1 TULARE COUNTY SUPERIOR COURT WSALIA 51:; II 1 W7 .1. C91. TIM WARD 3?1- 1 i? I i Lg?-E?Eff TULARE COUNTY DISTRICT ATTORNEY TREVOR J. HOLLY 221 S. MOONEY BLVD, ROOM 224 VISALIA, CA 93291 TELEPHONE: (559) 636-5494 FAX: (559) 730-2658 Email: tholly?lcolularacaus I 0* ERK ODE ATTORNEYS FOR RELATOR DISTRICT ATTORNEY OF TULARE COUNTY BEFORE THE ATTORNEY GENERAL OF THE STATE OF CALIFORNIA GO ON THE RELATION OF THE DISTRICT ATTORNEY OF TULARE COUNTY 11 Plaintiff, 9 THE PEOPLE OF THE STATE OF CALIFORNIATHE BOARD OF DIRECTORS OF THE IN SUPPORT 14 TULARE LOCAL HEALTH CARE DISTRICT OF LEAVE TO SUE IN QUO 1 1 DECLARATION OF KEVIN dba TULARE REGIONAL MEDICAL CENTER, WARRANTO 15 a public entity, 16 17 18 19 2O Defendant(sDECLARATION OF KEVIN IN SUPPORT OF LEAVE TO SUE IN QUO WARRANTO 1 MD 00 Ox . h?In?ar?Ip?Aa?nh?u?Ir?av?n qum-bLIJNh?Q I, KEVIN do hereby declare: 1. I am currently the elected Director of the 4th District of the Tulare Local Health Care District (?the District?). 2. At the time I took of?ce as Director of the 4th District, the other members of the Board of Directors were as follows: Richard Torrez (District 1), Mike Jamaica (District 2), Parmod Kumar (District 3), and Linda Wilboum (District 5). 3. On July 11, 2017, a special recall election was held for Parmod Kumar?s position as Director for District 3 of the Tulare Local Healthcare District?s Board of Directors. At the election, Parmod Kumar was recalled and Senovia Gutierrez was elected to serve as Director of District 3 for the remaining balance of Parmod Kurnar?s term. 4. The results of the July 11, 2017 election were certi?ed by the Tulare County Registrar of Voters on July 21, 2017, and Ms. Gutierrez was administered the Oath of Of?ce by the Honorable Judge Walter Gorelick of the Tulare County Superior Court on July 25, 2017. 5. The ?rst regularly scheduled meeting of the Board after the recall election was on July 26, 2017. Prior to the meeting, I made two written requests that Healthcare Conglomerate Associates add to the agenda for the July 26, 2017 Board meeting an item to declare the results of the Special recall election. HCCA is the Tulare Regional Medical Center?s management company, acting as the hospital?s manager and Chief Executive Of?cer. Pursuant to the Management Services Agreement, HCCA is to take direction from the Board and the District shall retain ultimate control and direction of the operation of the hospital. I made the above- referenced written requests to HCCA regarding the agenda because HCCA controls the website maintained by the District where on all agendas for Board meetings are traditionally posted. DECLARATION OF KEVIN IN SUPPORT OF LEAVE TO SUE TN QUO WARRANTO I-- 1?4 p? ixsit?: on GO I ?rst requested the declaration of the election results be added to the agenda on July 21, 2017. Attached hereto as Exhibit is a copy of the email that I sent to HCCA regarding the agenda for the July 26, 2017 Board meeting. Despite my request, HCCA failed or refused to add to the agenda an item to declare the election results and Ms. Gutierrez?s victory pursuant to Elections Code section 15400. Instead, the agenda included an item to announce Ms. Gutierrez?s election under the heading ?Chair Announcement" rather than adding the item as an open session agenda item. Attached hereto as Exhibit is a copy of the agenda posted by HCCA on July 23, 2017. The ?announcement? language contained in agenda was concerning to me because I was worried HCCA or other members of the Board would claim at the meeting (as they ultimately did do) that Ms. Gutierrez could not ?declared? the winner of the election because the agenda item had not been agendized as an open session item. For that reason, I sent a second email to HCCA on July 24, 2017 again requesting that the item be placed on the agenda. Attached hereto as Exhibit is a true and correct copy of my July 24, 2017 email. On July 26, 2017, I was not present at the start of the Board meeting, which was scheduled to begin at 4:00 pm. However, I am informed and believe that at the beginning of the meeting, then Board Chair Linda Wilbourn stated that the Board would not declare newly elected Board Member Senovia Gutierrez a Board Member. She cited ?legal concerns" that the issue had been put on the agenda under ?Chair Announcements? and not in the body of the agenda, and therefore there may be a violation of the Brown Act. Ms. Wilboum cited attorney Bruce Greene as the source of these ?legal c0ncerns? and thereafter refused to acknowledge or declare Ms. Gutierrez?s status as a Board member at the meeting. . In order to correct this purported legal concern regarding Ms. Gutierrez?s status as a Board member, 1, Board Member Mike Jamaica, and Board Member Senovia Gutierrez, called a special Board Meeting to take place on July 27, 2017. We DECLARATION OF KEVIN IN SUPPORT 01? LEAVE TO SUE IN QUO WARRANTO kDeo'aqananwH Hp?Ip?ap?Ap?Ai?du?dI?I?d muLva?noo GO 10. ll. circulated an agenda for the meeting to Board Members Linda Wilbourn and Richard Torrez. Attached hereto as Exhibit is a true and correct copy of that meeting agenda. A?erl sent the meeting agenda to Ms. Wilbourn and Mr. Torrez, I received an email from attorney Bruce Greene. In that email, Mr. Greene stated that our proposed special meeting for July 27, 2017 was not a valid Board meeting because special meetings could onlybe called by three members of the Board. Speci?cally, Mr. Greene stated that ?the Board has not declared Ms. Gutierrez elected to the Board, and therefore she is not a member of the Board at this time.? Attached hereto as Exhibit is a true and correct COpy of the email I received from Mr. Greene. In light of Mr. Greene?s advice, Ms. Wilbourn and Mr. Torrez refused to approve of the agenda for the special meeting and similarly refused to attend the meeting. The special meeting of the Board went forward on July 27, 2017 as noticed. Among the actions taken at this meeting was terminating Bruce Green and BakerHostetler as counsel for the Board. After the conclusion of the meeting on July 27, 2017, I sent the minutes from the Board meeting to HCCA for posting to the District?s website. Attached hereto as Exhibit is a true and correct copy of the email I sent to HCCA. In response, I received an email from Bruce Greene dated July 28, 2017 wherein Mr. Greene again reiterated his opinion that Ms. Gutierrez was not yet a member of the Board and therefore she had no right to join in the call for the special meeting on July 27, 2017 that meeting was not a lawful meeting of the Board and any actions which you, Mr. Jamaica and Ms. Gutierrez purported to take at that meeting have no legal force or effect.? Attached hereto as Exhibit is a copy of the email I received from Mr. Greene. In an attempt to resolve the issue of Ms. Gutierrez?s position on the Board, I sent an email to Ms. Wilbourn and Mr. Torrez on July 29, 2017 wherein I requested that a special meeting be scheduled for the sole purpose of declaring the election results DECLARATION OF KEVIN IN SUPPORT OF LEAVE TO SUE IN QUO WARRANTO \qummgm 12. 