I have served on many public agency boards and chaired committees and entire commissions. I have also served on several nonprofit boards of directors. As a lawyer, I have advised for-profit and nonprofit boards on corporate governance.
From those experiences, I can say that trust is the most important ingredient in the relationship between an organization or agency’s board and its staff. It’s important for directors to trust but verify, meaning it’s important to have diverse staff sources of information so that no one person or small group of people is controlling the flow of information to the board. A few times I have had to discipline or terminate staff members who lied to a board I have served on. That job is never pleasant, but at times it is necessary because boards cannot properly function, and government decision-makers cannot be held accountable, in the absence of accurate, timely, truthful information.
The recent failure of the San Diego Association of Governments to update its revenue projections before asking voters to increase the sales tax under their purview raises serious questions about the relationship between SANDAG’s board and its staff.
Staff knew their revenue projections for both existing tax revenues and the proposed Measure A were materially incorrect at least four months before the SANDAG board voted to place the proposal on the ballot. Reporting also suggests, though it has not yet been confirmed, that no one on the board was told about this revenue projection shortfall.
If it is true that the staff did not inform the board prior to its vote to place Measure A on the ballot, the failure is unforgiveable. Staff email communications reported by Voice of San Diego make it clear they understood the significant ramifications of the revenue-projection errors: The tax would generate substantially less money than voters were promised for public transportation improvements. Given what staff knew, I would have expected those who chose to withhold this important information from board members to be disciplined and, more appropriately, fired.
If, however, any of the board members were told about the projected revenue, then many questions must be answered to root out this monumental failure in transparency and policy- making and to rehabilitate SANDAG’s credibility with the public. The longer it takes for the truth to come out, the harder it will be for SANDAG to regain the public’s trust. If too much time passes, that goal may become impossible.
If I were investigating this issue, I would be asking the following questions and reporting the answers publicly in a formal report:
• Who on SANDAG’s board was told about the projected revenue shortfall? What specifically were they told? When were they told?
• If less than all of the board members were told, who decided which members were told and why were some chosen to be told but others were not?
• What was the reaction of the board members who were told?
• If the board members who were told decided not to inform the other members, who made that decision and why?
• If the board members who were told directed the staff not to tell other board members about the projected shortfall, did the staff members follow that instruction and, if so, why?
• Since learning of this failure, what steps has the SANDAG board taken to make sure in the future that material information is presented to the full board or its committees in a timely, accurate manner?
The ability of board members to have the full information needed to fulfill their fiduciary duties to the organization they serve and to the public is critical. The public is entitled to know what the board members knew, when they knew it and what they did or did not do about it. Transparency and accountability go hand in hand. Those at SANDAG who are responsible for this monumental mistake must be held fully accountable.
Finally, SANDAG should immediately review its policies and procedures to ensure that mistakes like this one never happen again. If they already exist, they clearly need to be revised because they have proven to be ineffective. If they don’t already exist, they must be adopted immediately. The existence of such policies and procedures is so fundamental to good governance that the failure of SANDAG’s board and executive leadership to have them in place is itself a compelling reason for the responsible officials to be held accountable.
Given my years of experience working on and for boards and commissions, I can only describe SANDAG’s lack of candor – possibly to its own leadership, undeniably to the public – as shocking. No matter how far up in the chain of command this lack of candor went, SANDAG was selling the voters a false bill of goods. Until there is a thorough investigation, the public understands exactly what went wrong inside SANDAG and the responsible officials are held accountable, SANDAG should not be coming to the public with its hand out for further resources.
Gil Cabrera has been an attorney in San Diego for 20 years, and is former chairman of the San Diego Ethics Commission and current vice chair of the San Diego Convention Center Board of Directors.