand seven dash years you're seven and it stands for the proposition that. With respect to constitutional bodies under amendment thirty three. At while the legislature controls the power of the purse that is to a point and so I think the attorney generals conclusion in that opinion is that you couldn't for instance completely defined the university of arkansas. In and by extension you the legislator the legislature wouldn't have the authority the power to completely defined a constitutional body in such a way that would prevent the constitutional board from exercising its constitutional duties that's effectively the the the thesis or the premise of representative western ins last suit against involving the rates of congressional pay at a hundred seventy four thousand dollars in the same vain representative guys away if you accept the premise of the two thousand seven dash years or seven opinion letter. If the legislature can't accomplish. Directly the definition it can't indirect that the the attorney general pine so it can't indirectly accomplish the same ads and so for instance if a procurement rule or a statute that says the attorney general represents everyone would apply to certain extent that it would impede on the board's ability to perform its constitutional duty. That I think that there is a fair argument that sovereignty minute wouldn't apply there either and again these are very new ones is legal issues I was meant attempting to maintain the status quote and just that if applicable and so I don't think that that really changed anything the choice of law provision of the engagement agreement said that arkansas would apply with them with without respective conflicts it was issues. And I think that's consistent I think the revisions I supplied to the ratification document on march sixth are completely consistent with my engagement. Alright that's all they can represent the gas way in and I believe it was a rick crawford in the lawsuit not worse i'm sorry after I said that I i'm so sorry you're right okay sinner gilmore. Thank you as share. You know and just I want to circle back to that too I mean that sort of is a big mistake it must must speak in invoking a. Sitting congressman who didn't file lawsuit so thank you for clarifying that II to represent western please accept my first apologies if you're listening to this I did not and that's its federal litigation as well so. So we we've heard throughout this discussion that you did all through the contract you you admitted to that no no sir. No no to what. Is there a sender deal more a contract as you heard earlier requires offer acceptance and consideration okay at that point what I had I had a car contract and that's on december twenty eight seventeenth I was engaged with letter that's a contract it's an engagement letter you know you called it as such in in some of your testimony before any an engagement agreements are contract represent synergy more. What I received a march effectively march six was an effort by believe driven by the defendant. Two. Change the terms of the agreement to which the board and I had already entered into. I didn't make changes to a contract because there is no signature on that contract at that time when I had as a proposal and offer. And I made a counter offer. Was your client aware of that. I think you hear testimony from chairman magness that he did review the revisions I supplied however this is a unique circumstance were again the defendant in this case the department of corrections is attempting to tell us how to get our in a get on with engagement. My and I want to if I could just clear something app. Well you would just my question if you don't mind please so. I forwarded the document to if you read my emails very clear I have yes I forwarded it to mispray and asked her to send it to mr brown the defendant it is not my duty as I believe senator dismank said to educate mr brown or anyone else about procurement and I would have expected that mister brown would have I don't know read what I said and looked at it it was very clearly not an execution copy it was intended to be I think the starting point in the discussion that I expected to receive a document back that was edited to conform to the to the provisions that I had edited by the defendant whomever is guiding this process who's telling us to do it but I office of state procurement who whomever is involved eight eighty very little like I got an email and march fifth. Lately evening really read on six. Something to sign this thing that's it so II don't have much inside into this process I but I did not alter a contract. I mean. Well i'm sorry is it is a practice where II will counter off frequently and that's what I did here I did nothing okay different from my or interesting practice okay if I if I may then explain to me the difference if you would i'm not a lawyer so i'm not a sophisticated party in these instances. What is the difference. Between altering or not altering. I could ring because because if if I may you you you do it met to adding text into the standard services agreement when which signed supersedes all other agreements. Right and so altering something I think the focus of the word I don't mean to get semantic with you you mentioned a contract. Again the contract the offer acceptance and consideration. I made counter revisions to a standard form document which I do all the time in a way that I intended to not gain any advantage. Or change any of the satisfactors simply maintain the status school because they're very complicated constitutional issues undergrading all this I did not want to damage the board's position in any litigation by this document so. Having said all that. There were. Changes made to this document which you I guess anticipated your client to review. I anticipated before my client would review it. The border corrections excuse me the border corrections your experts and corrections. The non expertise in procurement they have people for that into I expected those people. To do their jobs instead of my email was a notification to them of the document that I said and what did you email state. I can read it if you'd like me to please I believe it said please see attached go that's what it said as well and then please send this to change and I believe that's what it said it as well and I didn't move from a ministerial discussion about it if let's say i'm suing the department of finance administration I still feel very comfortable from an ethics perspective going to get my license plate tags from the revenue office that seems reasonable to me in the same way when mister brown called and asked me what number to put in the fees section I thought comfortable provided at ministerial answer which was june thousand dollars I did not feel like it would be appropriate ethically for me to set and provide a substantive legal explanation to mister brown without the attorney general's discussion and frankly my suspicion is that the attorney general was telling mister brown what to do the whole time and it very much involved in it and so well I didn't want to cross any lines and so I thought from an ethics perspective. That the most appropriate thing to do would be for me to send that email as it was and they expected that it had an option to call mr magness or anyone else before anything was signed I did not appreciate the. I did not appreciate that there wouldn't be an opportunity for mr brown to submit a finalised execution copy or something else and I certainly certainly had no idea that mister brown whomever uploaded anything to this portal for to the portal for this body or any other body to review I would we might be we were still in progress in that discussion is so if I may get back to the question here so. Your duty you're right I don't think your duty is to explain to mr brown quite frankly anything given the circumstances that we're dealing with today that your duty would have been to explain to the board members that you purported here to represent. You you you didn't do that by all indication what we have in writing and email if if that did take place how win and where it did not at that time since then there's an email that I think you already also have i've read it that has a that provides an explanation and I heard your explanation and at the board meeting as well we're you talked about a lot of things. So is there not some duty that you have then to articulate or to lay out the reasoning at the time you send the contract back with substantial edits even even edits made to areas that are quote non negotiable in the that that service agreement things that. Quite frankly not editable in in the documents not not negotiable to you know I get standard term contracts all the time it's a non negotiable but by the end of the day we're we're talking about respectfully sir we're talking about a document that's there to protect the people of arkansas and the taxpayers of arkansas and again you heard representative gazaway. Described the injuries case where whether the contract says we wave some of them india so you agree with you agree with andrews no not because because the supreme court's walked into spec in in have they walked that portion back. I don't want to miss beat their aspects of andrews that have been addressed but more than anything else interested in did not address any case like this one where it is an intergovernment dispute and be more frank I think this is an important discussion that's why i'm here to answer your questions and i'm trying to appreciate you being here but this is something that has happened once. This century and twice and all to my knowledge twice in the last hundred years the last time and and an amendment thirty three action was filed was nineteen ninety five by the university of center arkansas and it's like let's let's get back to the contract so that the procurement the service agreement okay yeah the one that wants signed supersedes period the terms of that agreement supersedes any other agreements. That's what the document says II think until or unless I think the board certainly could have voted to notify that document and I took the party should agree to to do so and just stay in a minor engagement agreements and I think that that's something that could also be done so retractivity or future application those are things that can be addressed but between the parties in the allocation of uhm. App liabilities etc. Okay. So ee. You you agree I guess clearly that moving forward because you've you've mentioned seven eleven quite a bit you've mentioned remember thirty three i'll this clearly been litigated so I mean I presume that you agree with judge james's orders when she says that amendment thirty three created the board corrections. Of course it it did. So it's interesting here you say and I heard the answer whether the legislature created the border corrections I think I understand what you're saying no real quick list let's get back to it because you answered my question when I said what judge james said and you said you agree I agree with their order fair thank you it's all asked. Center hammer. The. So long time trying to get my mind around is when you said and by the way I hope your daughters do and well I don't want to be. And it a hope she's doing well you watched in well the one thing I guess i'm trying to get my mind around is if the first thing you had to do was going to research board giving your history of dealing with multiple government entities. What made you in your opinion. More qualified. That you would be the one that would be hired without interviewing any other attorneys by the board. I can't speak to the boards deliberative processes I can i'm i'm not certain that I understand your question about what we'd be more qualified are going to research mode the research murder was on more answer issues such as whether there'd be a temporary restraining and exported temporary restraining order or a preliminary injunction which requires notice to the parties or whether it'd be such a motion at all or just more strategic issues for surrounding what types of motions are under which rules we would proceed into those more yeah what would constitute a repairable harm that was imminent there was the types of issues and things I was looking at but as far as what would make me more qualified I can only just reset my experience i've been hired by numerous bodies of the government to serve as a special council. And I think this body certainly were of where that. And. I think that's a question that I would I would deferred to mr watson or my own my own my experience in resume okay thank you. And center dismay. Thank you and we just got through some yesterdays and I do appreciate some of the discussion though the fact that you were suing the board where you're shooting a department to then was going to be compelled to then pay you to sue the department there's a yeah there's some math there's some really internet are interesting domestics in seeing how that would work i'm disappointed that mr watson or someone with the board didn't advise that didn't have their own appropriation even followed through with payment before they slisted your services but back to the solicitation services so mister was very clear that he had charged mr watson with hiring an attorney not to go out and have conversations about you know what do you think about this what do you think about that or hey there's this you know adjunct professor over here that's going to be really engaged want to do things force because we were right down his alley for free he said he wanted to go hire an attorney right in this happened several months which would follows pretty well with the timeline so what what i'm going this isn't your conversation and so i'm gonna go through the timeline and just ask a simple question on each one of these dates and it's just yes or no. In the question is digil have a conversation about bringing you on as an attorney okay. The initial meeting november ninth two thousand twenty three was there any discussion about hiring it now okay and then we went to the seventeenth there was a couple of phone calls in between that was the only discussion about harrying on november seventeenth okay and then we go to november twentieth which is if i'm reading no treat I don't was that today the press conference note of every seventeenth twenty three which german magnets issued his letter of response to that conference and no in in that conversation even though you were helping kind of draft of a response they had not advised or ask you to so so far to this date even though well in advance of this mister watson is charged with trying to find you to hire you he had never mentioned that the board wanted to bring you honest and attorney to my knowledge and my recollection no sender just okay I don't think there's any discussion of I think that frankly ratcheted up after I think to be frankly I think the borders hopeful that the governor would have been able to help come the seas with every other but this is to be clear this is not a fight with the governor I think this is just an internal employment issue with secretary profession and my. Recollection was that after after november because I know that your town's valuable and I just want to get the yesterday after november twenty is maybe when the for I think december II don't know if it was like december five december eight days sometime pretty so maybe a few days before the december eighth meeting mrperiod watch and finally disclosed hey are been using your for free so far but we're probably going to have to hire someone I have been supposed to hire someone for a while would you like to come on as our attorney that that certainly know that's not the no that's not the conversation no did he ask you the so you're saying so on november fifth he ask you to you know would you look at representing us or can we get a copy of engagement like I don't think i'd ever spoken to mr watson by november fifth december fifth december. To be frank with you and i'm trying to answer your questions just for now. I mean I very well may have just printed an engagement agreement so here if you guys need this here oh I don't know that he actually solicited one from me I just adhere this is what is more like a discussion like this is what mine would look like if you have other alterations to etc so mister watson. Didn't ask you at any point to come on as the attorney you ask him if maybe these things we can complicated enough out I should come on as the attorney there may have and again i'm trying to answer to my recollection is a lot happening then he may it may have been a coverage we may have kind of jointly reached that discussion point. But I remember giving it to giving him a copy of my engage recommend this is what it would look like but he may not solicited it you at you just you just gave it to him accept I would defer to mr watson's memory on that I don't I truly don't recall a few solicited right but I know that I was thinking that they were I just didn't know how they. You've got the attorney general yellow at you on tv I didn't know it's fire supposed to do with that and so I mean yeah I mean in the first thing in an unfortunately I wish they advised you they don't have an appropriation to even pay you and then you turned around and sued the entity two pay you. Yet that yeah that they're using for the vehicle to pay the department of corrections the board who you only represent you've made very very clear today that you do not represent the department of corrections and in fact you think they're in caboots with the attorney general and in probably working against you in some ways I wouldn't take a hoot present I mean they were presented by the attorney general that's the exactly which didn't the purchase in this weird you know round what we're in but you know you do not represent them a hundred percent representative so that the contract it was going back and forth even though they had charged mister brown and miss watching by the way he was you you were you mother to him ask him to review it to or here it is I think he was one of the ones that received if I remember the email correctly but even to your own point you wouldn't have expected mister brown. Minute the contract was never between mr brown and the department of corrections in you it was between the board in you which they didn't have the authority to create so mister brown was given a directive I believe on january twenty two by the board could be wrong in the day june twenty five whatever do that meeting was to do what he was supposed to do in getting their bills paid and so he reports in his answerable. To the board which is obviously kind of getting issue here so and we gonna have these discussions by three to thirty three and this is really for the board as we move through and have these conversations. I mean you hired an attorney that she didn't have the authority to hire with money that wasn't yours and then turn around and sued yourself. Which then complicates the whole issue of amendment thirty three and independence what that's even supposed to look like a mean. But with that I appreciate it I think that when i'm going to take from this as we move forward is that you're actually the wine that. What will wait and talk to mister watson but you may have been the one that actually solicited the want to represent the board in these matters turning ransoming statements right now I don't know that I would use the word solicitation I think it was. It's pretty clear this is getting high