13. pursuant to Elections Code section 15400, which Mr. Greene claimed was necessary for her to become a valid member of the Board. Attached hereto as Exhibit is a true and correct copy of the email I sent to Mr. Torrez and Ms. Wilbourn. Later that day, I received an email from Mr. Greene, wherein he again stated that Ms. Gutierrez was not yet a member of the Board and stated that he found no legal authority which required a special meeting or that the declaration by the Board occur within any speci?ed time period. Attached hereto as Exhibit is a true and correct copy of the email that I received from Mr. Greene on July 29, 2017'. On August 9, 201?, Mr. Jamaica, Ms. Gutierrez, and I called a special meeting of the Board to discuss various matters, including the declaration of the election results pursuant to Elections Code section 15400. Attached hereto as Exhibit is a true and correct copy of the agenda for that special meeting. In response to my request that HCCA post the agenda for the August 9th meeting, I again received an email from Mr. Greene asserting that ?Ms. Gutierrez is still not a legitimate Board member.? Attached hereto as Exhibit ?1 l? is a true and correct copy of the email I received from Mr. Greene. Again, Ms. Wilbourn and Mr. Torrez did not participate in this meeting or take any action to assist the other Board members in our efforts to resolve this issue. After the August 9th Board meeting, I sent HCCA the meeting minutes so that HCCA could prepare and post the minutes pursuant to the District?s and previous pattern and practice. Attached hereto as Exhibit ?12? is a true and correct copy of the email I sent to HCCA containing the meeting minutes. In response, I received an email ?om Mr. Greene wherein he stated that ?As you have been advised previously, the meeting that you describe was not a legitimate meeting of the Board of TRMC. No actions taken at that meeting are of any force or effect. Accordingly, minutes will not be prepared.? Attached hereto as Exhibit ?13? is a true and correct copy of Mr. Greene?s August 10, 2017 email. DECLARATION OF KEVIN IN SUPPORT OF LEAVE TO SUE TN QUO WARRANTO dam-bushthe next regularly scheduled Board meeting approached, which was planned for 15. August 23, 2017, Ms. Wilbourn and Mr. Torrez still refused to acknowledge Ms. Gutierrez as a member of the Board and similarly refused to recognize any of the action taken by the Board at the meetings on July 27, 2017 and August 9, 2017. As a result, I sent HCCA and Ms. Wilbourn an email on August 18, 2017 proposing to resolve the dispute by accommodating both agendas at the meeting scheduled for August 23rd. Attached hereto as Exhibit ?14? is a true and correct copy of my email. Having received no response to my email, I sent an email and proposed agenda to HCCA and the other Board members on August 20, 2017. Attached hereto as Exhibit ?15? is a true and correct copy of my email. Several days later, on August 22, 2017, Mr. Greene responded to my email stating that the proposed agenda and meeting ?has not been sanctioned by the legitimate Board. The only meeting which will take place at that time and place is the one referred to in the Regular Meeting Agenda which was duly posted on Sunday on the District?s website. Accordingly, your proposed Regular and Special Meeting Agenda? will not be posted on the District?s website (or anywhere else), nor will its items be considered at the Board meeting.? A true and. correct copy of Mr. Greene?s email is attached hereto as Exhibit On August 23, 2017, I attended the regularly scheduled meeting of the Board for the District. When I arrived at the meeting location, I found the meeting room locked and a notice of cancellation posted on the door. The notice stated that Ms. Wilbourn had resigned from her position as a Board member, and Richard Torrez was unavailable for the meeting, so ?there can be no quorum of the Board at the scheduled meeting today, and the meeting is hereby canceled.? Attached hereto as Exhibit ?17? is a true and correct copy of the notice of cancellation. Next to the notice was a copy of Ms. Wilbourn?s resignation letter. Attached hereto as Exhibit ?18? is a true and correct copy of the letter. I also received an email from Mr. Greene on August 23, 2017 at 3:07 pm. wherein he forwarded Ms. Wilboum?s resignation letter and stated that the DECLARATION OF KEVIN IN SUPPORT OF LEAVE TO SUE IN QUO WARRANTO Board meeting would be cancelled because there was no quorum. Attached hereto as Exhibit ?19? is a true and correct copy of Mr. Greene?s email. 16. It is unknown to me who authorized Mr. Greene andfor HCCA to cancel the Board meeting scheduled for August 23, 2017, as neither myself, Mr. Jamaica, nor Ms. Gutierrez authorized the cancellation of the meeting. However, having a quorum present, I, Board Member Mike Jamaica, and Board Member Senovia Gutierrez, conducted the open session portion of the meeting in the lobby of the building despite attempt to lock us out of the District?s meeting room and instruction to security to remove the Board and public from the premises. We later recessed to closed session to discuss pending and anticipated legal matters involving the District. 17. The Baker Hostetler law ?rm continues to refuse to recognize the Board?s action to terminate Baker Hostetler as general counsel for the District. On August 24, 2017, the District?s new legal counsel, McCormick Barstow LLP, wrote to the Baker Hostetler ?rm and made demand for the District?s ?les pursuant to Rule 3-700 of the Rules of Professional Conduct. Attached hereto as Exhibit ?20? is a true and correct copy of McCormick Barstow?s letter to the Baker Hostetler ?rm. In response, the Baker Hostetler ?rm refused to comply with the District?s request for its legal ?les, stating among other things, that ?we disagree that Ms. Gutierrez has become a member of the District Board.? Attached hereto as Exhibit ?21? is a true and correct cepy of the letter. 18. Until her resignation from the Board, Board Member Linda Wilbourn refused to recognize Ms. Gutierrez as a member of the Board and similarly re?lsed to recognize any action taken by the Board at the meetings held on July 27, 2017, August 9, 2017, and August 23, 2017. Similarly, Richard Torrez refuses to recognize any action of the Board since July 27, 2017, claiming that Senovia Gutierrez is not a Board Member. DECLARATION OF KEVIN IN SUPPORT OF LEAVE T0 SUE IN QUO WARRANTO m? .. .. Lh-b'u-JM 19. Bruce Green and Baker l-lostetler, claiming to be acting on behalf of the Board, has refused to recognize any actions taken by the Board on uly 27, 2017 and thereafter, claiming that Senovia Gutierrez is not a Board Member. in so doing, Baker l-Iostetler has refused to acknowledge the Board?s action to terminate Baker l-lostetler as general counsel for the District, and has refused to provide the District with its legal ?les including those related to pending litigation with upcoming trial dates. 20. The failure of Beard Member Richard 'l?orrea, Bruce Green, Baker Hostetler, and former Board member Linda Wilbourn, to recognize Senovia Gutierrez as a Board Member has seriously compromised and disrupted the operations of the District. It is a matter of urgent necessity that they recognize Ms. Gutierrez?s status and lawful authority as the Director for the 3rd District of the Tulare Locai Health Care District. 