Rift between city, Broken Arrow museum board grows wider


By John Dobberstein, Editor

A dispute between the city of Broken Arrow and the Museum Broken Arrow appears to be deepening further as the two sides attempt to renegotiate the museum’s use agreement.

The Broken Arrow Historical Society, which operates and oversees the museum, has since March been fighting requests by the Broken Arrow City Council to place a council member as a voting member on the museum’s board of directors.

The city currently has staff person who serves as a liaison with the museum’s board and staff. But recently the city council has been seeking to gain more input with organizations that have user agreements to operate certain city buildings.

In public comments this summer, several city council members and Broken Arrow City Manager Michael Spurgeon have said they feel it’s important for the city to be more involved with organizations operating in city buildings as a way to safeguard taxpayer investment.

“Protecting the interests of the city,” and “collaboration” and “fiscal responsibility” have also recently stated as reasons for the requests.

Since the use agreements at the museum and other buildings were up for renewal, the requests to different entities were made as a part of the renewal process.

Each city council member expressed an interest to Spurgeon in having voting representation on each respective entity’s board.

The requests are “based solely on the desire to help promote, improve and ensure the growth of the organization as a resource for our citizens,” said City Attorney Trevor Dennis in a written response to questions from the Sentinel.

“Having a city councilor on the governing board of these organizations is the most effective way to build a positive and productive relationship with each organization and ensure such services are properly provided to our citizens.”

Various city councilors already serve on boards at the Broken arrow Veterans Center, Military History Center, ArtsOK and Broken Arrow Seniors, all with voting rights.

Broken Arrow Seniors is currently amending its by-laws to add a second city council member to its board, since two different facilities are involved.

‘It’s about collaboration’

The city of Broken Arrow provides varying levels of financial support to the museum and other facilities that have user agreements with organizations.

For example, the museum receives up to $24,000 a year in city financial support, while the Senior Center is receiving about $100,000 in salaries and operating funds.

But the request to place a council member on the museum’s board was met with early opposition and the fallout has continued.

Longtime museum director Julie Brown told the Sentinel she has turned in her resignation recently. One of the museum’s primary fundraisers, Night for the Museum, was abruptly cancelled in July and no replacement date has been announced.

Spurgeon and Mayor Debra Wimpee attended a meeting with the museum board earlier this year to discuss the city’s request. A follow-up meeting was held in June that included Spurgeon and Vice Mayor Christi Gillespie. Some museum supports also appeared to speak at the meeting and multiple people have described that meeting as very tense.

Spurgeon has said publicly that he doesn’t understand what the museum’s opposition is to the city’s request. According to Spurgeon, the museum board spoke with an attorney about the feasibility of having a city council member on the board and the attorney said the museum’s bylaws wouldn’t allow for it.

Recently, the Historical Society filed for a waiver from the city’s “conflict of interest” provisions because the Historical Society wanted to hire the firm of McAfee & Taft to represent the Historical Society “with respect to certain corporate governance and board composition matters and related subjects as they relate to the City of Broken Arrow and its relationship with the Broken Arrow Historical Society.”

McAfee & Taft also represents the city in other cases outside of those with the Historical Society.

The city council voted unanimously to reject the conflict-of-interest waiver request. Council member Scott Eudey (Ward 4) said he didn’t have a problem with any organization giving advice to any other organization in the city, but not when it could potentially be averse to the city’s interests while McAfee & Taft is actively representing the city.

Spurgeon said in June it was “surprising and disappointing that there is a lot of suspicion and misunderstanding about why council wants to do this.

It’s about partnership. It’s about council members wanting to be partners with any entity that’s in our building, that we have use agreements with.”

Spurgeon said he was told multiple times by museum officials that having a city council member on their board of directors would be a violation of their 501c3 status.

But in his research, Dennis advised the museum that he could not find any evidence that that is the case, and if there was, the museum needed to provide written evidence.

“We’re elected to take care of our city assets. They’re in a building that taxpayers have spent money on,” said Ward 4 Council member Lisa Ford.