this is a copy of my engagement agreement this is what it looks like when I would a phone listening I mean that's what if am I mean i'm i'm I didn't solicitly watson for anything and the blue watson can't do anything on his own I merely provided information this is what my contract looks like. A lot of solicitation. I'm not an attorney and there's some new ones reason you have answered that question that way but I will find out why thank you. Just to be accurate. So and. I'd be very interested in c where you're going to get that two hundred thousand dollars brown as time goes along so sender english. Oh thank you so you had talked a little bit about fact that you represent a lot of you work with a lot of different state agencies you amounts in advert and all that I my firm represent the disclosures that my firm represents your ms and advertise I do not represent either of those entities so about I guess my question is. Each of those agencies has a general council and own to my understanding that the attorney general's office is supposed to represent them in what capacity would your firm be representing uams. Or add off advert or any of these other state agencies in what capacity. On specialized legal issues for instance immigration compliance matters the best immigration attorneys in the state or missing forecast george and they are my partners and they do a lot of immigration work to help bring talent to arkansas. So when you do a car driver's firm does a contract don't you do you have to go through an rfp process before in your firm followers I mean a pliers for those those contracts is considering english and someone is your consistent by the way to appreciate a some from recorder I want to answer your question but be clear about it yes absolutely we respond to rf's frequently and that is the method through which we obtained that work where the attorney general is supposed to be the default attorney i'm not suggesting well I do believe that it would be helpful to the bar if the legislature clarified seven or two and seven eleven it's been a long time since it given a fair look but to be clear with you seven eleven says when the constitutional officer has a disagreement with the attorney general about the application of a lot to it they're allowed to hire special council and resolve the matter by litigation and so the rf's aren't where we have a disagreement with the eight with the attorney general about the application of a law it's just support an assist the attorney general give an hour unique abilities and specialties so that we can do the work in the states that we can bring these employees here in so that's one context in other contexts and again I don't want to name specifically which entities I personally have represented and but i'm I know several of you know at least one of them and again I can say that i've i've worked with each branch of government and in my experience I have not received that work through an rf process. I didn't I didn't go through an arfu process to represent. I just leave it there I didn't go through an rf process in each of the instances in which i've been hired to represent different arms of the government so that's typically how we do things as we. Issue and rfp in firms who would answer that so what you're saying is that you are working with the light of state agencies in almost exactly the same format where you don't have or you just get chosen. Is that right I can't explain to you having a think and we're all we're all sitting in this room here and we kind of know what the process is so I guess my question is there's somebody just arbitrarily decided at for decide that you the person that they need and they hire you I wouldn't say it's arbitrary I would say it's based on my my experience and abilities but they're a whole light of other lawyers probably with a good experience and and and background so you know it would seem like that's kind of the process we I thought we use is that we let I mean it's what we do here in the in the legislature that make sure that we are allowing other folks to come to the table and give us their their qualifications and I i'd in the interest of. The. My question is as you ever done a contract with any other state agency that looks like this have gone through this process no i've never I have never done a contract with the state agency that his got through procurement but I have gone through several. I've done a lot of work using a nearly identical copy of my engagement agreement for. Motorpool government. Branches. And I just i'll leave it there I don't want to. I don't want to say more but if you can if you know what i'm talking about I can confirm but i'm not going to volunteer that information. Can I just I am a hard time understanding how after if you have been working with state agencies before. You were not understand what that process was and you would automatically think that this process that you all have been going through is appropriate and that there there is no rfp process or we're going to talk to a lot of different people or anything like that in certain circumstances my understanding. Is that when the amount or the anticipated amount of the agreement is the lowest certain threshold involving professional services for constitutional officers. A different set of procurement rules apply. That is my understanding but I would differ in part to. Yeah. I would I would almost want to ask. Much of director bearing is here but it almost on asker II don't know I don't I don't know what process would be followed in every case but I can tell you that my process with the board. Has been consistent. With every other instance in which I have been hired by a similarly situated arm of the government. So we we might say the attorney generals office or we might say the secretary states office or the treasurer's office but not the department of financial administration. That the there's a difference there between those agencies or those constitutional offers and went what the process is with the department of financial administration I believe the procurement law makes a delineation between. Constitutional officers and departments consider the departments I think is the term using the legislation and non constitutional department so yes to answer your question yet to put in a finance administration. Hasn't been tested you have actually think it now might be a hostage department given amendment ninety eight without a hundred air I don't think anyone anticipates it or conscious it is a constitutional department so a different set of procurement rules would apply for dfa then it might there might apply for at the secretary state for instance but having worked with the line of different state agencies I would assume that you would. I understand what the process was there a new probably thinking your firm's mind that this is the process we're going to have to go through in order for our firm or you to be hired by an some agency whether it's constitutional officer whether it's a state agency so sometimes yes and in the ordinary course let's take the immigration work for example in the ordinary course I think there's like some yearly procurement and rf in a response that is provided. That standard were it is not involving a constitutional officer officer department with a disagreement involving the attorney general. In those cases the international signs of in it and approves our hiring in this situation what I do want to what I want to say and I don't know if it's answering your question but what i'd like to identify is that there is an emergency. On december believe it's december eleventh the governor gave a directive to secretary profession to open additional prison beds up. In that coupled worth at six fifty nine effective date of one one twenty four and the need to get the litigation served. Required an emergency action that didn't leave an opportunity for this rf price **** or an fp process I cannot tell you who else the who made their decision that that was an emergency. I believe the board did on december fourteen when they voted to tell me that fast you well I just II think we we we have some real questions I have some real questions in my mind that this hope the process in and how anybody could think that this process was okay when we this is not the process we use with everything else so thank you center. Thanks sir english and mr medicarity in the what kept level secretary agencies have you represented. I don't feel comfortable answering that question or the ones that pay the bills. Not in asking a specific litigation i'm asking you what what secretary can't level positions have you provided services for the executive subcommittee of the alc and. Others that i'm not comfortable disclosing okay are at center petty thank you mister chair man I want to pig well i'm just going to make a statement I understand what you're saying about this is a unique situation but i'm going to go out online here in say that the vast majority of not all of of your previous work has gone through this and it may be as simple as an attachment but somebody from your firm probably sand the agreement at that. What juncture for those contracts II can affirmatively represent to you that in some of the work that I have done for different branches of government. No one in my firm sign in document like that in the work that I have done eight am certain and I am certain for the mess work of the immigration with those steps the things that we have I can tell you definitively. For the work that I have done i've not have never seen a document like that presented to me for signature before I didn't receive one from this body when I was hired to be its special council or the alc excuse me and we can we could obviously verify that with er with staffy if we want to do that that was just a a piggy back so a couple of things that you have said that the kind of bothers me and and I just want to give you opportunity to clarify and that is going back to the sovereign immunity in the beginning early on in your testimony it was almost as if that was a non shallow you almost irrelevant tenant of the law the way I took it because you were making a minor modifications and and and that was not a big deal and I just want you to to clarify if that was your intent or friends misunderstood I don't mean to say seven minutes not a big deal it is certainly a an important issue I am just not. I don't wear a black robe to work in the people who do. Answer those questions I don't and so whether we all can sign some contract it says it's waiver it's not waived. The injuries case says it doesn't matter doesn't really matter what we say it's really up to the courts to decide in so that's why I thought if applicable at what I haven't heard is any criticism of that revision I think it's I think it's fair I think if it I think it maintains the status quo and is it really changed the the nature of. The provision if that if if sovereignty applies. Then it applies but if it doesn't then it it wouldn't and I think that that's a question that the supreme court a different branch of government. Makes inner again coming from from a positive constitutional list. I defer to that bridge to make those decisions and so I don't take it lightly and and appreciate the option to answer the question I do think it's a important they have substantial critical applications in most faster than a lot in this one particular one i'm uncomfortable making a statement about it because it's not my place that that duty is is is of the supreme court's to decide that question and and obviously we have active litigation involving but it at least in in some vain you question whether that would be applicable in this situation and that's why it was even addressed so I think so unpack it a little bit what we have or two parties to the contract. Myself for my firm rather and the border corrections. I would like to get paid for the work i've done and they would like to pay me for the work. And so I don't anticipate and necessary fight with the client where they want to pay and I would like to be paid. In so I don't anticipate sovereign immunity. Really being an issue here I think the the consistent position of the board is that they hired me to do work I did a lot of it. As well as my team. And that they would like me to be paid for that work and so I don't anticipate of a fight with. The board of corrections about paying me they voiced a desire to do so okay and so the sovereign immunity in in mister if you don't mind i'm about one more question here airline a question but the sovereign immunity applicability here is in terms of of payment of your fees and not some. Litigation related to liability or or anything else that we're opening up a big cannon worms I don't think I don't think I think as a matter of contract why it would probably be applied construed only to apply to a dispute between me in the board of corrections and so so you you that articulated you don't wear a room and I respect that i'm not an attorney either but I do think that the where my next question or line of questions here related does relate to our year expertise is and it it's in contract and and use the other thing that you said that they kind of bothered me in reading these there was a disagreement as to whether this was the services agreement or the engagement letter what control. Are you are you at the way I understood your your testimony. Your engagement letter controlled your services. And that was the controlling document that that you agreed with the board on for your services but yet this document this exhibit there too one that was not signed and then one that that you admitted that you had helped her added some edits on. Throughout the document it it says contract. Says contract it says contract and matter fact it even on one of the pages it it referred you added to it at the top your engagement letter so to me and then i'm not an attorney I would think that this is going to be come the controlling document with the supplement of during original engagement letter and and and again I don't want to chase a rabbit hole but the fact that you said that this really wasn't a contract but yet throughout the document it says it's a contract in there were the that the staff the procurement staff we are pretty confident in the the report we heard from earlier says that they prevared it but there was some substantial changes for example emergency I heard you in your testimony talk about emergency that was added after a you added could if I could speak to that but I don't I believe the doctor that I received I don't think anything in that box was checked it was blake actually it says request for qualification I believe if I went if II saw that today just was sitting here. I believe in the version that was sent to me that part was blank. And it was a drop as a drop down menu I believe this my recollection could be wrong I can verify that. You know gay but there is a drop down menu and. Again if it did say rf that's not accurate that was not accurate there was no orf. This was an emergency I got an rf has a contract number it talks about it it was all over the place with terms I had not seen we agreed to I have been working for the board for lights at this point. Operating under my engagement agreement did you strike the beard in the rfu and the items that you had like you did sovereign immunity I didn't strike sovereign immunity I will edited the language in the non negotiable section ever if applicable so I don't think it really changed the substance either way but I did if you look at the documents that we were submitted I did email miss gray multiple times that morning um was supposed to be at the negotiating table for a labor agreement on behalf of an employer email her newer times two or three times what is this where is that what bid what are you in the answers I got back we're on. But satisfactory for me in that there wasn't anything that was made up and I think that's weird. But this is obviously an unusual process of proceeding and. You know I expect these are issues that don't come up. Often because there is not much constitutional litigation of the sort. Yeah and and and again just to clarify your previous you're you're saying this document that the usage is is or is not a contract. I think what we have heard is a reputation by the board of it. And I stand by the board in that respect at so so yes or no III may miss that and they have stepped out repudiation saying it is not a contract they're just trying to get it before what fears it when it says contractor out it gives priority of of weight in legal terms of the documents to consider in in in disputes but if that's all irrelevant then we did need your signature anyway did we. Well apparently not for something to get up with into the portal because what was uploaded into the portal I had not seen or had I signed so currently you didn't you my signature on it if you did no one asked me for it at that time but do the extent that this is says services contract what I was trying to say is that the board pulled the board came before the alc. Under the pretence that it was a ratification request and there is a ratification letter submitted to the alc that is what brought them here she write before and believe the alc met they were told to sign this document and if I think you can defer to during magnet service rights interest doctor buyers I think. Their understanding was that this is a part of the ratification process. Mine was of the same variety what I attempted to do is make this document as consistent worth. The terms of my engagement agreement and with the practice in which we've been had been engaged for the months prior to assuming the fact that so click last question I promised here so so clearly you read it there were lots of state they're worth some things that you've referred to that they that gave you cast for cars clearly you you read it you're an attorney you're paid to redocuments and and it says throughout it's a contract but and you signed it ultimately so you you are parent to everything that was written maybe you didn't agree with it but you got comfortable with II just have a hard time understanding what the goal was by doing this if it's not a contract it says contract throughout it does the goal as I understand the department of corrections from chad brown statements and doctor buyers analysis. Was to pay my legal bills that was the goal I understand that it says services contract and I accept that I don't want to disagree with you I accepted it as a an agreement it is a contract it is mutually signed by both parties they identifies the substance and scope of the engagement my effort in the revisions that I supplied while it was an offer. Was to make this document consistent with the engagement. And to which the board entered into you with me without changing anything in terms of how our legal arguments were proceeding. At that time and one other point that i'd like to make and II heard representative spring ask this question earlier but whether the order was on appeal at the time that him whether judge james is decision in the amendment thirty three litigation was appealed at there isn't an annoying water answer to that question yes and now yes a notice of appeal had been filed but that does not divest the circuit court of jurisdiction the act that divested the court of jurisdiction for most issues anyway it is the lodging of the record and that had not occurred in the state of not live they turn general had not watched the record in that case