2i. The District has numerous. urgent legal issues, including a trial in case set for September I l. 2017. The continuing refusal of Richard Torrez. Bruce Green- and Baker i-lostetler to recognize Ms. Gutierrez as a Board Member and follow the lawful directives of the Board have made resolving these issues impossible. declare under penalty of perjury under the laws ofthc State of California [hat the foregoing is true and correct. I If ll" Dated: .51 ?3m??f A95 7 Kevin B. Northera? (we; DECLARATION OF KEVIN IN SUPPORT or LEAVE TO SUE 1N WARRANTO EXHIBIT 7 From: northee To: benny linda.wilbourn Sent: Fri. Jul 21, 2017 5:27 pm Subject: new board member Based on the certi?cation today of the July ?11 election, Se novia Gutierrez will be sworn in prior to the July 26 regular meeting and be in of?ce. If the meeting is held. please provide her the packet for 7726 meeting. She can be reached at 559-553-5199. email senovia@live.com. The July 26 agenda also should include an item to declare the results of the special election of July 11, 2017. Thank you. kevin EXHIBIT Ire Regional Medical Center Tulare Local Health Care District Boa rd of Directors Regular Meeting Agenda Wednesday, July 26, 2017 Board Convenes at 4:00 pm. Evolutions Fitness 8: Wellness Center Conference Room 1425 E. Prosperity Ave. Tulare. CA 9327?4 i. CALL TO ORDER -Char'r of the Board It. CHAIR ANNOUNCEMENT - As a result of the recent special election on July 11. 2017. Senovia Gutierrez will replace Dr. Parmod Kumar as a Board member. CITIZEN REQU ESTSIPUBLIC COMMENTS 1V. APPROVAL OF MINUTES - Regular Board Meeting Minutes of June 28. 2017 Proposed Action: Approval of Minutes for the June 28. 2017 Regular Board Meeting V. OPEN SESSION AGENDA A. Consent Agenda 1. Request to approve the following Medical Executive Committee Policies: None 2. Request to approve the following Tuiare Local Health Care District Hospital Policies: None B. Report by Administration - HCCA Management 1. Finance a. Quarterly Financial Update Board of Directors: Linda Wilboum Panncd Kurnar. MD Richard Torre: Michael Jamaica Kevin Narmaa? Chairman and President Vice Chairman Treasurer Secretary Board Member Tut-arc Rudmd Re?ect Center? a Divided oi Tutu-re Load Hutu-Io Dian-Id Proposed Action: Acceptance of Quarterly Financial Statement 2. Other a. Fiscal Year 2018 Budget Presentation Proposed Action: Approval of Fiscal Year 2018 Budget C. Board of Directors DiscussionlAction Items 1. Board Member Reports D. Medical Staff Report -- Ronaid Osrrom, 0.0., Cirielr of Medical Staff (or MEC representative) 1. MEC Recommendations to the Board and Report of Actions Proposed Action: Acceptance of MEC Recommendations VI. SUSPEND OPEN SESSION -ADJOURN TO CLOSED SESSION VII. CLOSED SESSION Location: Administration Of?ce, 869 N. Cherry St, Tulare, CA 93274 A. Medical Executive Committee Report of Hospital Medical Audit or Quality Assurance Activities - Ronald Ostrom, D. 0., Chief of Medical Staii' (or MEC representative) MEC Reports relating to Peer Review, Credentialing, and Quality Assurance, pursuant to Health and Safety Code section 32155. B. Conference With Legal Counsel Signi?cant exposure to litigation pursuant to Subdivision of Government Code section 54956.9: - One (1) potential action C. Conference With Legal Counsel Existing Litigation pursuant to subdivision of Government Code section 54956.9: Discussion regarding ibarra v. Tulare Regional Med Center, David Smith, Douglas Middleton, Family Health Care Nenvork, David trades, and DOES ?i to 10 United States District Court. Eastern District of California Case No.: D. Conference With Legal_ Counsel Existing Litigation pursuant to subdivision (dll?l) of Government Code section 54956.9: Discussion regarding Opper v. Tulare Regional Medical Center, at at. Tulare County Superior Court Case No.: 263554 E. Conference With Legal Counsel Existing Litigation pursuant to subdivision of Government Code section 54956.9: Discussion regarding Lon' Brooks v. Tulare Regional Medical Center Tulare County Superior Court Case No.: VCU266862 F. Conference With Legal Counsel Existing Litigation pursuant to subdivision of Government Code section 54956.9: Discussion regarding Juanita Cabrera v. Tulare Regional Medical Center Tulare County Superior Court Case No.: VCU268669 G. Conference With Legal Counsel Existing Litigation pursuant to subdivision (dli?ll of Government Code section 54956.9: Board of Directors: Linda Wilboum Farmed Kumer. MD Richard Torre: Michael Jamaica Kevin Chairman and President Vice Chairman Treasurer Secretary Board Member 6110595611 Discussion regarding Graham Prewett. inc. v. Tulare Local Healthcare District Tulare County Superior Court Case No.: VCU269517 ADJOURN CLOSED OPEN SESSION Location: Evolutions Fitness 8: Wellness Center. Conference Room .1425 E. Prosperity Ave.. Tulare. CA 93274 - Public re port of action taken in closed session. pursuant to Government Code section 54957.1 IX. ADJOURNMENT NOTICE TO THE PUBLIC Tulare Regional Medical Center does not discriminate against any person on the basis of gender. religion. race. color. national origin. disability. or age in admission. treatment. or participation in its programs. services and activities. or in employment. For further information about this policy. contact: Bruce Greene of Baker 8: Hostetler LLP at telephone number (310) 442-8834 or by e?mail at bgreene@bakerlaw.com. PUBLIC COMMENT PERIOD FOR REGULAR MEETINGS At this time. members of the public may comment on any item of interest to the public that is within the subject matter jurisdiction of the Board (Gov't Code. Provided. however. the Board shall not take action on any item not appearing on the agenda unless the action is otherwise authorized by law. Any person addressing the Board will be limited to a maximum of three (3) minutes so that all interested parties have an opportunity to speak. If any individual causes disruption of the meeting. the Chair of the Board alter warning the speaker. may declare that the speaker is disrupting. disturbing. or impeding the orderly conduct of the meeting and order the speaker to leave the meeting room. OPEN SESSION AGENDA ITEMS All writings. materials and information provided to the Board for their consideration relating to any Open Session Agenda item of the meeting are available for public inspection during regular business hours at the Administration Of?ce of the District located at 369 Cherry Street. Tulare. California. CLOSED SESSION AGENDA ITEMS As provided in the Ralph M. Brown Act. Government Code ?54950 et seq. the Board may meet in closed session with members of its staff. employees and its attorneys. These sessions are not open to the public and may not be attended by members of the public. The matters the Board will meet on in closed session are identi?ed in the Regular Meeting agenda. Any public reports of action taken in the closed session will be made in accordance with Government Code 54957.1. COMPLIANCE ADA The agenda shall be made available upon request in alternative formats to persons with a disability. as required by the Americans with Disabililies Act of 1990 (42 U.S.C. 12132) and the Ralph M. Brown Act (Cal. Gov't Cod. 54954.2). Persons requesting a disability related modi?cation or accommodation in order to participate in the meeting should contact the Executive Of?ce at (559) 685-3462. during regular business hours. Board of Directors: Linda Wilboum Pennod Kurnar. MD Richard Torre: Michael Jamaica Kevin Chairman and President Vice Chairman Treasurer Secretory Board Member 6110695511 1 EXHIBIT From: northee To: clrazo Sent: Mon, Jul 24, 2017 3:52 pm Subject: agenda for Hosptiai Board on 7126 As follow up to our phone conversation this afternoon, please have the certi?cation of the election