A Cascade woman is charging a Frederick County commissioners with violating state open meetings law by signing agreements with the buyers of two county facilities without voting on the documents.
Commissioners have contended that a public hearing and vote last year empowered officials to take the recent step in selling Citizens Care and Rehabilitation Center and Montevue Assisted Living. But Kimberly Mellon, who filed the complaint Saturday with the Maryland Open Meetings Compliance Board, said commissioners should have discussed the action in public and polled the board again.
"The impact on the community and on seniors merits much more respect than what they're getting" from the Board of County Commissioners, Mellon said in an interview.
On May 1, county commissioners announced they were transferring operations at Citizens and Montevue to a for-profit company, Aurora Holdings VII. The changeover moved hundreds of county employees to Aurora's payroll and placed the centers' finances in the company's hands.
The county still owns the building and land occupied by the centers but plans to convey them to Aurora during the second and third phases of the sale. At this point, legal challenges have mired the property-related transactions.
To start the transition to Aurora, Commissioners President Blaine Young signed several documents, including an asset purchase agreement and lease with Aurora. Mellon said it was improper for Young to approve the documents without consulting other board members in a public meeting.
Young said he sought advice from county attorney John Mathias before signing the paperwork and received assurance that he was complying with the law.
He and other commissioners have said the board did not vote specifically on the lease or the current version of the purchase agreement. However, after a lengthy public hearing in June, four of five commissioners passed a resolution to sell Citizens and Montevue to Aurora. Commissioner David Gray opposed the sale.
The resolution authorized the commissioners president and vice president and other county officials to "do any and all things, execute all instruments, documents, certificates and otherwise take all actions necessary, proper or expedient in connection with the Asset Purchase Agreement and the sale of the CCRC and MAL facilities."
However, the resolution also stipulates that the final purchase agreement should be "in substantially the form" it was when commissioners approved the sale. Mellon argues that the agreement signed May 1 was significantly different from the one previously endorsed by the county board.
The original agreement made no mention of a three-part sale or a lease, she said. The signed document also contains a new clause that bars the county from owning, managing or financing a facility in competition with Citizens and Montevue until five years from the land sale, she said.
The commissioners should have at least voted on the new documents, Mellon said, though she thinks such large changes to the purchase arrangement should require the county to rebid the sale.
Commissioner Paul Smith disagrees that changes to the purchase agreement were substantial and viewed Mellon's complaint as another in a series of attempts to block the sale.
Young said he thinks the sale process has been transparent; commissioners have clearly stated their intentions to sell the homes while making sure all county employees were offered jobs with the buyer and facility residents were not displaced.
"I don't know how you could be any more transparent than that," he said.
Smith also said Mellon's complaint does not seem pertinent to the Maryland Open Meetings Act, which requires public bodies to hold meetings in public and provide adequate notice of the meetings. A three-person compliance board reviews claims that governments have violated the act and issues written opinions in response. The board does not have enforcement powers.
The county will have 30 days to respond to Mellon's complaint. The compliance board can then issue an advisory opinion after reviewing the submitted material.
Follow Bethany Rodgers on Twitter: @BethRodgersFNP.