until after I had submitted this in so at that point and when I was in time this document all that stirred was judge james is order and that's really still with the case. So I didn't want to clear about it for you but it seems your question is obviously get an unusual situation my team spent a substantial amount of time working to advance the interest of the board. Which. I don't I want to make clear here. We all took owners to support the constitution. And they're doing it a great personal expense is unpaid volunteers of over this board and whether we disagree or agree with the policy behind it that's as that deserves respect the second max out to do something that my two kids will benefit from a benefit from a state that supports its constitution and forces it and I think there's. Value in that that should be respected and it should at least be acknowledged that these folks did not have to do this the easiest thing to do but have been to do what they were told. But that's not what the constitution says and. II think that deserves respect. Just like the labor that my staff board. Into defending the constitution so it is there are answered to the question they're somewhere. Without all the editorialising I believe I hope I into your question he did thank you thank you sender and rocket in how many hours have you build the board of christian susport I am not certain offer my head I believe what has been built is approximately three hundred. Thirty seven hours. As of my last look but we're in the middle of actually. An update in our billing system so I haven't I don't I couldn't as of I think march. That number I believe is accurate okay. In alesco to represent a baby when i'm when I say build I don't mean to send me personal. My firm. Yep. Thank you mister chairman. Afternoon here on this side quick question and my questions in reference to your march twelfth letter to the border corrections and take an email were you you state and that I guess in the closing paragraph you look forward to clearing month a quote I look forward to clearing my name and answering any legitimate questions that the also you are in you may have. Do you feel that the questions are asked by this committee your legitimate questions. A hundred percent I didn't mean the misread into that questions I can answer it to sale a question that would not would would not be unethical for me to answer that they do quick review you said you you've represented other agencies in the state in the past and a quick review of of transparency site does show several agencies that that you're firm for representative and and build for legal services have you ever e side and engagement letter with a board that does not have a budget or appropriations to pay your legal fees. I until now why to answer your question I don't know that I accept I don't want to disagree with you represent a lot of them there I mean there is a statute that allocates the board the power to higher and a compliance administrator who have has been attorney and there is an appropriation for the board to do that and so the board does have an appropriation as I understand it I could be wrong in terms of going to. Ordinary parliament's back there is a statute that authorizes the board higher. And that print and it specifically says the compliance administrative reports to the board and the appropriation has a position for the board to hire that first and so I do believe the board has an appropriation. Or the inherent it should be more clear with you if the board is responsible for the entirety of the department of corrections then it overseas and sits in judgment of the department of corrections and has superintendent control of. The department's appropriation well again you're latter you kind of full shadowed exactly what we're looking at here where do you state they are done you're not going to be surprised at the same legislature may be looking for reasons to avoid paying a legal fail it doesn't surprise me and again that is. This is inappropriate. Yeah. Illustration. Of. The balance of powers the people of arkansas your job when you're doing it well I don't II do not regret any of you and I was I respect all of you for the public service that you do in the positions that you're you're taking I have no graduate any of you and I appreciate the questions and you're doing a job which is which is to be this branch of the government I challenge the law that you pass it would not surprise me that you might be frustrated about that it is not my intent to frustrate it is my intent. To do my job is best I can with the best team that I have behind me and and to chat to support the constitution I read my earth as an attorney frequently I think more attorneys should and some of the some of the provisions of it do not turn your back on the defenseless. Where the oppressed i'm not suggesting the boards oppressed but they were defenseless when the attorney general. Is chassising him at a press conference with the legislature with the governor. You know not to turn our backs on causes that would make bring us in to positions like this where i'm having articles in the democrat is that you know having this intimation of some type of bun and toward conduct when all I did as a lawyer was edited a draft of an agreement sent it back you you know but that's your job to do this and I respect it and I appreciate that you're doing it you all are going to do it well I don't want to misread and I appreciate the questioning as I don't want anyone to misread my my email to the board their religion questions I can answer and there's some that I simply can't into that's that's all I meant by that again it wouldn't surprise me given all of the media surrounding this that you all might not want to pay my legal bills I would ask and I don't think i'll change any minds here I would ask that you'll give that fair consideration time was there a lot of family spent on it. And I don't want it. You know I don't say look at the scoreboard but we've won and we won and we won't consistently and I say all that in suggesting this. There is an easy path. To describe. All that we should deal. A meeting with a representative from the governor's office. The board. After the attorney general's office and myself. I think would get all of this wrapped up and i've. Been bagging the attorney general to meet me at the table to do that. I'm I hope I hope that they take that invitation at some point because we can save the taxpayers dollars. In my staff can get paid for the time they spent doing their jobs okay mister baiten he get your question answered that and I did I won't appreciate you for clarifying. Your car meets in your letter and for your testimony today thank you. Thank you mister barry mister gasway. Mister chairman will issue with something that you said I mean you sit there and act as if. The if applicable is just a simple added that was made in the regular course of. Submitting edit to a contract. This is not a normal situation as you've acknowledged you said once in a century. This is a spin a matter of public concern and controversy this is a pretty big deal. When she agreed yes. And. It's not just as simple as making again edits in the normal course of business. What you did was you made and edit. On a portion of the contract that specifically says non negotiable in red. This provision is non negotiable now I suppose if you're just making edits to the document you can you could make the edits to any portion of this is either all editable or not animal not editable and this says nine negotiable in other words this is not it for negotiation. You didn't amend lots of other sections of this. But you deared a manned that one you did at it that one and you eldered by adding if applicable. Now why would you edit that section to the exclusion of the others. It would just so happens. That the issue regarding sovereign immunity affects whether or not you may be able to get paid under this contract. And that's why you edited that portion of the contract isn't it no if I may send you guys away a represent as well excuse me if I may any time where there was a reference to a statute that I didn't have time to research what it meant or to understand whether or not it applied to constitutional officers or constitutional departments and special procurement rules I wrote if applicable and so I did that. On let me stop you just for a second so you know if we were to go through this contract we could say where you get to the provision about. Governing law choice of law and venue if applicable there might be some legal theory out there that would say some other laws should apply there may be some legal theory out there that would say maybe plastic accounting isn't the best venue for this because these actions were taken in another county. You could have added if applicable to that provision. The intergovernmental cooperative use about the state procurement unit may participate in this contract and participating at end of side by the contractor approved by the cheap recurement you could have added if applicable to that. Disclosure required by executive order you could have added if applicable to that you literally could have added if applicable to nearly every provision of this contract if you wanted to take issue with it under some legal theory but you really only added it. To the sovereign immunity section. Respectfully no item represent you has a way as I was saying if there was a statutory reference but didn't understand what it meant I did that so if you got a section of fifteen amendments because statue code in nineteen eleven two six five. I wrote if applicable and I do want to interest to explain why you use the typewriter hang on let me stop you for some section fifteen deals with an amendment that increases compensation. So once again you added if applicable to a section that deals with. The way that you would be compensated under this contract it appears that the only provisions in this contract that were worth amending or that we're worth adding if applicable to or the ones that concerned whether or not you would get paid note respectfully again to point you to twelve a. On this on the same page. Topic excuse me. I have no problem being ethical and complaint with whatever ethics provisions apply I did not have an opportunity well the way I read that subject to the relevant ethical provisions of whatever you say if applicable in other words that's an out. I'm subject to those ethical requirements if they apply I mean that's not that's not because I want to be ethical that's so I can have a way out of being at the no it's not that that's not my function my my purpose here is that I didn't want this signature to represent an admission that the attorney general then she wave around in court to say hot apt and agrees that this section applies in this statute comes from this section of the procurement and therefore this procurement law applies in seven eleven dozen and so once again only effort was to not give up any ground on the status so I would go back yes no absolutely the point is is that you edited this contract in every portion that was beneficial to you. It would be beneficial to you so the attorney general couldn't point out about ethical obligations then that's if applicable if it's about whether or not you can get paid under whether or not the legal theory of sovereign community plastic if applicable if it's the portion about payment for professional services and compensation it's if applicable ever at every turn in this contract where it was beneficial to you personally whether that was from an ethical consideration or whether that was from a financial comp- consideration you edited the contract to say if applicable all the rest of the provisions don't matter all the rest of the provisions fine don't touch those but if it's ethical or financial it's if applicable it's clear now it may respond respectfully now that's not the case and let me just make this clear the statue seven eleven. Deals with the ability to hire council and for the council so there's two issues are married together. And so the board's interest in mind in this respect or a line because the attorney general his move to dismiss the complaint arguing that is it is analogy because they argue that seven eleven doesn't apply into seven eleven doesn't apply it means that the loss it goes away in the board loses in so whether or not my payment is a proper part of that calculation. It also goes to the heart of the ability of the board to proceed with its litigation into and to vindicate the constitution that we have sworn. To appalled and so those two issues are married and I understand it's a new one legal issue that you and I might be some of them. The few capable of understanding and and i'm packing it. But those two issues are married and so no it wasn't anything to do with why I don't agree the ethics rules I don't agree this I didn't want to make an admission on a short notice basis because I didn't have the option to do the research because it was told to I sold the sign of that day I didn't want there to be any argument that seven eleven doesn't apply because seven eleven goes to the heart of the board's ability to vindicate its rights under the constitution. He enter pay me and I absolutely accept that and let me be very clear representative gasoline I want to my firm to be paid and we deserve to be paid and we've done good work to get to get paid but if the payment is you go if I am cannot get paid because of some proterming law. Then there isn't in hearing. Concern around whether the board has the ability to hire me and judge james in her order I think is clarified that concern but I will also tell you that i've consulted with s efficience at the highest level of or state and asked their opinions and spent my own personal money to get an ethics opinion about what I ought to do moving forward and whether you how this unique dispute whether the attorney general and the governor. Should have some control or say over whether the board gets a higher lawyer and the ethicists who might consulted i'm said no proper constitutional litigation requires competent council on both sides in the defendant doesn't get to choose the planet's attorney. And so i've attempted to operate. A in in the. In the highest ideals of our of our profession. And and I hope i've whether you disagree on either side of it I hope you know as a member of pressure you're proud of the work at an anna do I can see your theory i. Once again II just can't help but notice that in every. Portion that it would be beneficial to you personally. You added if applicable and all the rest of the contract. Was fine and at I just I don't think that that is. I mean again I accept your explanation for what it is and that it may be very well. Be the case but I just uh. Seems more than just mere coincidence to me. II can appreciate your position I don't want to appreciate this ability to engage in the dial thank you representative gas way. Center hammer you recognize thank you just down the timeline of things you handed mr watson again engagement letter if i'm using the terminology right because you thought things were getting hard as that correct. That is my recollection yet and then after that entered into the actual contract is that correct that. I'm sorry so I know that there will be a record made of this I would be accurate. I provided. A copy of my engagement agreement. And the board on december eight voted to hire me and they signed it so yes that became the contract and then again it was supplemented on december twenty two after the attorney general. It's important. And and then it was cause i'm looking at it says the slayer serves as a supplement to my engagement agreement so that is after the original contract. Is that correct correct the letter's not dated you know when that supplement was actually submitted the board voted on it and approved it and signed it I believe in december twenty two and december twenty two okay. I'll go back and cut you in a minute for sure thank you thanks center heaver centered this manual recognize. I just brought quicken because there is one difference to in every other agency see your department or whoever that you've represented they had the ability to appropriation to pursue you through professional services appropriation or whatever it may be. They are different and I just want to be very very clear even if there was a a quote which there's not but even if they did have the authority to hire a compliance officer whatever they are beholden to what that appropriation requires to be able to expand funds through that and there was a comment made in I just want to make sure that we're all inside the same room here and they do not have they are not in control of their appropriation. That that we we set appropriations we could have controlled preparations as you're the throttles that we put in places that legislate a branch so i. I do not I do not want to get into a disagreement with you and I understand that this body should push back on one of the purposes but there is a case that check in case chef f I n. Uhm. The chair from excuse me channel in and it deals with it again and secretary states brief in a last mac hamble filed against them and it's quoting and I think this is insightful the supreme court said in chapter the advice offered by the legislature to a constitutional agency is tantanbour to a legislative order on how to execute contract the architects are constitution contains explicit separation of powers provisions which declare that one branch cannot exercise any power belong to another another bridge and unconstitutional encroachment may not always take the form of outright invasion a settled coversion exercise by a powerful branch of government can effectively tie the hands of the coordinate branch the executive authority should be free not only from blatant you surpassion of its powers but from paralyzing interference as well the legislature cannot hold the executive branch hostage to its will while it can insured hold hearings and investigate at length the performance of state agencies it cannot intrude on the prerogatives of the executive branch of government that's chapter for yearly fail every one of those agencies have to have the authority to spend that that keep me taking my honest I think your argument is since we didn't give the authority to spend then refund in a week we've hung him out to drive and then they can't defend herself and so then they get to get whatever they want to get when it operations are put in place for a reason it was not too long ago we had a constitutional officer that was being sued by an employee and we were the ones that allowed that constitutional offers officed ever a re up in the appropriation because the bill kept growing and growing and growing we could have made a determined not determined they should not do as a committee and then those bills would not have been paid and in once it is but again I would just tell you the difference between all these other entities that you've been talking about and maybe represent they had appropriation authority these folks did not and in fact I mean just even played out a little bit farther it seemed a. And if you can do and make it make sense in your mind that you are suing. The entity that's going to pay you. Then good food because I can't which then brings you back to the whole deal of none of this makes sense and while we're here doesn't make sense and so just to and that that's for the members just for the members there is no appropriation