ready to be added to the agenda Wednesday night, since it was not included on the agenda deepite my request to Dr.Benzeevi and the Chair to do so. I do not think it is necessary to have done to seat Mrs. Guterriez at this meeting, since she will have quali?ed previously by her swearing in. This is just in case Mr. Greene thinks it needs to be done at this meeting. kevin EXHIBIT 4 - Tulane Local Health Care District Board of Directors Special Meeting Agenda Thursday, July 27, 2017 Board Convenes at 6:30 pm Tulare City Council Chambers 475 N. St. Tulane CA 1. Call to order ll. Citizen Requests/Public Comments Ill. Open Session Agenda a) Discussion regarding rescinding Resolution No. 844. Con?rmation Authority to Engage and Terminate Legal Counsel h) Discussion regarding rescinding resolutions 851 and 852, regzu'ding loans e) Discussion ol? legal services of Bruce Green and Baker llostetler as Board General Counsel d) Discussion regarding appoint ol?interim Board General Counsel e) Request to terminate all authorization for public funding of private lawsuits. and seek to recover all funds expended to date 1) Discussion regarding orientation of current and future new members of the Board g) Request to set the time of all regular board meetings at 6:30 pm at the City Council Chambers. when available. it) Request to rescind the re?approval of the minutes of the January 27. 201? Board meeting 1) Discussion of holding a special board meeting at 6:30 pm. April {2017 In the "l'ulare City Council Chambers IV. Adjoumment Requested by Boanl members?Mike Jamaica, Kevin Senovia Gutierrez EXHIBIT ?599 From: Greene. Bruce R. To: northee Mike Jamaica senovia Cc: Linda Wilbourn Richard Torrez benny Sent: Wed. Jul 25. 2017 7:53 pm Subject: Purported Board Meeting scheduled for July 2017 Mr - I have been advised that you. Mr. Jamaica and Ms. Gutierrez have signed something purporting to be an agenda for a special meeting of the Board of Directors of the Tulare Local Healthcare District to be held at6130 PM tomorrow. July 27. 2017. I am also advised that you have posted and otherwise distributed the purported agenda. The District's Bylaws provide. in Article ll Section 1 b. that special meetings of the Board may be called by any three Board members. California Elections Code Sect. 15400 provides as follows: The governing body shall declare elected or nominated to each of?ce voted on at each election under its jurisdiction the person having the highest number of votes for that of?ce. or who was elected or nominated under the exceptions noted in Section 15452. The governing board shall also declare the results of each election under its jurisdiction as to each meaSure voted on at the election. Until EC Sect 15400 is complied with. the person having the highest number of votes after a recall election is NOT a member of the Board. As you are well aware. the Board has not declared Ms. Gutierrez elected to the Board. and therefore she is not a member of the Board at this time. Accordingly. her signature on the purported agenda is of no legal signi?cance. and to the extent that the purported agenda was intended to call for a special meeting. it is likewise of no legal signi?cance. Any actions which you. Mr. Jamaica and Ms Gutierrez may take. should you elect to proceed with your meeting tomorrow. will be if no legal force or effect. The District has no intention of providing you with any assistance in holding this unauthorized meeting. Bruce Greene Partner BalterHostetler 11601 Witshire Boulevard] Suite 1400 Los Angeles. CA 90025-0509 +1.310.442.8334 -I-1.31O.308.1003 bgreene@bakerlaw.com bakedaw.com ,?Av?ux in this email is a: email ?I??sphe'd In the nauggs 12mm? ant! may no: ambit: :1 at all'rumenni facts-er campia?lr: Rll?iysjs stall :?ulgvagl issues cmu?aori??m. humus?! me" rgtlassaqmg kg aecptje a?j' com-:1 laminmrairjlteu, cumsm?aflasi. anion: Ian: uiwncga'mfatque? 1i: comm ginning. ?mam": (In ml twp-l rusurmmh?qg fog any urnismam? Ill?l an: =l at am: aitg-J'nsm-nt. ihai inn-n arisen as a raw-JP. 3! irr-inEni-vriimr- EXHIBIT From: northee To: linda.wilbourn benny Sent: Fri, Jul 28, 2017 4:48 pm Subject: actions of most recent Hospital Board meeting The agenda for the special meeting of July 27. 2017. annotated with actions in bold and italics, is below. All action items. open session items a-i, were approved 3-0, by the three board members present?Senovia Gutierrez, Mike Jamaica, Kevin Members Linda Wilbourn and Richard Torrez were absent. The meeting video is available on the Valley Voice website. and a certi?ed court reporter was in attendance, as arranged by Joe Soares. Approximately 150 people attended the meeting. Please prepare the minutes and take appropriate actions to implement the actions of the Board. Tulare Local Health Care District Board of Directors Special Meeting Agenda Thursday, July 27, 2017 Board Convenes at 6:30 pm Tulare City Council Chambers 475 N. St, Tulare CA I. Call to order ll. Citizen Comments ill. Open Session Agenda . a) Discussion regarding rescinding Resolution No. 844, Con?rmation of HCCA's Authority to Engage and Terminate Legal Counsel Resolution rescinded 3-0 b) Discussion regarding rescinding resolutions 851 and 852, regarding loans Both resolutions rescinded 3-0 c) Discussion of legal services of Bruce Green and Baker Hostetler as Board General Counsel Green and his firm dismissed 3-0 d) Discussion regarding appoint of interim Board General Counsel McCormick Barstow of Fresno hired 3-0 e) Request to terminate all authorization for public funding of private lawsuits, and seek to recover all funds expended to date Approved 3-0 f) Discussion regarding orientation of current and future new members of the Board Motion approved for staff to prepare orientation to include tour, introductions to staff, financial information and budget, status of projects, etc. 3-0 9) Request to set the time of all regular board meetings at 5:30 pm at the City Council Chambers, when available. Approved 3-0 . . h) Request to rescind the re-approval of the minutes of the January 27, 20'] 7 Board meeting Approved 3-0; original unanimous approval of minutes restored i) Discussion of holding a special board meeting at 6:30 pm. August 9, 2017 in the Tulare City Councrl Chambers Approved subject to availability of room 3-0 IV. Adjournment From: Greene, Bruce Ft. To: northee Cc: Linda Wilbourn Richard Torrez benny Mike Jamaica sevonia Sent: Fri, Jul 28, 2017 7:23 pm Subject: Purported Board Meeting of TRMC Mr I am responding to your email today at 4:48 pm addressed to Linda Wilbeurn and Benny Benzeevi MD. As I have informed you on several prior occasions, in my opinion, as counsel for the Board of Directors of the District, Ms. Gutierrez is not a member of the Board. and therefore she had no right to join in the call for the special meeting on July 27, 2017 that meeting was not a lawful meeting of the Board and any actions which you, Mr. Jamaica and Ms. Gutierrez purported to take at that meeting have no legal force or effect. base my opinion on the very clear language in California Elections Code Sect. 15400, which provides that the winning candidate does not become a Board member until he or she is declared as such by the current Board. This has been con?rmed in writing to be the proper procedure to be followed by the Tulare County registrar of voters. And since it is indisputable that the Board never even had an