‘Bullied and disparaged’

Many board members and supporters of the museum, as well as Brown, have depicted the city’s requests much differently. Brown declined to discuss the developments because she has resigned.

But Cooper Rash, the incoming president of the board, said the situation between the city and the museum wouldn’t have been an issue if the museum board had been “approached cordially and had discussions as to why a city councilor needs to be on the board.

“Instead, we were told this was happening without a discussion between our board and city council and the city manager. We’ve been told that the city manager wants council on the board. We’ve been told city council is already busy enough and doesn’t want to serve on another board. We’ve been told this is all Julie Brown’s fault. We’ve been told this has nothing to do with Julie and she’s done a wonderful job operating the museum.”

Although Rash feels it makes sense for the city to have council members on boards with use agreements, “what doesn’t make sense is that the majority of the boards that have user agreements are ones council members have served on since before they (became) council members, as well as have non-voting rights.”

According to Rash, the museum’s opposition to more city council involvement on its board is due to:

  • The museum not being approach about the matter the city until the decision had already made to have council members on boards.
  • The city already has a city liaison “who attends each meeting and receives a monthly board packet, the same packet voting board members receive which includes detailed financial reports and directly reports back to the city manager.” The liaison agreement is listed in the Historical Society’s bylaws and user agreement.
  • Broken Arrow Assistant City Manager Ken Schwab joining the board as a citizen, although he has since resigned.
  • A conflict of interest of having a “landlord” on a nonprofit board with the ability to “vote on items that impact your business and operations,” Rash said. “Also, board members may feel pressured to vote with the (city) councilor for fear of not doing so would affect their personal business or any dealings with the city.”

Rash says the Historical Society’s bylaws state the board of directors operates “on a first come, first serve basis” when it comes to voting members serving.

“We would effectively tell others who are waiting and willing to serve that they can’t join the board any longer as we must have a council member position on the board -- as well as amend our bylaws,” he said. “And we would have been more than open to having a council member serve as a citizen, who has a passion for the history and is willing to serve their community, requiring all duties and obligations to be fulfilled like every other board member.

“I’ll reiterate, we offered a non-voting position several times within the last several months, which they have declined. They have also been told they can fill out an application and apply for a board position in accordance with our current bylaws, but they have refused to do that as of yet.”

The museum also questions why the city’s request isn’t being applied to other entities such as the Broken Arrow Genealogical Society, which is housed in the museum.

Rash said Brown and the museum has “been bullied and disparaged during this entire confit and it’s completely unfair to (Brown), as she has done nothing but great things for the museum and the community.

“It’s heartbreaking to me that the city has seemingly forced someone out of a position she has thrived and exceeded expectations while being paid a wage barely sustainable in this economy.”

The City Council has extended the Historical Society’s use agreement for the museum building twice and the current agreement expires on Sept. 9, unless the agreement is extended again. It is unclear what the next step will be.

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I'm going to come at this issue as both a Life time member of the Museum (and a life long resident of BA) and a former BA City Council member.  First both sides need to step back and start over with their discussion.  The Museum is owned and for the most part maintained by the City.  The Museum is charged with providing artifacts regarding the City of Broken Arrow's past history, which I believe they have done.  The City is charged with building the structure and maintaining it as they would any other City property.  Up to this point neither side has an argument as to what the other side has done.  In my opinion, as the City/City Council, on behalf of the citizens of Broken Arrow, has an obligation to be involved in the operation of their property.  I also can't conceive any reason their Non-Profit status would be in jeopardy with a City Council member as a part of its governing board.  I don't think the Museum would have reason to be hiding something from the City, I believe it's merely two sides butting heads out of pride.  If the Museum doesn't want the City to have any involvement in their operation, fine, just pay rent on the building as well as all the operations thereof.  Rent in Downtown BA, at a bargain rate would be $14-$18/SF, totaling between $307,000 to $395,000.  Operating cost would be $3.75/SF as an additional cost.  Any maintenance would also be borne by the Museum.  Having a City Council member as a Board Member would be a cheap resolution to this matter.  If a different issue is at hand, please provide that information.  

Mike Lester

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