for the department or the board of the corrections to pay an attorney address and so what I would say would be you know there's been mentioned we talk about you know the. You know the pieces or what what's going to be contained in the contract there's going to be an offer and accept us awareness consideration which they had no authority to provide to you because they have no appropriation even provide you consideration capacity and legality. There's at least two of those that lacked from this being an enforceable contract in my opinion and so I don't I don't know if they and apologize they didn't advise you that they didn't have an appropriation but they don't have an appropriation. It was still if I may respond to this two things number one you can fix this and make this this drum away you all have a parade to that not this committee in south but as a as legitimate this british government's pretty powerful you can you could you could you could help help us work from this and probably whatever happened again so you'll you all can fix this problem for us if you want your interest in doing it but number two a more to the point you're at your points while taking about the constitutional officers what I want to say is that if this party for instance passed along the before whatever intentionally was unconstitutional. And didn't want that long to be challenged by the only person who could have standing to challenge it. Then you'd also say okay we're gonna have passes on constitutional in that given appropriation or not given a specific appropriation for outside council but I would constitution and they are doing any of those things I get that but so but about it also in one of the things you said earlier you would you ever agreeing with an attorney general's opinion earlier I wish you to do agree with some of the attorney general's opinions it's been put out so far because I would argue with most of these members here just so you're aware they're not. In it seek out this fight did not seek out to be a part of this argument there were certain letters written by more members that you know accusing the legislative branch of doing things that were just quite honestly not true but most of us did not have it is arrowed to to be a partisan until we started founding out more and more and more and I think you know there are clear foya violations that ever current I don't think that's disputable I think when you listen to the board members they acknowledge that they occurred those that's that's a breaking of the commitment to speak to that i'm not as you careful for what you say I would advise because you have your own track if we lost or for the issues that you're dealing with. There was testimony on some earlier that clearly violated the lot and what I will say is that those violations can be addressed through civil litigation or through criminal prosecution correct in the in a different branch of government however from the test money that I heard you heard doctor buyers in term against these arise people they're also said they're not national yet they can get intimidated and I think they miss both a new number of times and I think I heard from someone here today with assist we sent the legislature for your request. We can you know as far as I mean somewhere I can't send you a for your request into the phone at my point is that the four years confusing but because of that before we are also allowed bodies to return actively or for respectively cure violation this is not you know they're not held to a standard perfection they're on owner and when an issue is addressed so the supreme court says when the remedy the the foyer litigant seeks this case the attorney general and that remedy is invalidation of an official action yet given notice of the issue and given that opportunity to current and they the letter says curious by december fifteenth they did that the they met on december fourteen and in the air tact extensively about all of their discussions and everything else all records have been certainly turned over that that is absolutely not true unless records war as you pointed out deleted so that they couldn't be foyed. They have not all been turned over so it was we've acknowledged amongst members in you and everyone else that there has been written communication that has not been supplied to this committee and was not supplied when requested if it wasn't supplied it doesn't exist but no violation of the foyer occurred as it relates to documents if a request and I have been consulting with another law professor robert samba extensively away to pay robert to no he's doing it for free other day for free to thousand dollars and everybody is doing this as a public service and in speaking with professor standbook i've consulted with him extensively about this he literally wrote the book on it in that board has cured both on december fourteen and on december twenty two and so as far as if we have violations without conceding any that existed I don't I wasn't in the executive session so I can tell you I don't know. But none of this they don't keep records but their subsequent discussions on the record you're all violations of three million conversation about hiring an attorney. It is is not a conversation on the wreck senator just may I think you're aware the after that was december eight the day with referencing on december fourteen the board had a much length here conversation about the decision harass I council and then again on december twenty two the board had an extensive conversation about a tradicular. I agree and I think that's all we can expect if the attorney general says we did something wrong with that conceding it if you're going to call yourself a constitutional officer which I would question I don't think that's anything that's stated in the constitution the board was created by the legislature act or amendment thirty three simply states are that we cannot take away from the authority provided to the board with inner some other provisions that new ones outside of that I don't think anyone mean you get a judge that said their constitutional officers I believe that that will not carry itself out and I don't even believe you're challenging that it to be honest you know the the attorney generals assertion that they're not but. That's okay that's a whole different deal we're not going to argue the court cases the legislature passes at you twenty five one one or six that defines this board as a constitutional board you know. It's not just judge james it's off it's possible this branch of government that can stress them as special authority transformation it deals with unique attributes of amendment thirty three bodies like the board all throughout the board's legislation it says subject to amendment thirty three in this way you can't look at the board of corrections of that also looking at amendment three three so you could if their office is created by the constitution the law the supreme court not created by the constitution the office of the board of corrections no sir that literate second now the second word of a third word of amendment thirty three section one is office so sinner disman did you get your question answered generally thank you and mister meder got the zod again we have no more questions from the committee for you i'm sorry quite at center ham thank you have you provided services for the department correction part to this contract no sir okay and on the contract you reviewed it and signed it yourself for did stay off signing. That the contract to tune her dan with the with the department you you reviewed it new. You're you're aware with the car what the content of the contractors that you signed with them i'm aware of the content of the december eight december twenty two engagement agreements and the procurement documents that was signed yes okay and if i'm nat looking at wrong document there's a statement it says this is provided for information or purposes only and is required under our soft current law and it's not performance obligations partnered as an unconditional promised pay from the source identified which is the general revenue year aware that that statement was in the contract. If if yes if it's in the contract yes okay so there there was the possibility then that you knew that you might not get paid based on that statement that's in the contract. No not not. This argument was trying to change a game on us by the defendant. This is the the defendant told their susan list we will get paid out considered it an unusual process in an unnecessary one or one that could have honestly been dealt with buy a ratification letter which is what we were told in the first place so II have concerns with the premise of this document or it's propriety I understand. That there is you know there's always some potential that bill because i'm head. And I hope that that is not the case here is a lot of people who worked really hard. Will suffer unduly for it and then my last question you invoke doctor standbox name while go did you did you just make the statement that what he provided to you as far as relates to the services he provided you is at no cost he's not billing your foreign doors he collected anything he is not bill they're collected anything professors will give generously of his time and signed an affidavit or declaration technically that included his review of the documents the board minutes etc included from his is treat us on the topic he ordinarily charges a thousand dollars an hour I did not have approval or authority from anyone the board or otherwise to hire or pay professor standbooks fee and he did not I want to be very clear professor somebody did not ask me for payment or did not suggest it in the end engagement agreement or anything of the of the nature as a law professor expert in the foya I conversed with him in the academic context and he supplied his is time free of charge free to the state as a service because the peers again and in knowledgeable subject matter expert in the foyer and there was done on his own personal time not on time is the university of saudi render that opinion as a private attorney or did he render that as a professor of the UI would I believe most were conversations with for some before a weekend. I don't know what what capacity who was in them not going to answer for me I don't I don't know I my view is that he is he was providing after david is an expert in the for. Of which he would charge with house knowledge and hour for any four. Content is it was that what she said a thousand dollars now I just think is I really rate I think i've had a conversation with them at some point. About. At the time I think there were some negative commentary about my hourly rate of two hundred eighty five dollars an hour which is discounted for this body. For the for the board rather and I said pressure what was your thousand dollars an hour i'm worth every penny in your worth every penny battle and paid a thousand dollars now but thanks for the compliment i've I just want to clarify your test loyalty. With regards to if it was work for for I e advice thousand dollars hours a lot for an attorney to bill for advice side is that in my mistake misquoting hours I think i'm conflicting the two issues and I probably miss spoken should have just not said anything okay professor standbook did not ask for or receive or charge anything to me or my firm or to the board or anyone in connection with his public service and probotate work for me as a for your expert. The. Thank for their clarification thank you for being here today you're excused and with the understand your subject to being recalled and the committee calls mr lee watson please general don't bear mate may I ask a clear front question. A very happy to be recalled I have a meeting to get to it three thirty may I if i'm not here in some ask me a question where will be back on the eleventh so there's potential you may have some more questions on the eleventh. The. Very short please. The. Will stand recess for three minutes. Do you order a sea mislead watson serbia please stand and raise your right hand do some is where the test point you're about to give should be the whole truth the will be the truth the whole truth and nothing but truths will help you got a right please take your seat if you would state your your name and position for the record. My name is lee watson and i'm a member of the board of corrections thank you in here mister watson so did mr medication provide you with the preparation for today's. Our questions no okay thank you so what is your prior relationship with mister. Run back. Sometime the middle of last year when. Through a series of. You might if I give you a little background how that came to be briefly through a series of executive sessions where the board discussed joe profess performance. Um. In. In particular in relation to me and we went a period where we were used Board meetings you know by law or by not forget what it's in statute we have to have a board meeting every four months and we had a period where we didn't have it we were used to that being precipitated by the secretary. And this was early middle of last year. And also we were asking for information from joe preferring we weren't getting information that we felt like we were used to getting and should be getting especially with the emphasis on protect arkansas building a new prison. And through the course of that you know when I became aware of what eventually became mac one eighty five not part of the protect act but one eighty five which changed. The wording to say that he serves it our pleasure to the governor's pleasure. I bending and I talked after board meeting and is my understanding further to be a meeting there has to be three or more so not too. And that as far as four purposes and as this may cause an issue. You know this person for eighty two years whoever's in this position where that the title of secretary or director reported to the board. N proferry had been indicating you know he'd prefer to make personally when we talk well I guess to do what the boss says you start about the governor. In his time went by. Um. And I was only wear back one eighty five I hadn't by the middle last year I have really had and seen that two issues with the. In in the protect arkansas act that had to do with. The directors you know serving if they were governors pleasure instead of art. Answered in benning how don't know if this is going to cause a problem but it may you know and unfortunately it did we wished it hadn't we tried and try to communicate with secretary perfect. But as it became a bigger problem. Um. Chairman magness didn't authorize me you're giving me a special label of litigation learns after the litigation was failed in december he said. You know you're an attorney you know would you look to see basically if the rainy attorneys out there. And. Sometime last summer early fall and so I started asking around in doing what i've done before and i'm in a house council for a company i've worked for several information and by asking other attorneys I know in the fort smith barn like bar there's a little cross over but I asked an attorney's unfortunate hey these are kind of issues it's employment law issue you know who might be out there and this might be public and a lot of attorneys. I'm hats off mr medicare again most attorneys would not want to be involved in this sort of litigation and situation. So as I sorted. Basically asking around talking with fellow attorneys like what like i've done before and i've hired attorneys all over the country for the company that I worked for ask of the attorney's opinions sometimes I call them and even though i'm. Basically under the guys of i'm looking for somebody that can can handle this kind of action many of those have been employment while I actions. I learned of at the medicine again. I've been told of others but for different reasons either research and online and I kind of discounted them. And. Finally roll forward to to november. Yeah. And bounced with you had forgotten to labbed and said it today. But around november night somewhere in there he and I talked on the phone I called and i'd looked him up on the internet and seen what he been involved in understanding was employment law professor and and it's heart that started as an employment law matter we had a secretary that had always reported to the board and been answerable to the board and now wasn't we had amendment thirty three in the statutes tell the board we have to manage the affairs of the board of corrections. What how do you do that when the president of the organization is saying I don't have talk with you I don't have to work with you. So we're like what do we do here. We continue to see performance issues and we talked about this and executive session about how to address this that we disappoint in do we suspend him and so when I called mr medicine again I explained the background and I was impressed with him very quickly because he grasped the issues. He understood at the heart of this it was an employment law matter because as a board if you're more of a corporation the president in the corporation is thumb in their nose at your saying i'm going to do what I want to with the corporation. You're you become a toothless tiger you can't effectively manage that organization. And I remember in one of these conversations about him in that situation the board one of the other board members said we're quickly becoming the board of nothing because we had a secretary that. At that point wasn't responsive to us. So I talked with mister medis out again I have a son who lives in conway and we met for a minor pizza and the talk. And I was very impressed with him we continue to have conversations and that was. Sunday before november seventeenth and then the press conference happened november seventeenth and I was shocked I mean like here we have the governor flight by we're not just fight by but with the secretary that reports to us. And the attorney general standard and repeatedly. Say that we were failures in a her job of managing the department of corrections so i'm thinking as an attorney i've never seen an attorney before publicly. Basically the mean their own client and the attorney general at that point it was actively representing us in litigation so it's like another you know. It's only what I continue to doctor mistremendous argument. Fast forward to to december well shortly after that first mr magnus sent the letter to the governor made overtures to try to resolve this to try to explain the situation so we could yet pass this without any of this happening none of us wanted to this to happen I mean it's it's not been good for anybody not us not. The efficiency of government not anything. But we were factors with the situation with eighty two years and. The parcel words a little bit. First center dismay. The board existed for act thirty three but at thirty three and part is what made us constitutional officers in the status but you know whatever that is in that's what we're trying to sort out. And and so in talking with senator partner medicine again mr medicine again. Frankly he did I don't think he realized that I was basically interviewing him and he spent frankly more time with me than I expected that he would. Discussing these issues so the governor didn't respond to chairman magnesses letter things move forward. The. And you know we were all. We didn't want to get into a fight but we're at the point I think we're either had to do this or well just needed them. Resign and