opportunity to declare Ms Gutierrez a member at the last general meeting, it is likewise indisputable that she is not a Board member and has no authority to act as such. I must caution you that you, Mr. Jamaica, and Ms. Gutierrez are risking personal liability for taking these illegal actions, for which there will be no insurance coverage or indemni?cation rights under the District's Bylaws. Bruce Greene Partner Ba kerHostetler 11601 Wilshire Boulevard Suite 1400 Los Angeles, CA 90025-0509 +1.310.442.8834 +1.310.308.1003 bgreene@bakeriaw.com bakerlaw.com 431 This email is intended only for the use of the party to which it Is addressed and they contain information that is privileged. con?dential. or protected by law, It you are not the intended recipient you are hereby notified that any dissemination. copying or distribution of this email or its is strictly prohibited. If you have received this message in error. please notify us immediately try replying to the message and deleting it from your computer. Any tax advice in this email is for information purposes only. The content of this email is limited to the matters speci?cally addressed herein and may not contain a full description of all relevant facts or a complete analysis of all relevant Issues or authorities. internal communications are not assured to be secure or clear of inaccuracies as iniormalion could be intercepted. corrupted. lost. destroyed. arrive late or incomplete. or contain viruses. Therefore, we do not accept iesponsibil'rly far-any errors or omissions that are pres'entjn IhIs?email. or any attachment. that have a?sen as a result of e-mail transmission. 7 . - ll From: northee To: tacboxing tacboxing linda.wilbourn Sent: Sat, Jul 29. 2017 5:43 pm Subject: Special meeting Dear Linda and Richard: We are in receipt of Bruce Greene?s letter and email advocating his opinion that Senovia Gutierrez is not able to sit on the Board until she is declared by the governing body. Mike and I, along with our legal counsel, disagree with this opinion. Nevertheless, in an effort to clear up this matter fully and ?nally, we hereby demand that one or both of you join with Mike and me in calling for a special meeting, to be held on Monday, July 31, 201? a ta time and location of your choosing,, for the sole purpose of declaring Senovia Gutierrez the rightful board member of District 3 and con?rm her elected status as a board member. This demand for a special meeting is made without waiver ofour position that Senovia Gutierrez has already been seated and sworn in as a board member. There can be no legitimate reason for your refusal to cooperate in con?rming Senovia Gutierrez to the Board, so we hope you will join us in resolving this matter. Kevin Note: Sometime ago,. i con?rmed with Ms. Goldberg of Greene's ?rm that a board member requesting to calla special meeting to two other members is not a Brown Act issue. EXHIBIT From: Greene. Bruce R. To: northee cnorthee@aol.coma Cc: Linda Wilboum Richard Torrez Sent: Sun. Jul 30. 201? 6:30 pm Subject: TRMC Board Matters Mr Northoratt-l am responding to your email of July 29 to Linda Wilbourn and Richard Torrez. reiterate my opinion that Ms. Gutierrez will not become a Board member until there has been compliance with California Elections Code Sect. 15400 and she has been declared such by the existing Board. You keep asserting that you have received a different opinion from other unnamed attorneys. Please provide me with the legal authority for your position. as am most interested in understanding just what that position is. Ms. lMlbourn has already advised you that the matter of compliance with EC 15400 will be addressed at the next general board meeting. 1 have found no legal authority which requires a special meeting to do this. or that the declaration by the Board must occur within any speci?ed time period. again also caution to you, Mr Jamaica and Ms Gutierrez that your actions are impacting the business operations of the hospital. and the results could be disastrous. You are all risking personal liability fer taking these unauthorized actions which are clearly contrary to California law. Sent from my Bakertaw mobile device EXHIBIT ?10? Tulare Local Health Care District Board of Directors Special Meeting Agenda Wednesday, August 9, 2017 Board Convenes at 6:30 pm Masonic Lodge, 135 W. Tulare Ave, Tulare CA I. Call to order II. Citizen Comments Open Session Agenda a) Declaration of election results pursuant to Elections Code 15400 b) Discussion regarding removing board officers 0) Discussion regarding election of board of?cers d) Discussion regarding appointment of board members to committees e) Discussion regarding rescinding action to allow less than ?nancial reporting in violation of the contract with HCCA, which requires reporting f) Discussion to request staff reports on the payment of Hospital employee retirement, insurance, and related funding, to include the current status g) Discussion to request staff to provide reports of any investigation by state and federal agencies of any alleged violations at the Hospital, to include the staff?s reSponses - IV. Closed Session a) a) Conference with Interim Legal Counsel Existing Litigation (Gov. Code ?54956.9) 1. David Phelps v. Bruce Greene, et aL; Tulare Case No. 270681 b) Conference with Interim Legal Counsel Initiation of Litigation (Gov. Code 54956.9) 3 matters. V. Adjournment EXHIBIT ?11? From: Greene. Bruce R. To: Kevin (northee@aol.com) snorlheeanl.com>; Mike Jamaica senovia ssenovia live.com> Cc: benny Linda Wilbourn (linda.wilbourn@comcastnet) Richard Torrez (tacboxino@qmail.com) Sent: Tue. Aug 8. 201? 1:21 pm Subject: TRMC Purported Board Meeting Mr. and Mr. Jamaica we have been advised that you have created the attached ?agenda", calling for a Special Meeting of the Board of TRMC for tomorrow, and likely have posted or distributed the "agenda? in some manner. As I have repeated informed youI you have no authority to call for Board meetings without three legitimate Board members doing so. and Ms. Gutierrez is still not a legitimate Board member. You can obviou$ly meet as often as you want and with whomever you want, but none of these meetings are lawful meetings ofthe Board of TRMC, and no actions taken at these meetings will have any legal force or effect unless a quorum is present (which does not mean you two and Ms. Guttierez). Moreover, any law firm that the three of you may have selected at any of these meetings will not be considered to lawfully represent the District. You are well aware ofthe blatant conflict of interest that the McCormick, Barstow firm has (which even they have acknowledged), and you are also aware that neither Ms. Wilbourn nor Mr. Torrez have signed a conflict waiver, nor will they do so. This ?agenda" will not be posted to the District?s website. Bruce Greene Panner Balterl-lostetler 11501 Wilshire Boulevard[ Suile 1400 Los Angeles. CA 90025?0509 +1.310.442.8834 +1.310.303.1003 Doreene@bakerlaw.com bakerlaw.com 113111111311111} 1:1 11:11 1111.11311111: 111-11 11 110111311111 camp-31.1; 1111: 211111511111 11115 p.1rp.1_ 35 111-1151?. :11 1111:: 111111111 :3 1111-11121 1 111:1 111-= wallets 5111113111: 11111:: :1:ca.i 1-. 21111 and mar,- 11. 1:11:15 311- :1 [1.115.111 911111 11:11:11: 1111191115 1:1 :1 111? 111111 .. er 1111:1101-121135. ~11? 111111111111 aru uglassumd 111 secure 1111:1911; 01' Ih??rma" ll 111-11111 1:4 ntnrum Fd. gin-1.3111211 1:151, (11 211111111.