Four directors of the Howell Mountain Mutual Water Company are probably going to be recalled. They are being charged with illegal actions.

The most recent illegal action occurred when the four-man majority of the Board, including Doug Ermshar, Doug Bock, Marie Carlton and Roger Lutz, Jr., abruptly and without any stated cause, passed a motion to take three popular reform directors - Richard Crain, Adam Pease and Mike Hogan - off the Board. Just like that. No reason. Just goodbye.

The audience which witnessed the action went into shock and then anger. The next day they initiated a petition to recall the "Gang of Four" That will enable all 400 members of the company to vote for recall. The Board has 20 days to mail such a ballot, or a reform membership committee is authorized by law to conduct the vote.

According to State law, duly elected directors cannot be ousted except for crimes or some other very serious reason. The universal response on the street is "They can't do that, can they?"

The argument between the two factions goes back two years. The watchdog committee, Save Angwin Water (SAW), believes the four majority directors are still angry at the three reform directors for frustrating their plan to purchase the St. Helena Hospital water system at a cost of $3 million. When the Board first announced that intention two years ago, it told a public hearing that the purchase was "a done deal" and that the membership would NOT be given an option to vote on it. That lit a fuse.

The Save Angwin Water Committee (SAW) forced the Board to submit a ballot to the full membership which would amend the company bylaws to take the proposed purchase out of the hands of the Board. The vote was 140 to 14, or 10 to one, for the amendment. This vote was a clear indication that the full membership did not approve the purchase, seen as "a pig in a poke."

However, the Board did not give up the idea. It spent $215,000 to promote the deal, putting the company $100,000 in debt. Most of the money went for lawyers' fees, to work around the wishes of the membership.

Frustrated members followed up by voting three reform directors onto the Board who would officially halt negotiations with the Hospital. Their new directors - Crain, Hogan and Pease - were elected handily, and at their first meeting moved to cease negotiations for the purchase of the system.

At that point, retiring president Gibby Muth, leader of the purchase plan, threw in the towel. He told the membership and the Board in no uncertain terms that the idea should be put on the back burner "and the gas turned off." He wanted it "buried", he said, and "put behind us."

The remaining directors, constituting a majority of four, under the leadership of Doug Ermshar, did not follow that appeal. They became spiteful, refusing to grant the three reform directors any role in governance of the company. Acting as a majority of four, they refused to give them access to company records, including financial papers, legal contracts, and water usage statistics.

Ermshar, Bock, Lutz, and Carlton were warned by a lawyer that they were in violation of State law, which requires that any director has the "absolute" right to unrestricted access to inspect and copy electronically or by hard copy, any company file he wishes to take home for further study.

Their final illegal action was the one they undertook last week, to just kick the three reform directors off the Board. Angry members initiated a recall petition the next morning. And the clock is running, with just a few days remaining for the Board to given members a chance to vote on recall of the four-man majority.

Angwin is an unusually non-controversial small town. But the idea that four directors on the water Board 1) can deny access to official records to three other duly elected directors and then 2) boot them off the Board entirely has created a lot of unhappiness. This is not the Angwin we know.

Stay tuned.

The local press has been following the problems afflicting the Angwin water company for months, and editorialized before about the efforts of the "Gang of Four" to prevent the three reform directors from seeing company records. They know as much about what has happened as anyone, and they don't like what they see.

Today, the Star printed the following editorial:

Angwin's 'Gange [sic] of 4' should be recalled
Thursday, September 29, 2005

Any way you slice it, the Howell Mountain Mutual Water Company is in a world of hurt.

Due to financial uncertainties surrounding the proposed purchase of the St. Helena Hospital water system, a group of customers formed Save Angwin Water to oppose the sale.

Lo and behold, the group also ran a slate of candidates in the most recent board election and captured three seats on the seven-member water board.

After those three new members demanded to see financial records, the four other members voted to block access.

Finally, last month, the four-member majority voted to oust two of the SAW members on the board and, in effect, ousted the third remaining member.

Although the state Corporation Code allows a board majority to oust members for committing felonies or other such serious misdeeds, there were no such grounds for the ouster.

And so, the four-member majority became known as the "gang of four," a derogatory term commonly used to depict totalitarians.

In addition, the "gang" became the target of a recall election, scheduled to begin in mid-October.

When the dust settles, no matter who is sitting on the board, the question will remain: How will the district avoid bankruptcy?

It probably won't, unless it gets help from the outside. That help could come from Napa County, which has mediated for troubled water companies in the past, but whose officials have been strangely silent on the fate of the district.

It could also come from a state takeover, or a federal grant.

In the meantime, the St. Helena Star recommends that water company customers vote to recall the four-member majority.

The reason has nothing to do with the finances of the company or access to company records.

It has everything to do with the democratic process.

Some might argue that democracy has no place in a private water company.

It that were true, there would be no bylaws, no seven-member board and no election of officers. But the board is operating under laws of the state Corporations Code, which requires that democratic procedures be followed.

In a democracy, elected members can be removed only by recall. So, when the four-member majority ousted the three-member minority, they acted against the will of the people.

The will of the people should again be expressed through recall.

We recommend the recall of Doug Ermshar, Doug Bock, Marie Carlton and Roger Lutz.

http://www.sthelenastar.com/articles/2005/09/29/opinion/editorial/import-5772.txt

SEE ALSO: Letters to the Editor, "WATER 'GANG OF FOUR' NEEDS TO REFORM WAYS"