walk away because we were no longer. Effectively managing. The department. And so we chose to find and we shows didn't you know and and and talking with. With mr medicare again and this conflict between the new act one eighty five. And amendment thirty three in the eighty two year history it's like well and you know he felt like yeah you're in the right here and we hear for he formal opinion I did too as an attorney. The. And then. And i'll be terrible to date you know we got to the point where we had to take action and it was an emergency matter and it became an emergency when the governor probably said. I don't care what the board has voted I don't care what they've done even though in their judgment they've been trying to trying to manage these department of corrections facilities. And comply with national standards cheap and mates from getting heard. We had we've had all been on the board for years but there's a severe shortage of guards. Uhm error prisons. So you know where but between a rock and a hard place if we start just you know putting beds on the holes replaces they don't belong and we don't have adequate supervision the state's going to suffer more reliability we're gonna have lost it when bad things happen and we know that I mean all the experience of the board members tells me that and common sense those too. So then the governor comes out and says well i'm directing. The secretary to add those beds regardless of what the board is determined in its meetings so at that point what do we do. In one and so. When I went when I when we had our executive session. Before hiring mistremendous argument I said you know this would normally be an employment law matter we have an employee here that won't respond is that won't follow our directions. Which has been the status quo for eighty two years and now we have this the statute we've had i'm telling it's hey. I work for the governor I don't work for you. And and there had to be resolution and and one thing I want to make clear but in if I may miss what's so you pretty well answered my questions in relation to your relationship but mister medization and II recommended him to the board because i'd had multiple conversations with him you saw today how intelligent years how quick yep and I went to woman and said i've interviewed and i've hired attorneys for twenty four years for different companies I worked for when I find the right one I don't okay I start getting so heavy have the two of you all over worked on cases together have you ever received a referral fee from mr or your firm from mister medicine again now now and no synergist may recognize. Yet suggest kinda go through the tamil and just one more time and i'll just ask we're just going to see yesterday or whatever so I think you know on around november ninth when you initially called mapped in and in that conversation there was no talk of employment now okay and then you know he had conversations on an off again I hope that we wouldn't need but well I guess just to back up on more time so when did the chairman ask you to find an. It was. Several months before that because I told him I think he testified in the summer yeah okay start look checking the field see if there's somebody out there that was competent okay and better than competent possible and willing causing you know frankly there's a lot of turning wouldn't take this on gashing okay and so then you you you had a couple of conversations since then insured some pizza then there's a press conference on november seventeen he was part of the response that was given to the press conference was that men on november twentieth is that way I read it back every month I think that so but it would be what he was he was a part of you know what are we need to say and how would he need to say it okay in at that point up into that point there were still no conversation in coming on that are being hard as an attorney is that correct okay and then so then we get all the way to december eighth two thousand twenty four and sometime between november twentieth in december eighth according to his testimony you didn't you didn't ask him. You know how would you be interested in being an attorney he just happened to have one of his engagement agreements and he gave it to you. So how you remember that he did and I don't remember just when and it was it we were still I was still at the point I think board was i've hopeful that we can resolve this but there was sometime before december eighth it was I don't remember just one okay and so but you didn't but internet you never said hey we may want to look at hiring you do you have an engagement letter. Do you remember it that way or do you remember it his way which was I just I wasn't soliciting or even telling them they should army i'm just going to give them an engagement letter I you know I think it's some point pretty close to december eighth where you know that we did have a conversation I knew I couldn't hire him that it had to be a board decision and i've made that clear to him early on when early I said that we give me a day of her first conversations if o there was a conversation about employment these are the questions i'm trying to ask well I was he aware that there was a positive rephrase the question and we'll go back to the beginning. November ninth two thousand twenty three you gave him a phone call in that phone call minute ago you told me there was no talk of employment in this the second ago said early on in the conversations I told him I couldn't hire him that the board would have to hire. We are working with that. I think one of those first conversation so he was aware I wasn't hiring but he was aware that there would as a conversation about hiring someone because you you thought enough of the conversation to let him or there was enough of a conversation you thought enough over to say hey by the way I can't do this a moment will have to go before the board. That's a very different thing than what you just told me. I ask was their cut now yeah II wish I was an attorney because attorneys are really good at something that I just can't do and that is dance around answering a question and so. My question is did you talk to him about employment yes or no honour about november ninth one your first meetings. I. I don't think it was then I think it was later I cause I told him at first i'm calling you as a board member this is just us. And somewhere in that price s o several conversations I made him aware you know I can't hire you if that would ever happen it would have to be a board decision. Okay and so november ninth. Somewhere mayor may not have been right after that there was a conversation better employment and in which you let him know the board would have to harm you couldn't so there was a bigger conversation some kind because somewhere in the middle but not you wouldn't just set it out of the blue and then so in all of that time so from november ninth. To december eighth less to say was there any written communication between you and mister apt. Very little. And and I will tell you in one of my first conversations I asked him about attorney client privilege. And about you please don't tell me you did that. Yeah you ask him about a claim he just testified earlier that all he was doing was giving advice you can ask about it i'm not an attorney some of the attorneys got to q in here but. There is no attorney he was representing that there was no time I mean it was. II didn't know my concern was what if I have these conversations with them and he goes public with them the next day and if that point I would have backed up and I am waiting many we can't do this. Apologize committee i'm not attorney you are and I think you all that our attorneys probably need the hope in here in second because there's things that you just said that conflict with what he said and he stated things very specifically on purpose you told me a minute ago there was no talk talk of employment then you talk of attorney client privilege then you talked name in just prior to that you explained to me that you told them you couldn't hire him but the board would have to. So in all of that i'm gonna tell you haven't been very clear okay and I think i'm purpose but no i'll leave it there so this is fast forward december eighth cause I was going to ask you that solicitation sounds like to me that that happened. You all made a decision to then hire mister apt and is an attorney yes you went into it executive session to talk about the secretary you went to launch and that was a thirty minute executive session there was no mention in the meanings otherwise there's been no mention anywhere else of a conversation by hiring attorney in any of the minutes managing that I guess it's happened to executive which even though I don't think that's allowed to happen to executive you know we've we've asked other people avoided there is no documentation of these conversations between you and after they just don't exist there's no conversations between you and the chairman about hiring attorney there's no conversations anywhere to be found anywhere. Pizza phone calls whatever. But in that thirty minute meeting you talk about the sector we're gonna have to do something you got a launch you come back you meet for three minutes and you in you have an engagement letter that no one else could have seen because we were known about it because of entoyable right right so no one else has seen the engagement even hold on to it for a few days and then. In three minutes your decide to sign that contrasion that engagement letter move on. Do you do that in your business. We both know the answers now. My that my employer trust me. And if I came to them and said I found the attorney we need to hire for this job they might I mean it would it would be there be some questions right wouldn't problem and I would say how much is he want to charge but they didn't even happen publicly there's no record of that in the minutes it's just the fact hey we need to hire an attorney okay I know this guy apped in okay here's an engagement letter okay let's sign it. That's at i'm not making it up it's in the minutes in a three minute span. So there was more conversation about needing the iron attorney that was actually hiring him but without question we moved on which leads me to believe there were a lot more conversations taking place behind the scenes and you said something earlier about for you and there's reporters in the room that can speak to it more than I can and I don't know but if there are two if you having a conversation about board business. At the one it's written whatever you can be produced as a document that subject to four year and miss that up some but generally that's the premise of alphabet works so it's not three three four public meeting two thousand four year old kay and just we want your attorney to you you're an attorney you probably know how to these things were I was thinking of the meeting that's why I was thinking because I know there are cases that say two people that are on a more can go have separate be friends and that's correct which I can talk about board business which i'm assuming I didn't do the ask early you didn't talk about board business at that launch did you to talk about hearing about the oldest set across each other enjoyed mcdonald's whatever it may be. And then came out right after that and had a three minute vote on a two hundred eighty five dollars in our contract. Correct. And you understand from my perspective when I look at this. How odd that all things. I understand. N. Thing is i'm the only attorney on the board I agree and. Um. You know that will not get fair enough I don't think you're the only at this point but well. Yeah. Um. You know and I recommend that we hire mr matters out again and they trusted me and followed through I mean it's it's that some did you ever let him know the child and have an appropriation to pay him with. Frankly I didn't know that. And you know and that's part of the awkward part of this because you have the border corrections you have an apartment of driving you have the department of community corrections. We were you all aware that you were going to be suing your own employees the department of corrections well and in part that was mister medication's recommendation so that we wouldn't have to name the individual directors. And because those are the two positions that were affected by those changes how he felt about your employee where were you wearing how he felt about your employees that they were working to undermine you and what he was trying to accomplish. I'm who's employees. I mean well i'm sorry you're right there's a there's a differentiation between the board and the department that part employees. Mister abden represented a minute ago twenty minutes ago whatever they're essentially that he was always concerned that the employees the department of corrections were undermining what he was trying to do in the contracts and everything else were you aware that that's kind of his position. To some extent you know i'm. I always try to think most of the people and that they're trying to do the right thing I think the attorneys my nature become very suspicious of people and I think hazardous attorney and it you know throughout my life i've always tried it think of an expect the best people and I thought well i. So you were the only attorney on the board he was only going to represent you and sue your employees over the department correction you know or that entity and in that process you didn't think that in in the was already some reluctance you were already you yourself appeared everybody kind of distressed a little bit but we're gonna you know try to hope they're doing the best thing in the employees and not what i'm talking about as those that were you know there is been alluded to the by several board members worlds jobs and employees to review this contract when mister abberg may be very clear that it was not their job because he was suing them. So how could they review that country I know that with you were copied on the email so now my question is did you review the contract the one that was ultimately uploaded I did not even know was email if I did afterwards and I was at work the day that I got that I have a very demanding job. I'd normally don't check my state email. I worked for private employer and I happened to look at it that day and I saw that I popped it open I thought in my mind got reaction was this is a form that has to be filled for procurement because we'd already. Umm they'd already provided a copy of our engagement letter which we consider to be the contract it's up if I had thought for a second hate this replaces or somehow modifies or engagement letter I would put on the brakes were you comfortable with the changes that he had made after the fact yes i've looked at them and i'm one hundred percent confident those changes weren't made for his benefit they were made for the benefit of the board in our litigation that's pending so that we didn't waiver give up any rights one of the the payment would have been for his minute through the preparation that doesn't exist right that was going to come from the department that was actually being sued but but he was representing us and I believe every change he made. Was and further it's a his ethical duty is an attorney to give us the best representation and make those changes so it didn't look like between us parties that contract it was harming us but i'm coming back. Thank you i'm sorry thank you senator dismank and so were you aware of here in front of you right. Chair i'm sorry so were you aware that the border corrections did not have an appropriation not really now I mean I knew that our improving sense really what is that mean I mean are we had a limited appropriations we have staff. So but you know in earlier there's a lot of conversation about contracts that we review and approve those are for the departments that's why they take them back and they push them through the appropriations process and we're not involved in that we approve of the contract we review them. And trust me we take them to task if we don't think things about them or the way they should be. Uhm but this was a a unicorn. This was a contract to be signed by the board and it was between the board in four years and and asked talking with chairman magness he doesn't remember the board signing a contract on its own behalf. But we were the ones being impacted by the statute and amendment thirty three. In the department was indirectly so this is this is a unicorn for us so it will never had this situation so you didn't have a conversation with mister met is that again that but there may be a possibility that he might not get paid. Not initially I think at some point I said you know this this is going to be difficult. You know diff because we're fighting. City hall in some ways here and and you know and it's it's you know exactly i'll get represented baby thank you mister chair you said something just a moment ago mister watson where he said all the changes that that aren't made on the contract benefited. The border correction to be video explained to me in this committee how the waiver of salvan immunity benefits you are the border corrections explain that to me well can I give just a little background whatever it takes to explain that so that we can understand there because I don't I don't think you don't get that if avenue were here to some extent I deferred to him on this you despite the senator gas away touched on with the andrew's case. Some of the the salvan immunity is unsettled law. There's some cases that seem to indicate but it really just applies to cases where somebody sues the state asking for money damages that's not what we did we don't want to die we don't want to pay what what we filed was a declaratory judgment action asking the court to say between amendment thirty three and act one eighty five and there's two word changes in the protect act. Are are those constitutional what what's the law because we were sitting here trying to make a decision about an employment matter but we're looking at this unlike we don't know the answer so if we try to do anything and we had we tried and tried to communicate with joe proferry and he wouldn't provide us information we've only learned after he's gone. The multiple contacts he had with other agencies regarding building a new prison he never told us about any of those nasty but it away from from my question my question was. How does waiver of sovereign immunity benefit the border of correction she said every change he made in that in that document because i'm not going to debate if there's a contractor or what benefited the board of corrections he was looking out for you how to set benefit you his concern and I agree with him reading his changes was that without those changes. In the pending litigation i'm not i'm just talking about the change on sovereign immunity how does that benefit the boat attracted harmors because the attorney general could use that to claim oh they their lawsuit should be dismissed because somehow sovereign immunity prevents it I mean I don't blocks our lawsuit how you how you arrive if they are consideration because I don't shape former fashion that benefits the state the border corrections it would only benefit payment for the law firm so let's move on to it another question since we're on sovereign immunity at what point in the discussions that you had with the attorney did sovereign immunity ever raise its heart and now have a discussion