- 1 113111153 madame wt: fair: 1?19 errurs n'n'vsm 11?. 1117:. 11 .552011'1111311'5 1.111111! 111 11-111.: 13115611111111. 111111 11:11.11: c'll'i?it?lld'a 11 1112:1111 of 9 1.1.11] 11311511113113?. EXHIBIT Attachments: aug 9 2017 agenda final.DOCX From: Date: August 10, 2017 at 9:40:56 AM PDT To: Subject: notes for minutes of Board meeting of 8/9/2017 You are directed to prepare the minutes of the board meeting of August 9, 2017. Despite short notice. mm 120 citizens attended the meeting. showing great continuing community support. The meeting was called to order by Secretary Mike Jamaica at 6:38 pm, with board members Senovia Gutierrez and Kevin in attendance. President Linda Wribourn and Treasurer Richard Torrez were absent. The video of the meeting is available at 470552712981 103! Items e.f, and .g were approved 3-0 by the board as referenced on the agenda. Regarding item a, Jamaica moved two separate motions as re?ected in the video. After con?rming the motions in no way affect the standing Gutierrez has as a sitting board member with the new attorneys. the motions passed 3-0. Regarding Item b. Jamaica resigned as secretary. After con?rming notices were sent more than 10 days ago, motion to remove Wilbourn and Torrez from their of?ces was approved 3-0. Regarding item c, the following of?cers were then approved 3-0?President-Kevin Vice?President Mike Jamaica, Secretary and Treasurer?Senovia Gutierrez. Regarding item d, appointed Jamaica and Gutierrez to the ?nance and audit committee. Appointments to the two other standing committees was deferred. The meeting was recessed to closed session. Following the closed session, board attorney Mandy Jeffcoach announced that the David Phelps v. Bruce Greene lawsuit, with the District being a nominal defendant, would be followed up on. Jeffcoach also indicated the Board has voted to initiate litigation that will be initiated in Tulare County and once formally commenced, the defendants and scope of the litigation will be disclosed to any person upon inquiry unless to do so would jeOpardize agency's ability to effectuate service of process or jeopardize ability to conclude settlement negotiations. The meeting adjourned at 8:08 pm. kevin .. This e-mall is a con?dential transmission. Information contained herein is con?dential andfor proprleiaiy and is for the intended recipient only. It may not he distributed to any other party in any manner without the prior wntten consent of the sender. If you are not the intended recipient. you are directed not to read. disclose. distribute or otherwise use this transmission. It you have received this email Il't error. please notify the sender immediately and delete the transmission. Delivery of this message is not intended to waive any applicable privileges. This entail Is intended only for the use of the party to which it is addressed and may contain information that is privileged. con?dentiai. or protected by law. It you are not the intended recipient you are hereby noti?ed that any dissemination. copying or distribution of this email or its contents is strictly prohibited. It you have received this message in error. please notify us immediately by replying to the message and deleting it from your computer. Any tax advice in this email is for information purposes only. The content of this email is limited to the matters speci?cally addressed herein and may not contain a full description of all relevant facts or a complete analysis of all relevant issues or authorities. Internet communications are not assured to be secure or clear of inaccuracies as information could be intercepted. corrupted. lost, destroyed. arrive late or incomplete, or contain viruses. Therefore, we do not accept responsibilrty for any errors or omissions that are present in this email. or any attachment. that have arisen as a result of e-mall transmission. Tulare Local Health Care District Board of Directors Special Meeting Agenda Wednesday, August 9, 2017 Board Convenes at 6:30 pm Masonic Lodge, 135 W. Tulare Ave, Tulare CA I. Call to order 11. Citizen Requestsr?Public Comments Open Session Agenda a) Declaration of election results pursuant to Elections Code 15400 b) Discussion regarding removing board of?cers 0) Discussion regarding election of board officers d) Discussion regarding appointment of board members to committees 6) Discussion regarding rescinding action to allow less than ?nancial reporting in violation of the contract with HCCA, which requires reporting f) Discussion to request staff reports on the payment of HOSpital employee retirement, insurance, and related funding, to include the current status g) Discussion to request staff to provide reports of any investigation by state and federal agencies of any alleged violations at the Hospital, to include the staff?s responses IV. Closed Session a) Conference with Interim Legal Counsel Existing Litigation (Gov. Code ?54956.9) 1. David Phelps v. Bruce Greene, 3! a1. Tulare Case No. 270631 b) Conference with Interim Legal Counsel Initiation of Litigation (Gov. Code 54956.9) 3 matters. V. Adjournment EXHIBIT From: Greene, Bruce R. To: Kevin tnorther?t?aclcom) Cc: benny Linda Withourn Richard Torre: itachoxinq??lomailcom) Mike Jamaica Sent: Thu. Aug 10, 201? 11:42 am Subject: FW: notes for minutes of Board meeting of 8i912017 Mr. Northoraft?l am responding to your email below. As you have been advised previously, the meeting that you describe was not a legitimate meeting of the Board No actions taken at that meeting are of any force or effect. Accordingly. minutes witl not be prepared. Bruce Greene Partner BakerHostetler 11601 Wilshire Bouievard Suite 1400 Los Angeles. CA 90025-0509 +1.310.303.1003 bgreene@bakeriaw.com hakcrlauncom . . ?s Begin forwarded message: Fro m: Date: August it). 2017 at 9:40:56 AM PDT To: Subject: notes for minutes of Board meeting of 8/9/2017 You are directed to prepare the minutes of the board meeting of August 9. 201?. Despite short notice. over 120 citizens attended the meeting. showing great continuing community support. The meeting was called to order by Secretary Mike Jamaica at 6:38 pm, with board members Senovia Gutierrez and Kevin in attendance. President Linda Withourn and Treasurer Richard Torrez were absent. The video of the meeting is available at 103! . items at and were approved 3-0 by the board as referenced on the agenda. Regarding item a, Jamaica moved two separate motions as reflected in the video. After con?rming the motions in no way affect the standing Gutierrez has as a sitting board member with the new attorneys, the motions passed 1 3?0. Regarding item b. Jamaica resigned as secretary. After confirming notices were sent more than 10 days ago. motion to remove Wilboum and Torrez from their offices was approved 3?0. Regarding item c. the following of?cers were then approved 3-0--President-Kevin Vice-President Mike Jamaica. Secretary and Treasurer-Senovia Gutierrez. Regarding item d. appointed Jamaica and Gutierrez to the ?nance and audit committee. Appointments to the two other standing committees was deferred. The meeting was recessed to closed session. Following the closed session. board attorney Mandy Je?coach announced that the David Phelps v. Bruce Greene lawsuit. with the District being a nominal defendant. would be followed up on. Jeifcoach also indicated the Board has voted to initiate