Professional Documents
Culture Documents
December 7, 2016
By: Irwin Flashman
I come before you this evening to discuss certain aspects of the MediaWorld contracting process.
Before that, however, I want to remind you of several things which you ought to keep in mind.
The need for this contract is something which comes about, because the Members wanted an impartial
and independent investigation of the Tetra acquisition and rehabilitation project; why a number of
things apparently went wrong; and recommendations on how to prevent them from ever happening
again. So important was the idea of independence of the investigation to the Members, that the Board
agreed to have the Governance Committee and three RA Members be responsible for the selection of
the entity to undertake this investigation. That committee performed that function admirably, although
not unanimously, and received bids from nearly a dozen or more entities and narrowed the list down to
4 bidders, from whom it selected MediaWorld as the entity to whom a contract is to be awarded. The
Board is bound by that selection. It granted that selection authority to that special committee.
One, but not the only basis for the selection of MediaWorld, was the fact of its offer to do the work for
$1. Others were that it showed it would be independent; it would do the job in a competent fashion;
and it would give the Board a product that would be responsive to the RFP. There can be no argument
at this point about the competency of the bidder or the ideal price for the work to be done.
So, what then is the problem with the contracting? Why has it taken so long to not achieve a signed
contract? This should be straightforward matter, without the need of complicated attempts by the
Board to wrap itself in a protective cloak so tight that no light will ever emerge about the subject matter
to be investigated, either because no contract is ever achieved because of excessive demands by the RA
to protect itself and, in particular the Board, or because, if a contract is achieved and a report is
rendered, the Board can attempt to withhold the report from Member knowledge based upon an
alleged need for confidentiality. Neither of these results is acceptable to the Members.
The Board discussion of these matters ought to be conducted in public. There is no reason to hide what
the areas of contention are from the Members. MediaWorld and the Board are well aware of these
matters. It is the Members who are kept in the dark. It is the Members who are most concerned with
an open process; it is they (us) who wanted the investigation in the first place. Any further discussion of
the contract should be conducted in a public meeting, not executive session, so the Members can see
what the issues are and who is responsible for making needless and unwarranted demands and whether
ultimately the RAs true basic interests are protected. We must remember that when someone causes
another damage, there is always the recourse to the courts.
Yet, there is another reason that this discussion should be held in public. It is not necessary for counsel
to opine. Whatever his advice may have been until now, the basic position has been made known to
MediaWorld. There is nothing that can be said to be confidential about the RA position; it has been
made know to the other side. Thus, there will be no attorney/client privilege attaching to this