about sovereign unity. II don't remember just when it was before I ever saw that form or the follow up it was that you know he and i'd talk that in general terms about issues that might arise in the course of. Are you know the declaratory judgment action another question for you yeah I serve on several boards and committees and a lot of times and I see other members that when we're in in medium so keep a journal or they take note so that we can keep back straight in follow being some of the day in reflect on the method of the day do you keep any such records on your our meetings you just operate from from memory. You know at occasionally I do but then I end up you know I look at him later and I thought the trash I mean III don't keep them so you you'll keep any written written documents records or anything from your board meeting sir or anything like that you you don't maintain you there is in and out. Alright most of our business is very routine we we consider contracts personal issues would make decisions the end of the day. On my cover sheet I might but check marks that there's almost you know and you know regarding everything we approve I might glance out it later but then either leave it there and and it's disposed over. You know when I get home i've. Uhm. But at the recycle with an ad at find that hardly even that would write a fire page open letter to the legislator of the governor an attorney general it doesn't keep in any note to details I find that a little hard to believe so I appreciate it center hammer you recognize thank you I want to go back to the initial conversation ahead with the attorney and you should clarify something and maybe put at this way how could you have an interview with an attorney that you were test with the responsibility of going out to find to represent the board and it not come up in the in the discussion. That that could lead to possibly being higher. You know as best I can recall when it things first started I heard. Their issues that. You know I didn't know the answer to regarding the conflict between the statutes and an amendment thirty three I was looking partly for a sounding board and I told him I don't know where this is going to go were we want to work this out in one of the things that chairman magnus had told me was earlier in the year he had reached out of the governor's office a couple of times to try to improve. Intermediaries I would like to meet with the governor. And that would just wasn't happening him and in he had previously always whenever he had done that previous governor said always sat down and talked with it. And I just waited nowhere it was going to go in november and then all the sudden in december frankly kind of the wheels came off and everything. You know we rise we have to do something you know so it was. It was further end of that conversation where I really even got the feeling we may need to hire him for sure. You know. Okay and then you made a statement while I go onto your clarification on the did the attorney advise you. To sue. Or was at the decision of the board that made the decision to sue based on something you said a while ago we know at that point that one of our directors the director of the community corrections was retiring earlier in leaving employment because of joe profession and because of his treatment there and the morale he was creating was staff. We did not want to lose jerry bradshaw but we did. And one of our considerations were you know because. Um. In the law seat at named joe profess as secretary of corrections. An. Abdone at some point said what you are and have to say jerry bradshaw as director of community corrections because his reporting up was changed. And and in in the new statute. And we push back on that and II don't remember. I mean I did I mean I because I said you know this is it can be offensive to them because their name is going to be out there in the press as there some other way we can do that. And. Anyway his answer was while we will name the department. But our intent there was really it was because of their position as director. No okay and so in that initial conversation you had with the attorney the discussion of possibly suing was never in that initial conversation where you were in interviewing him. No now that didn't come for you know weeks ago I was trying to figure out it for the board what our options were this was like. The last day shop what happened we we were trying to find some way to work this out. The. And unfortunately. You know okay but I want to make this safe and i'll be done with cheer on this but you brought you right outside of a response something you said about the morale and how you filled it urgent because of you know what joe did in his leadership roll I can tell you for a fact that prior to even joe being hired. There i've been approached by multiple employees well presumably and that have left because of the router had been created by the middle management of the agency of the department I don't think it's fair to lay it off on here given the fact that the problem proceeded him and even continues today so II think I would be giving you free advice that maybe one thing i'll need to look at his the management middle management of the system that's running people off that that is very much on our radar we talked about it at the the. The last. Well when we were interviewing. Candidates for the director of a correction's position last week. Up part of my director community corrections. Um. You know. One where interview we asked them the ones that would know what do you see is a big issue things that need to be fixed within the department we already knew it but. You know we wanting to gauge at what their response would be in the return around we have some issues here so we wanted everything we can improve that I think you'll get off something that may share the overlap thanks center hammer and senator irving you recognize. We punch it. Oh answer. About that thank you mister chair i've actually been watching all day as I have been driving around the state of arkansas are listening not watching as i've been driving down so thank you mister chair for the letter to let me ask question I think one of the questions I had from back from the review subcommittee that was listed in this document here are hand out wine my question that I asked in that committee meeting was how did the contract get into a changed and submitted through the portal so that leads me to what was provided by mr buy and mister buyers with his analysis and in that on page three and and I apologize II had so many things I couldn't get here before until now but it says that under mrperiod magness it says we believe legally standing we can pay the bill out of professional services now is what mr magna said and that is in this hand out. So you're the only attorney or at the time the only attorney on the board so my question to you is. What what led to the belief error that you'll had that the border corrections had that you believe legally standing we can pay the bill out of professional services because that speaks to the appropriation this year that the department of corrections does have a line item for professional services so how did you as a board come to understand. That line. I'm not sure that we ever did. You know what the way that. I looked at this. Were you ever told that. I don't recall I just don't um. But. You know I believe and I forget the entire code citation ending in seven eleven says that when there's a conflict between constitutional officer and the attorney general and other cut institutional offer. Were entitled higher council and their entitled to be to pay bpay to reasonable fee in judge james order she agreed with us and she said that under seven eleven we were justified entitled forget her exact word in higher and council. And that gave me a big sire relief because I thought okay well we have a statute that says we were you know we have judge it says we're entitled to hire him in the statute also says in the same centence. And he's entitled to be paid a reasonable so we know that the border corrections does not present before this body and appropriation request through the budget process. Correct you have never done that i've never had an appropriation that's separate in a part so who pays for your staffing I i'd have to defer to chairman magnets okay so but is it safe to assume that your staff is paid through the appropriation of the department of correction I believe so. Which so and mr brown is one of the attorneys is mr hodges one of the attorneys now that they both work for the department I understand but they also advise you. Right I mean they're all through this mr brown is working in the capacity as a staffer so to speak for the border corrections. For example we have boards and we have boards all the time that may or may not have their own appropriation but they're staffed by attorneys that are with the attorney general's office or. A other agencies and a senator this mayor is pointed out several times that's just part of the the awkward part of this whole situation we've never had this happen before frankly don't think any of us really knew. In a wear and unchartered waters better but at some point then mr magnus may need to into this because it was his statement at some point either advised that you could do this out of professional services or somewhere you got that idea from that save to say what happened after chad brown provided that memo. Umm in a board meeting part of the open meeting that we were talking about them about that and. You know. Chairman magnus asked him to basically. You know tell us show us tell us what to do to have a process this because in his memo he said there's there's two avenues either what we've done submit to office as they procurement or we tell him to go to the same spirit right and. This whole process it's just again this is in a corner never happened before we were just trying to. Basically follow through. When submitted his contract the engagement letter is as updated and it is only you know basically a day before. In order to to to stay on alc agenda we were provided with that form agreement and none of us had ever seen it before many says he's never seen that document before and for any other purpose about enhancing despite representing the state multiple times in it they can came out all that field he was busy all that day like said II was I understand I wish I had seen. Something that might mart for our contract or engagement letter because at that point I was at were wait a minute but it put on the brakes and right in and I do believe that act and tried to modify it so it would not conflict with that engagement what and that's the thing that II mean I see I see blame cannot all across the board here but I do think that if you have a I mean it should also be the attorneys that are submitting the information that in my opinion should they hey this is a red flag we may or may not need to do this or there's needs it to be some sort of an advising role to the board of corrections because we're not you're not hired to be an attorney for at the border corrections you are in attorney who starts on the board of corrections and so you know I think we have to rely on that and I think the procurements probably more of an agency type of a tool versus what you are used so it's your testimony though because of this unique situation is that why the lattitude was taken to change the procurement forum says not to connect your hands legally because of the ongoing litigation I think that's what somebody testified to earlier I just wanted to hear that yes and when I read it after the fact that's how I interpreted it and especially when it became apparent. Because we started getting feedback that well that's the somehow replaced our engagement will wait a minute now it I thought they would work in tandem and I when I read it's like okay about making sure. That there's nothing in this. Composite agreement if you will steps on each other you know that we we give up some rights or some issue. By signing up the the form which again was a between us and how. Or intended to be right so no but any issue aside about whatever how review this whole situation I think. I mean II think I think at the end of the day it becomes a question of how and why and I really appreciate that answers in the testimony that you've given as to how and why but II don't know if it's still I don't know if it fixes the problem for the legislature moving forward. Am or for the board of corrections and II don't I don't know how we rectify that but III mean I appreciate the transparencies and the the questions that have been asked have been excellent questions by the members of the legislature and I appreciate the answers as well but. And you know it may come in on the and thank you very much but it begs the question we have a statute that says if there's a conflict. You know a constitutional officer is entitled to hire account. That's what we did with circuit court judges yes you were just fired and. It's good for you to do that that statute also says that attorney's entitled to be paid a reasonable amount this happened basically on an emergency basis so there's no time for bidding there's no time for. To add him in the procurement world so then how does that. How does that get addressed you know because that that's a question and that's why emergency was put on the procurement form I believe I believe so is that what it was. Okay and does latitude again if you can get back in the cube you would like sender so senator stone your recognized with my apologies for knocking out the queue oh no worries thank you mr chairman is location is litigation liaison are you familiar with the claims in the two lawsuits both of the member thirty three case in the poor your case yes. In which case has the waiver of sovereign immunity been raised. Rather that again and I talked about being a potential issue I don't recall yeah it's specifically in the pleadings you know granted there there's been a mountain of pleadings. A hundreds of pages and I think it's referenced in there but again I don't you know part of what I do is I review contracts and have you know I read sometimes thousands of pages a day and II don't recall just. Well I don't believe that it has been raised but it's uh mister apt were to bring lawsuit against the state to pay his legal bill was solved immune d likely be an issue to be raised. I think a potentially good yes you know and in there but then we have a statute that says in the situation he is entitled to be paid so there's the there's the rub I mean resolve that. Alright thank you thanks center some center of this menu recognize and I think that statutes a little more complicated in your giving it credit for them to avoid and we now recommend and get a money turn and go back and read it it's it there's a couple of more hoops that you have to jump through before that one thing I want to go back to number to ask a minute ago have you provided all the documents anything it may exist with your communications with with your communication the board members so there's just really nothing there yes. I mean I yeah there's provided everything that I but there's nothing because that you know i'd ask in the meeting and you know then we got nothing then I ask you know our our staff can reach out and ask and then they got nothing so you're you're telling me that there was really no communication that was non verbal that was you know they had not verbal between you and mistrapped very little and and unfortunately that's reflected in some of his fee statements and I know there been articles written about my many conversations with them. And it's just a you know your unbusy through the day i'm asking I mean i'm saying prior to i'm seeing starting on november ninth whenever he started having your conversations in which in in one version of he said he didn't talk about employment the other one you talked about employment that in all that there was no there was no correspondence between you and abdome. The. Besides phone calls or a pizza. None known that II mean if I had a determined you have his policy in which is many stated his policy was to delete all communications almost immediately so that it doesn't build up in his embox but also because that prevents him having to be subject for you I do you know simply because of the volume and you delete all of your communications and so if they're even worse than they wouldn't be available because you delete your communication correct. Okay but but at the time i've received any request if I was in possession of it. Out how quickly do you delete your things how often you do that pretty quickly you know and specialize that mean thirty minutes or like immediately smittlement text underleaded out usually the main must be okay and you know it's. Because it that that also just complicates his conversation we're having because you're anticipating me to believe that there was no conversation about employment. With a manner want to be paid two hundred forty two hundred and eighty five dollars an hour that you go into an executive session which you couldn't have talked about hiring him there was called by mister feltz I believe who then later after that after everybody goes a lunch. Comes back there's a three minute meeting. And in which we hire an attorney so it known at the other board members had a conversation about apt in any other board members are even aware we were talking about hiring anyone. Until we go into. A three minute meeting. Is that announced was to that's how that worked you know pretty much yes so when he gave you his engagement letter that was that you you destroyed it also the one that was unsigned. I believe so here you know it's at some point it seemed like he gave me an updated one. I would give you two engagement letters. I don't recall for sure that over what period of time do you think sometime in early. December you know it because it was. In i'm not trying to argue with you i'm not argument but i'm trying to understand what I was one out when I said we. And for that we discussed employment it was more like I can't employ you. And you know I would there was a conversation that had to be about employment. Very blatant again will you tell me a minute ago it was one of the first couple of meetings you had that was to tell I couldn't employ. And that we were not employing and I was not all so just to make sure I understand there is no communication with apt and to be had by anyone because none of it exists or if it did exist it's all been deleted. And none of the other members knew that we were talking about hiring an attorney because if they're if that had been done talked about it somewhere there have been a board in a minute able to talk about so none of that exist. And in so you brought all of the board members into an exact meeting which we complained about the secretary of things we were doing we can't talk about hearing and turning in that because that would be against the emergency session rules and so that we come out of that we go to lunch for however long it was then we have in a three minute meeting you say we need a hard attorney everybody says yes and then we say we're going to hire this attorney everybody says yes more done. And there was never any communication. About that to be had or to be seen. You know at some point there toward the end I told benny that i'd been talking to attorney that I thought highly of but no decision was made you know it was it was just you know because