litigation that will be initiated in Tulare County and once formally commenced. the defendants and scope of the litigation will be disclosed to any person upon inquiry unless to do so would jeopardize agency's ability to effectuate service of process or jeopardize ability to conclude settlement negotiations. The meeting adjourned at 8:08 pm. kevin EXHIBIT From: northee@aol.com Sent: Friday, August 18, 2017 11:40 AM To: iinda.wilbourn@comcast.net Subject: 23 August board meeting I would like to propose a partial resolution of the impasse we have regarding HCCA's refusal to accept the seating of Senovia Gutierrez. I assume you are planning on scheduling the regular August Board meeting for the former time of4 pm at Evolutions. I will agree to attend at that time provided HCCA will recognize and seat Ms. Gutierrez at the start of the agenda, and then agendize the reapproval and rati?cation of the removal of of?cers. the election of new of?cers, the termination of Bruce Greene. and the appointment of McCormick Barstow as board counsel. We will then complete the items on your agenda and the one we will post and distribute for our items. Please let me know as soon as possible if you agree to this proposed partial resolution. kevin EXHIBIT ?15? From: northee@aoi.com Sent: Sunday, August 20, 2017 3:37 PM To: northee@aol.com; linda.wilbourn@comcast.net; senovia@live.com; Claudia Razo tacboxing?gmaiLcom Subject: Agenda for August 23, 2017 Hospital Board regular and special meeting I proposed a resolution to our impasse over recognizing the newly elected board member Senovia Gutierrez, to Dr. Benzeevi and Linda Wilbourn. As no response was received, lam distributing and posting this agenda. Please plan to attend. Staff, you are expected to post and distribute the agenda the same as all other board meeting agendas. kevin Tulare District Hospital Board President Tulare Local Health Care District Board of Directors Regular and Special Meeting Agenda Wednesday, August 23, 2017 Board Convenes at 4 pm Evolutions Fitness Wellness Center 1425 E. Prosperity Ave. Tulare CA 93274 I. Call to order ll. Citizen RequestsiPublic Comments Ill. Open Session Agenda Rati?cation of Actions from meetings held on July 27, 2017 and August 9, 2017 on the following matters: l) R) a) Rescission of Resolution No. 344, Continuation Authority to Engage and Terminate Legal Counsel b) Rescission of resolutions 351 and 352, regarding loans c) Termination of legal services of Bruce Green and Baker Hostetler as Board General Counsel d) Appointment of interim Board General Counsel, McCormick Barstow LLP e) Termination of all authorization for public funding of private lawsuits, and seek to recover all funds expended to date 0 Approval of orientation of current and future new members of the Board g) Change of the time for all regular board meetings at 6:30 pm at the City Council Chambers, when available h) Rescission of the re-approval ofthe minutes of the January 27, 2017 Board meeting i) Declaration of election results pursuant to Elections Code 15400 Removal of board of?cers Election of board of?cers Appointment of board members to committees Resoission of action to allow less than ?nancial reporting in violation of the contract with HCCA, which requires reporting n) Request for staff reports on the payment of Hospital employee retirement, insurance, and related funding, to include the current status 0) Request for staff to provide reports of any investigation by state and federal agencies of any alleged violations at the Hospital, to include the staffs responses IV. Closed Session Location: Administration Of?ce, 809 N. Cherry St., Tulare CA 93274 a} Conference with Interim Legal Counsel and Outside Litigation Counsel Existing Litigation (Gov. Code ?54956.9} Martin-Scares et a! v. Tulare Local Healthcare District: Tulare Case No. 266902 TRMC Medical Staff v. Tulare Local Healthcare District, HCCA et at; Tulare Case No. 264227 Drilling v. Tulare Local Healthcare District at at; Tulare Case No. 267051 David Phelps V. Bruce Greene. et at; Tulare Case No. 270681 b} Conference with Interim Legal Counsel initiation of Litigation (Gov. Code 54955.9} 2 matters. V. Adjournment NOTE: The regular meeting of the Board to be held at 6:30 pm on August 23, 2017 will not be held due to the earlier scheduling of this meeting. This e-marl is a con?dential transmission. Information container! herein to con?dential andl?or proprietary and is for the intended recipient only. It may not he distributed to any other party in any manner the prior written consent of the sender. if you are not the intended recipient. you are directed not to read. disclose. distribute or otherwise use this transmission. If you have received this email in error. please notify the sender immediately anti delete the transmission. Delivery of this message is not intended to waive any applicable privileges. To: Kevin {northee@aol.comi Mike Jamaica Senovia Gutierrez Linda Withourn [Iindawilbourntacomcastnet} ; Richard Torrez (tacbdxinqt?mmailcom) To: Kevin Norihcraft inorlhee@aol.com} Cc: benny Sent: Wed, Aug 23, 201? 3:0? pm Subject: TRMC Board Meeting Aug 23. 2017 Attached is a letter from Linda Wilbourn resigning from the Board effective as of noon today. have also received word from Richard Torrez that he will not be attending the Board meeting which is scheduled for this afternoon. Accordingly, there can be no quorum of the Board at the scheduled meeting, and the meeting will be cancelled. Notice of cancellation will be duly posted. Bruce Greene Partner BakerHostetler 11501 Wilshire Boulevard 1 Suite 1400 Los Angeles. CA 90025-0509 +1.310.442.8834 bureenei?Jbakedawcom bakerlaw.com .44 us: Linda Wilbourn 12499 Colony Ave Tulare, 0193274 August 23. 2017 12:00 noon Tuiare Local l-iealthcare District Board of DirectOrs [?Jr Benny Benzeevi, CEO Healthca re Conglomerate Associates Bruce Greene. Baker Hostetler LLP TRMC Legal Counsel Dear Bruce; as i now serve as the Chairman of the Tulare Local Healthcare District Board of Directors. and this letter would be normally sent to the Chairman of the Board. I am sending it to you as legal counsel for the board. As of this date, noon. i am resigning my position as. Chairman and as Director of zone 5 of the Tulare Local Healthcare Disnict. When lwas elected as Zone 5 Director, my only goal and agenda was to further the completion of the new tower project to bring our hoSpital into California state earthquake compliance before the 2030 state To my mind the every penny spent on or in the hospital hinges on the district finishing that tower. The very existence of the hospital is tied to the tower completion. Every day since I was elected to this board. i have worked towards that goal. Since November 2016, the board makeup has significantly changed their direction and agenda. My goals do not seem to mesh with theirs any longer. The completion of the Tower has now taken a back seat to personal agendas and egos. These agendas are not in the best in?tErest of the District, the hospital, or the people to depend on our hospital for their healthcare, and I will not be a part of this takeover and i refuse to be caught in the quagmire of legal issues that I see coming very quickly. i will be moving out of Zone 5 by the end of this year and I think it would be best if I leave the Board at this time. Let it be knoem to all that EVERY and I repeat EVERY vote have cast in both open and closed sessions have what i feel has been best for Tulare Regional Medical Center, the employees of that hospital and for all the people oi Tuiare Locai Healthcare District. My votes have never been influenced by others. but what i felt were the best for TRiv'lC. I have always believed that the unique partnership between the and HCCA was an innovative solution to the success of our hospital. This could be the model for collaboration between private and public entities to save many District hospitals in California and even the US, if everyone opens their minds and starts thinking out of the box. Please accept my resignation anti pass it on to whoever is necessary to receive it. lgiye my sincere apologies to the follcs in Zone for not fulfilling my commitment. ihaye been their neighbor and friend for 4 1 years and i know there are some very good anti bright people who can easily take my place. i wish everyone connected with TRMC the best, especially the dedicated employee who make TRMC the wonderful hospital that it is. My family and i will always be supporters of TRMC and Tulare Hospital Foundation. My best to yeti also. I know with your help and the firm of Baker Hostetler?s help, you have saved the District millions of dollars, and i personally thank you. Sincerely, . Info. Linda Willie-urn - . . . ..-- -. - . -. I I 1-, . v. .- EXHIBIT 2o BARSTOW LLP AT LAW rm??lyL firm-plan I?m-er tho-linen u: cater-is) (551)411-th tm tum min-.7 com Mandy L. Ja?corch Pal-Her {mum in Collard-1 {5591133.215'3 saw con- ?ict: E. Ceruiaghrm Prue: {Arlee-ed in Cal him] {559} 813?2233 (em FRESNO. CA OFFICE mm Fresno 5cm Prune. Cr?. 53'er P0 33st? Freon. caesrmatz teacher?: #334393 Far 9-33-2320 Other offices all loll: COW 51'0?. SH MID New mmurmdha?lomcom CINCINNATI. CIH OFFICE Sump: Center. State 1050 31:" Wat-wt Street Cute-nuati Dina ?1252 Telephone (5 I 3} ?62-75'10 Fax DENVER. CO OFFICE 595: 15th Street. Sure 16-13 Denver, Co'orad: 3025? Tetephone 252-5126 For (726-) 253-6 32? LAS VEGAS, NV 53:? Wear. Sunset Rea-:1, Sum: :50 Las Vegas. Nevada 351 13 Telephone {302} 91-9-1 I03 Fox 60219-114101 CA OFFICE 1125 I Street. Suite 5 Modesto, Golden-tin 95154 Telephone (209} 5221-1 tot] Fax [20915244168 August 24, 20] 7 U.S- Si E-NIAIL Joint F. Cerlnak 11:. Managing Partner Greene Baker 160l Wilshire Boulevard, Suite 1400 Los Angeles, CA 90025 Re: ?l'ularc Local l-lealthcare District: Request For File Pursuant to Rule 3-700 Demand for Preservation of Records Our File No; 36894-00000 Dear Mr. Ccrmak and Mr. Greene: As you knot-v. this of?ce now represents the 'l'ulare Local l~iealthcare District ("the District"). The District has previously placed you on notice that your law lion?s representation ol?thc District has been terminated. On hehall'ol?our client, the District, we made a request on August 3. 2017 to obtain the District?s files pursuant to Rule 3-700 ol?thc Rules of Professional Conduct. to date. your firm has refused to comply with the Districts request. We again renew our request that you cooperate in the transition process and accommodate the Di stricl?s request under Rule 3-700 for all oi?its tiles and electronic records concerning your representation of the District. It is imperative that the District get all ol'its ?les from your ?rm as there is pending litigation, and your tirm?s rcl?usal to adhere to the District?s request is not only a violation oI?Rulc 3?700, but is also prejudicial to your Former client. Please confirm whether you will comply with this request. We are also writing to renew our previous demand (provided via email on August 2. 20 7 to Bruce Greene) that you preserve evidence related to the pending and anticipated litigation matters involving. the District. We also make a lbrmal demand that the Baker l-lostetier lirm. and speci?cally Bruce Greene. preserve all evidence. correspondence and other materials, both physical and electronic. related to the Baker l-lostetler ?rmis representation of the District. Demand is expressly made that you preserve all communications between your firm, its attorneys. and other employees and the District, its board members, and any otheremployccs or agents for the District, including. You are hereby requested to ensure that you and your firm do not delete. destroy. conceal, or alter any paper or electronic tiles or other data generated by and/or stored on computers. cellular telephonesismartphones or othcr wireless devices, storage media (including cloud-based storage mcdia). or any other electronic data, or in the possession. custody or control ol?Baker l-lostetlcr or its attorneys, employees or age nts. Your obligation to preserve evidence includes preserving all originals. drafts and copies ol? hard copy and electronically stored data and information including but not limited to memoranda. notes, correspondence or other communications. c-mails, text messages, voice messages, Faxes, agreements, reports. tiles. diary entries. manuals, pamphlets. MCCORMICK BARSTUW LLP AT LAW John F. Ccnnak 11:. Managing Partner Bruce Greene August 24, 201? Page 2 books. minutes. meeting schedules. notices. notebooks. and computer printouts. Be advised that we may request your data in its ?native l?ile? l?omiat. meaning as the ?le exists on the original media. (Code Civ. l?roc. 203 'l'herel?ore. even where a paper copy exists, we may seek documents in their electronic form along wi tit information about those documents contained on the storage media. You are hereby on notice that any destruction or failure to preserve evidence will constitute spoliation ol'evidenee and you to sanctions by the court, and may also suhjeet you to disciplinary action by the State Bar. 'l'hank you in advance For your eot'iperation. ll'you has? any questions, please feel free Very trulv trout-s. 1O COHIHCI US. 9W iilTIDlit}'L hotnpson Mandy! .lel'lcoach Nikole l3. Cunningham McCormick Barstow LLP Cc: Kevin (via email 0110') Mike Jamaica (via enmil only) Senovia Gutierrcy. (via emciif nab") Richard Torrey. via email only) 4619?] .Ll EXHIBIT ?21? Bakert-tostetler BakaraHostetler LLP 11601 Boulevard Suite 1400 Los Angelas. CA 90025?0509 310.820.8800 310.320.8369 August 28, 2017 ww.bake?aw.com Peter W. amcs direct dial: ?0.9793421 Plume5@bakerlaw.com VIA EMAIL Nikola E. Cunningham McCormick Barstow LLP 7647 North Fresno Street Fresno, CA 93 720 Re: Tutors Local District: Request for File Pursuant to Rule 3-700 cit Demand ?rr Preservation of Records Your File No. 36894-0000 Dear Ms. Cunningham: We have received your August 24, 2017 letter to Bruce Greene and John Cermak of this ?rm. Based on the advice of experienced election law counsel, whose opinion we sought, we disagree that Ms. Gutierrez has become a member of the District Board. We recognize that the new Board, once seated, will likely pursue a number of policies different from those of the existing board. If those policies include our replacement as counsel, we shall, upon receiving instruction to that effect from the Board, make arrangements to transfer existing tiles to new counsel. That process can be accomplished for hard copy documents, but will take considerably longer for records stored electronically due to the search and review protocols. Very trulyr yours, Peter Wilt. James Atlanta Chicago Ctevetand Cotumbus Costa Mesa Denver Houston Los Angatss New York Orlando Philadelphia Seattle Washington. DC o93734nouanet 1511249739.!