the idea was I was going to start looking around the sea if there were somebody out there suitable and it may communication with the basically say maybe you know boundaries that becomes necessary. In a bit out it was not at the point where you know mr medicine out again had not been engaged you've not been. Well he did you'd already talk to him about attorney client privilege I believe that constituted engagement I believe and i'm not an attorney at I think I brought it up in the context i'm on a public board. N and he said well I mean it was a real simple conversation but as he said. As a public board member there is no. Attorney client privilege only the attorney general has that and if if if the attorney general had been representing us as a board we couldn't met with the attorney general we could have multiple conversations and none of that would have been a while we were already meeting with app in prior to the attorney generals conference press conference yes right we're talking on phone yeah alright alright look forward to asking some additional questions to the members center hammer. When you were take it when you were originally charged to go out in seek out an attorney. Was the directive that you were given just to research or to research with the intent to hire it it was basically the research to see if there were somebody out there that if we ever needed to hire somebody again we didn't want to hire anybody that was. Worse case scenario. Okay and so I just want to ask his questions so you have chance to respond okay. It seems made and and that that charge was given to you in august did you say a while ago. There some somewhere back in there and it wasn't really charge it was just a conversation and hey you know it's this gets off the rails okay you might want to look around and see if there's somebody out there it wasn't there was no plan okay so I just want to ask you so you don't have the record was there any discussion. Obviously that should violate fy you probably could have done this with any other member but was there any discussion. As to a strategy to stall this saying until it got to an emergency situation to where it wouldn't have had time to run through the normal channels to get probably they all see for us to approve no slip contract no I mean this is again we were all much prefer that this had been resolved. A long time ago the board wanted the same thing the governor wanted the same thing that this body wanted as far as the department of corrections. Um you know in we can I think I didn't pull them I didn't ask them but I bet you know when the governor in and you guys announced basically you know we're going to build another prison we're going to add beds you go to heart around and cheers because we all know that's what's been needed it's been needed for a long time not. And in my letter I didn't mean the point fingers at the current legislature this issue goes back to the early nineteen eighties. And you know we've had a continuing problem with capacity and. And I get it it's money you know it's it's it's expensive and but but no trust me if. Many had been able to talk with the governor early. We all would have been very extatic at the idea that this could have been resolved with that any of this happening I promised I would my wife would do you know his about kept her awake a lot of night stuff and in turning in bad worrying about this okay right thank you. Mr gas where you recognize thank you mister chairman mr watson thank you for being here today all right want to follow up on a question that senator dismank asked about the attorney client privileged it sounds like when you and mr apt and were having these discussions it clearly came up about whether or not the communications that you were having were privileged is that right. No not no the topic and maybe i'm a spoke it wasn't about them being privileged. It was about them being subject for bright and so apped and told you the co- in the course of these conversations that the two people were having that whatever you tell me because europe a public board member. Is not attorney climb privileged in other words it can be discovered right and I think the point is if you're having a discussion about the attorney client privilege. It essentially assumes that there is an attorney client relationship well otherwise why would you talk about the attorney client privilege we weren't talking about it then I missed we were talking about the foi aspect of about. I mean frankly it I think one of my first conversations I brought up. Because II was I was concerned one if we've managed to patch things up I didn't want this you know information out there. To to cause a problem. But it was about the foi aspect about it of not attorney climb provide. So it sounds like you were having regular conversations with him yes prior to. The official hiring and is that your contention that that official hiring took place at the december eighth meeting yes. So hit you absolutely worth his client on december eighth. In your the board became his client in your in your opinion yes but prior to that all the discussions that you had leading up to that you don't feel like it at any point. That through the research that he did for you through the advice that he gave to you through the very nuanced issues of law that you discursed about the constitution amendment thirty three and the employment matters and all the things that you discuss with him that at no point that ever ripened into an attorney client relationship. No. No II don't and you know i've had other pending litigation where i. Council from other attorneys. Even though I might have had an attorney or maybe not where you know I was trying to figure out the best course. And is a board member I was stranded. What are we going to do if. And I wish I hadn't come to that I really do. Well and you know i'll go back to the point that. Has been made several times now and day one. December eighth the day that apt and was hired after the three minute meeting. He spent six hours drafting a complaint. And he also included a couple of other hours where he specifically reference conversations with you that day the very next day he spent another belief eight hours. Working on the complaint somewhere around four thousand dollars and legal fees just on the complaint which is a loss. Do you see why it's hard for us to believe that all these conversations are happening it's clearly involved amendment thirty three and the subjects of what we're ultimately the lawsuit. And that. Somehow you were in the board really wasn't his client. Until december eighth and he just happened to start drafting a complaint on that day you see where that makes it hard to believe. You know. Again. Best case scenario we wouldn't have had to do that and he would never gotten a paid for a dime at that time up until december eighth. And he didn't get to pay the time for any of his time up to december eighth. I didn't give him a penny to my knowledge no one else did. So. Yeah. Yeah we we had quite a few conversations you know and he was very engaging he's and I was obviously services and academic. And very unusual situation but of a constitutional nature and an employment. Law and you know it's one of the things that. Really engaged me with them and made me thank okay this is disguised sharp he's very sharp he got the issue is pretty very rapidly not pretty rather very rapidly. And. You know. So in a appreciate that and we're going to talk about payment for his services here in just a minute. But. You know I again I just I think I find it hard to believe I think members of this committee found it hard to believe that all of those conversations that were taken place. About these very specific areas of law and then the days hired he begins drafting the law suit against the state that you didn't that those cut communications did not ripe and into an attorney client. Relationship at some point prior to the day that you. Had your board meeting so that but will set that aside. The sovereign immunity issue. Actually no let me go back so that the hiring about and let's talk about the a. Yes because you've been having these conversations with apt and the eighth in your mind is when he officially became your attorney. But there were a lot of other law firms that you could have contacted here I mean I and I mentioned several several of them earlier the rose firm in the friday firm yet mitchell williams of right lindsey jennings have a lot of really good law firms here in little rock employment law. Did you ever talk with any of those firms. I did not but when you say those names as an attorney whose hired council to represent companies in. Personnel matters. All of those are I see is big dollar firms expensive firms and one of the things I noticed about app and early on it is a smaller firm at least smaller footprint here. And. You know but my my experience the larger the firm the the bigger the bills and one on things i. And some consciously factors in with me is I want the best. For the best price. Also alright. Well let's talk about the contract that was ultimately submitted in march. And the the issue of sovereign immunity so I noticed when I look at the contract. A few things that I find very interesting about it. The changes that appeared in made to the contract specifically in section five he added language about that he was to be reimbursed expenses incurred during the representation and he added seven thousand dollars to the bottom line of the contract it was two hundred thousand he made it two hundred and seven thousand you didn't did you know about that not till after the fact okay so but that's normal in engaging council they very often itemized business offers expenses but so but my point two years let's let's take that aside and I understand that but one that's about money to appear okay right. Sure all right he went on that the boards litigation liaison which should be you shall be solely responsible and you're the guy he was happened all these conversations with before this contract was submitted that you would be so responsible for determining whether or not his performance was satisfactory. Well that's quite convenient isn't it. I mean you're the one he had the relationship with near the one who is hiring him. Essentially recommending him to the board. You're the sole person who's going to determine whether or not his performance is satisfactory. So that and then as it continues and the litigation liaison of course being used shall be responsible for authorizing payment under this agreement again he's adding provisions. They were not in here previously. They're related to him being paid. And changing the terms of the contract by seven thousand dollars for him to be reimbursed expenses are you aware of that not not until after the fact that but you know again I look at those if I can explain as. You know I was his contact is go between with the board and I looked at his fee statements and if I had issues with them I would have rejected them and i've done that with other attorneys I have hired if I think they're billing excessive if that's. No I understand that I don't want to get too far in the weeds on that but i'm i'm i'm heading to a specific point sure. One is is then that particular paragraph paragraph five all the changes made their benefit acted it was seven thousand dollars more money to appear it was you are being his performance and you being responsible for paying it it's about money to appear okay let's go to paragraph six. I'm sorry paragraph five that's where he reflects the seven thousand dollar increase to the contract to two hundred and seven thousand dollars that's a benefit to him. Let's go to paragraph nine sovereign immunity. This portion of the contract. Has written. In bold. And in red letters. Nine negotiable. Okay. And the point is this the this provision states nothing in this contract shall be construed as a waiver of the state's sovereign immunity. And in this particular point abdon adds a change. If a plicable. Okay and then it goes on any claims contractor that's abd and wishes to assert against the state in connection with this contract in other words to be paid. Shall be brought in the arkansas claims commission and then abd and makes another change right here. If applicable. All of that is to benefit about in in order to get paid wouldn't you agree. Well I think if I can explain the first one has to do with sovereignty sovereignty but generally but do you but do you see a distinction between the issue of sovereign immunity and the issue of apt and being paid and I think that's what representative baby asked you about earlier the point is the sovereign immunity is not an issue in the amendment thirty three case correct. Never been raised by either party the issue of sovereign immunity in the amendment thirty three I will tell you that personally I didn't. You know. I didn't fully understand that issue but abbed and explained that it could be. This was before we ever even saw this document. And a but then regarding the the claims commission we have a statute that says we're entitled to hire emergencies entitled to so if you know we have and it's like well does that conflict with what judge james that order and section seven eleven year watching I want to ask the question of asked very specific question and ask it again. Has the issue of sovereign immunity been raised specifically by either party in the case related to amendment thirty three. I don't believe it has okay to expect that it would be on appeal has the issue of sovereign community being raised by either party in the four year not that I recall and so once again. There is really no distinction. In the issue of sovereign immunity or there is no issue of sovereign community in any of these cases that append is representing you on the board on other then. As it applies to his ability to be paid well now I disagree I mean he has told me very clearly that very often it is raised for the first time because it can be because the supreme court has original jurisdiction on sovereignty issues okay even if it's never raised at the lower court level the supreme court can say yeah this lawsuit dies because of it and he wanted to make. Make it clear that we weren't voluntarily giving up any ground there okay fair enough but let's talk about specifically the language in paragraph nine any claims contractor this isn't about what the supreme court can do in the amendment thirty three case to spot that they decide that sober community applies in the house should be dismissed this is about any contractor who's the contractor abdomed. Any claims about and wishes to sir this is about apt this isn't about the board this isn't about a minute thirty three this isn't about the legal doctor and if sovereign immunity and how the supreme court may interpret it. Any claims contractor wishes to assert against the state in connection with this contract. Shall be brought in the arkansas state claims commission comma added by apt and if applicable that's all about him being paid well and it's about to conflict between that and section seven eleven. Which is if we're entitled to him he shall be paid a reasonable fee. Okay. Let's go on another change that he made in paragraph fifteen. Of the contract which is specifically about amendments is the terms of this contract should not be waved altered modified supplemented or amended in any manner whatsoever. Without written approval of both parties. Any amendment that in so this is the pertinent part any amendment that increases compensation. What are we talking about compensation or represents a material substantive change may require review by legislative council or the joint budget committee pursuing to arkansas code nineteen eleven two sixty five an abtent added comma if applicable. The point be. An issue about compensation who does that effect abten. May require review by legislative council the joint budget me does he want out no. So what does it do he adds the language at the end of that if applicable. Do you see the all of these changes. All relate to issues about apped in his compensation in his ability to be paid at the do you see it some other way I do I disagree because I think it's again about even in her conflict there between between that and in seven eleven and how he is paid. You know even chad round I mean everybody said well he's put in all this working he deserves to be paid. The question is under seven eleven how does he get paid and that's why we're here we thought we return it the right way. If we if we weren't we need to start off I i'll keep going paragraph nineteen. He made changes one of which at the very end which is a different top font than the rest outstanding invoices in line for payment. Once again. Yeah. And I think the point is. These changes were made very inconspicuously under although one was in a little different type. And submitted and it sounds like when you guys first appear before a lc that no one knew anything about them. I mean is that not concerning to you. You know it's my understanding that chairman magnus. As he just fight earlier pulled over reviewed it. Frankly I have almost no experience with procurement and that side of the house. I have viewed this nod as a replacement of our engagement agreement you know and but again I looked at it for a matter of seconds the original one the blank one. And. Then I thought this is just an explanation what the services are that. The app in that we have to follow through in order to get him paid now in hindsight after I read it's like okay well this could potentially alter our legal relationship with them our contractual relationship and when I read it like okay now I get it I know why he made these changes and I agreed with them because I would have if i'd been does it bother you that he made changes to a section of a contract a standard form contract that's used by everyone who seeks to do a business with the state under a services agreement like that that he made changes to a portion of the contract that in bold and red says nine negotiable in any other circumstance i'd agree with you hold hole heartedly but this is an intro government. Conflict in decision that has to be made so it's it's it's this is a unicorn this is we're an unchartered waters and again we are trying to do the right thing by you guys. By the constitution we were in a position that was untannable I mean it were like what do we do here we've reached out to the governor's office we don't hear anything back were publicly lambasted. And we can't manage. The secretary and then after back six fifty nine which would go into the fact we want to be able to manage the directors. So we're ordered the board of. Basically upper management of a corporation if you will that we can at a fact we can. There they're no longer be responsible to us. And it you know frankly is a horrible position to be and it's like what do you do here in a week we can't continue as one of the board members said couple months earlier we're quickly becoming the board of nothing. Um. N. In a wind plenty of other issues you know just what the day to day when it comes to trying to fit more beds on trying to hire staff we have tried and tried to hire staff anyway we have so many things we wanted to be focused on need to be focused on in here. You know all the sudden. You know what we were saying we thought was very poor very reckless decisions to cram people in the facilities that weren't ready for them that didn't have adequate staff. And the results there can be catastrophic. Okay and again thank you mister watson I appreciate you. But center guys were I wish there had been another solution I really do the whole thing welding there's a in in and a. The state would be better for it in I primary eyes a board member I can't speak for everybody else we need we need more beds in our presence when it is existing once but we got to have staff or we need we need more present and well very much respect that protected I do you know I wouldn't use to be a prosecutor a long time ago I wouldn't found her also and. You know we realize there's got to be consequences for people's actions I live across street from warm and who. Her mother and parents were killed years ago and in a home invasion and. Yeah. You know those sort of issues are very near there to me. Thank you mr gasways when you finish okay real quick for go to mr baby. A little bit housekeeping where trying to wrap up here in a few minutes but we're going to record recall a one witness for just a couple questions so with that being said that mrperiod batty you're recognized thank thank you missed too there are so many things you say that II won't take issue with and. And i'm still hunger bone the sobered immunity side. As to how that would be to clear the board of corrections or the state I mean I just don't see there and I don't see how any agenda the state could sign an agreement and waive sovereign immunity don't think it did that I don't think it has that effect it says what they will now waive it. You know. If it's applicable well as I have to say it's either a point more not i'm unnot as new answered and attorney a student of constitutional law and that's something we as aboard relied upon him for his guidance and i'm not a constitutional expert definitely not on immunity and frankly we had to rely on him and it it is a big hang up and I think it was a hanger with a remember this committee that read they are and and it points out everything that that represented gas way pointed out in amendments to that contract into the agreement. And we will call into contract will use whatever necular was used earlier that only benefited the law firm the the other thing I take issue with this we name some fine arkansas law firms they're here in the state that that could could have help I know I know whole booted smith has a presence here but are you wear the the third toilet states and have over four hundred attorney some staff and you referred to their weather of smile bot type law firm they're one of the larger firms in the country that was my first impression of them and and really until a dug into it further I didn't realize that and and that's become so common with so many law. You know frankly because big law firms are buying the booting firms all over the country it's not good for the legal profession that it's what's happened over the last twenty years and then then I go back to the initial meetings that you had and and your position in authority that was bestowed upon you by chairman magness to be the the legal advisor to the board in the seek out some want to deal with the personnel issue while it really comes back down to everything I heard you say sitting at that table today goes back again to a five letter word I said earlier and its power. And that the protect act and managed the power in the role that the border corrections and its members would have over the secretary of corrections. Well act one eighty five did that well yeah which is the protect arkansas and simper name and. But it does made the question if if that's. The law which judge james says it's not thirty three trumps those if that's the law then you know where is board members might as well pack up and go so we're really there's going to be not no service that we can provide so so we're in this all because you didn't have control over one person that II think are you men with we would say you have you had control over and you asked that you said you didn't want to be in there so this you just wish we couldn't be in there sit there's anything to do yet how many times and how many members of that border corrections reached out to the governor star reached out to the attorney general are tried anything other than going out like all you're not ensuing to to try to declare this act unconstitutional so that you could protect your power in your thief what actions did you take besides hire attorney. I know the chairman magnessed only the i'm asking what you deal. Other than you're open letter that was rather insulting well I also wrote a letter to the attorney general as a follow up to some is four claims and in it I asked him. We basically we need advice we need your council but by then everything was so awkward. Because of the position we had been and we were just trying to find a way out of that because yeah. Amendment thirty three vast general management powers over the board and so if that's. On attorney's perspective appreciate your position I appreciate you trying to answer the question the the deal is it all comes back down straight to power and in position of action ute you've taken as a board was to protect your pile and I think that's what daying sad state sir we we were our goal was to protect the constitution thank you. Thanks and are represented bady and center dismantle recognize. Thank you there's a couple of things that is caused I know we're closing up and was there at any point prior to the hiring of the attorney that you assault council from your own legal accounts or anyone else in the office about what actually take how to pay in all those sorts of things. I don't think so I don't either because it would have been almost impossible to happen in a in a three minute window and and so there was something said earlier alluded to and I want to make sure by the understands really quick. You're staff did not get you into this situation no sir and in fact your staff or your department is being sued by you which even complicates the more matter even more into their own credit they're trying to figure out how to bill you out of the the problems that you've created and that's why I professional services came up because. They know there is no vehicle because you didn't have the authority to do what you did to begin with because you didn't bother to ask for advice before you entered into the legal contract now there were two members of your board not in its maybe mister johnson do not. They decided that maybe this wasn't the wrong path I look forward to hearing why but but many ways so before we leave I just want to make sure for it I don't want anyone to could be confused we walk out of this room the staff had nothing to do with why people are you're testifying today. Because they won't even involved in the process of the discussion how we got a year they just been trying to pick up the mess one thing you did my clarify I mean we did look to their assistance through you made your decision to enter into an engagement correct thank you. That's picking up the pieces after the mess is created all and then unfortunate you said something so you told you know there was a conversation about how attorney climb privilege was discussed messaged apt and had said that one applied us because you're a board of member at some make sure you know into which you said well that was in the new corrected you know after some other questions you said at one point. Well that was more about four year I just had some questions about four year because I didn't want this to be subject for you. While it won't let it I didn't know what a thing to say no I don't know sir. The fact that you were intentionally asking attorney how do I prevent this from being made available to the public and you were having those discussions after probably what twenty minutes ago you told us that you intentionally delete all of your texts and all of your emails so they're not subject to four year which brings me back to the whole point of my problem that i've had the entire day. And that is I do think there were processes in place. The process was were to make sure that no one could follow the process. Imminently. All day long i've heard a conflicting test money back and forth why do we have conflicting testimony because nothing was done in the open. The only open thing that we have to talk about about a two hundred and seven thousand dollars potential bill for the state of arkansas is a three minute meeting in which someone was are. That is my disappointment. My disappointment is I think a lot of this was intentional I think you've you've acknowledged in some ways that it was intentional I mean I mean and not and I get that maybe you've said something that you didn't really mean to say so then you try to fix it was something else that you probably didn't mean to say an hour about this probably giving me some other answer that you don't need to say no sir my concern was. I just frankly did not know if my conversations work with what you said a minute ago you didn't want him to be. Nah if I say you said twice I didn't mean to. That's not was not my interest i'd frankly just did not know. When I started talking with you said you didn't want them to be because you thought of this whole thing he gets moved out you do want other people to know about the conversations you've been having. What my my concern was in a. Um. You know for exchanging. Drafts or ideas that are in their infancy that make change. And so that's why we pretty much decided we're just going to you know communicate over the phone ten and because it I didn't know what the solution was and frankly I don't think he did it's like we've got this problem. We wanted to find the easiest most. I got it the best way I got it we don't need to talk about the fact that there was talk of employment because that would constitute a relationship we don't need to talk about the fact that we talked about the fact that there might be a relationship that would be subject to four year or not be able to be protected from clark I mean I get all of those things he was very careful and now he made his words earlier for that very reason and again I wasn't smart enough because in my attorney and understand why I do understand now based on your testimony why he was saying what he was saying. I'll leave it at that and i'm just disappointed in the process i'm disappointed to think that you think we're not even after think that there was a three minute. You know conversation in which we hire an attorney at two hundred and eighty five dollars an hour from the bootie. Law firm that turns out to not be a booty glover. Thank you center dismaying invest for last thank you I just think and this was I mean I again this was january thirty one of twenty twenty four so again after the fact just like senator dismank said so mr brown said something to the fact or on page four if we need to go back and fix the way that the contract was established and that would be my recommendation that's what he said in this meeting and then you responded that you do want to make sure that we follow their procurement rolls and that the situation is a little different from other situations. So at the at that point are you are you talking about is he referring to was the conthe way the contract was established and we need to go back and fix the way it was established. So is that in reference to the way you're voted on the contract or in the letter of engagement at versus a. Oh versus what we have here. I'm not I just need their wife when I was spoken is but should we have even submitted that for a curement document was that the right you know up to that I believe we were one hundred percent justified under our statutes of hiring apt and and and moving forward but frankly we didn't know what we needed to do to get him that was to to to produce the procurement document contract okay and then the okay I just needed to get that clear in my head and then the and then in this may be more of a question for mr brown but and it because we are talking about but you do come into these emails where it says. Chad brown cardly watson to get the total anticipated anticipated cost. And that you direct a chat to contact mr matters that again for the information but the word anticipated cost was that. Did the board understand that this was an anticipated cost because that language is later used in an email from around as a an unticipated. Costs of two hundred thousand I think that was his reasonable best effort of what it would be to see this through and what i'm used to doing is in the house council the financial folks will calm and say hey we've been sued you hired an attorney. He bought me out you've given us an estimated budget cause they've got a book it and or initially myself we may be able to get out of this it may cost us total thirty thousand dollars tony settlement whatever progresses then I have to go back to the business that you know what this was taken to turn left I think now or are exposure here because you we did some things wrong or whatever factors might come in or it's an expert city where the council's much more expensive. You know we need we need the book. A potential expense after one hundred thousand dollars and that's what I saw this as was not it's going to cost two hundred seven thousand dollars I saw it as this is going to cost up to them frankly when we started this had they're not been such a heavy pleading place practice and head they're not being the foil suit I never thought we'd hit seventy thousand dollars I thought this we were getting front of a judge we get a decision on a declaratory judgment action as a constitutionality of this if it's appealed sure that's going to cost more but even that all I didn't think would you know if you ask me you know II just would not have expected that to go north of seventy thousand even if two hundred eighty five dollars now. Right at that way I think you know the problematic part of it is that the board never there's no minutes that we can point to you that gives the authorization of up to two hundred ten thousand two hundred fifty thousand there's not there's nothing that we can point to that gives that authorization which is why there's an issue with the contract that submitted I mean that's one of the issues that they're several but. But there was no follow up board meeting after this one to give that necessary authorization thanks under irving here with that being said thank you missed watson for being here today you're still subject to being recall so yes have a doctor's appointment in northwest arkansas something have been waiting on a month it's with the specialist. If I miss it it's going to get pushed off another month or so and you know hopefully it anyway I don't know how serious it's going to be yeah I and I think we've pretty well got you covered so boy and keep your doctor's appointment okay thank you and the chair calls of mr benny magness back to the table please. And mrperiod magnus please remember here still sworn in and under oath and but if you would take a seat state your name and position again for the record. The. Many magnets chairman of the architect corrections as cinderstone you're recognized mr magness earlier you test a bad that neither use ignoring your businesses have recently done. Business with the state of architect is correct yes. You are the current president in region agent for magazine company correct magna saw can't be still cooperation but are so the assets includes down the entity and january of two thousand twenty three. You know if you go to the arkansas secretary of state's website is still has you listed as to president and arranged an agent now if you go to the transparency website your founded magazine companies list a twelve times doing business with the state of art is correct I don't know what in what uh um. Manner cause I don't i've not done business for the state of arkansas as with magnets or can't meet and. The. Well if you saw the only time that I can recall is to turn that we got an exemption from the df and a uh to try to get fuel to the farm and if it says they might go out to short to explain to me because II don't know have not done business with the state of arkansas as magazine I haven't sold any fuel earned and left we'll leave you sorry you still listen to the president do what I said if you've sold your base as well you still listen but we sell the assets we didn't sell the corporation and used to be the financially from that company to watch the used deal benefit financially from that company benefit from sale but there is no longer any action in that company and we haven't filed the final arrest return and done and their solution I keep remember the form where the state of arkansas err close and that cooperation and we're just waiting for the final return to be done in them will fail this solution so it mags all only exist now as a entity for counting purposes only it doesn't make any sales what about other companies that you may be affiliated with directly reindirectly that are doing a business state of arkansas the only minutes I can think of that might be business for the state of arkansas is i'm involved in a magnet's hospitality and I have seven hotels so they could possibly. Someone stay there and as a state employee and I wouldn't really know that. I believe you're also still listed on the secretary of a secretary of state's website is a good standing so i'm just wondering while this stuff they still existing number secretary with secretary of state's website if you've sold it I mean I disney sir I just need to get some clarity in what's going on because what you testify to earlier and watched on the website it's not it's not added up I would like to know where it shells and transparency that I sold he's going to have to services or product because magnet all count me. Uh does not have not. So anything to the state of arkansas to my knowledge. In twenty five years cause it was known that I couldn't accept for the time you know your own road so yesterday still realized that you're under over watches yes okay and this said that I realize that I know. And in magazine company itself is not men. And business of. Selling products since a january of two thousand and twenty three. Magaze transportation existed from up to august thirtieth of two thousand twenty three that has also been sold and and I also were trying to close that cooperation and so I mean. Um i'm welcome to to see any documentation or anything that would say differently than what i'm testifying to because never in my mind and twenty five years well I bring the battery because it's still listed on this secretary of state website yesterday and it will do it'll come out one way of the other and thank you senders down and magness your excused with that subject being recalled okay and thank you ladies and gentlemen for your your patience day spent a long day I just have one quick thing that I want to read for the record and the next the jpr meeting scheduled be take take up the board of corrections investigation will be held april eleventh two thousand twenty four one pm in this room and big mac room a please note we are providing notice to the committee members that that at the april eleventh meeting the committee would discuss whether any submeaners need to be issued by the committee the serves as the one week noticed to the members of the committee as required by the law that consideration of the insurance of subpoenas will be taken up and without being said no further businesses that while yield to my coach yeah comma center i'll thank you center and that being said this committee is you.