PARIS — A judge denied a request Thursday for a temporary restraining order against the towns of Norway and Paris to allow five directors of a quasi-municipal corporation to return to the board.
Justice Robert Clifford said he had not determined that attorney Dana Hanley would be more likely to succeed in the case than attorney Robert Crawford, who is representing the towns. The appeal remains pending before the court, and Clifford is reviewing a motion by Crawford to dismiss it.
Five members of the Norway-Paris Solid Waste board of directors, which oversees the disposal of trash generated in the two towns, filed the appeal after a Feb. 25 decision by both boards of selectmen to remove all of the NPSW directors. Al Atkinson, Bruce Hanson and Joe Bracy of Paris are joining the appeal, as are Eric Grondahl and Dundee Pratt of Norway.
The vote followed a decision by the NPSW board to amend their bylaws to allow the removal of directors by a two-thirds vote. The amendments also allowed the board to accept or deny towns’ nominations for directors, and to put forth their own nominations if a town did not move to fill a vacancy within a certain period of time. Paris director Janet Jamison was removed by a 4-1 vote soon after the amendments were approved.
Crawford, who previously advised the selectmen on the possibility of removing the directors, said the amendments were inconsistent with an interlocal agreement establishing protocol for the board such as having towns appoint directors to the board. The vote on Feb. 25 also included actions to name the two town managers as interim directors to the board and to restate NPSW’s articles of incorporation to say that the board’s bylaws need to be consistent with the interlocal agreement.
In his appeal, Hanley argues that state laws and interlocal agreement allow the board to function as a corporation, including the possible removal of directors. He also says the removal of the full board will inhibit the operations of NPSW, and that town managers David Holt of Norway and Philip Tarr of Paris will be unable to run the NPSW board alongside their regular duties.
On Thursday, Hanley said the interlocal agreement makes no reference to how it should be interpreted alongside state statutes. He said the board was concerned that it would lose employees or be subject to litigation due to statements Jamison had made. Hanley also argued that the town had not followed a dispute resolution process in the interlocal agreement and that the action set a precedent for similar board removals in the event of disputes.
“The town should not be rewarded for that type of action,” he said.
Crawford said the authority of the town to appoint directors implied their ability to remove them as well. He said the dispute resolution was in place to resolve conflicts between the towns rather than the directors, and that Hanley was taking a “very narrow and unconnected view of the Corporation Act.” Crawford said the board had attempted to get the Paris selectmen to remove Jamison prior to the approval of the amendments, and that part of the reason for the board removal was to allow emotions to cool. He said the directors were also being encouraged to reapply for appointment if they wished to do so.
“It wasn’t that this was done with a mean spirit,” he said. “It had just gone too far.”
In affidavits filed with the court, Holt and Tarr said they have more than 60 years of administrative experience between them, including the oversight of trash and recycling sites. They said that the process of reappointing directors will likely occur after an audit of NPSW is completed, and that an immediate reinstatement would “recreate the situation the member towns found unacceptable.”
In his motion to dismiss, Crawford says the former directors lack standing to appeal the decision due to a failure to actively participate in the proceedings. He said that some of the members sent written materials to the towns, but none attended the Feb. 25 joint selectmen’s meeting or another joint meeting a week earlier where the NPSW board was discussed.
Clifford said he was interested in the authority of the board to remove a member and the selectmen to remove directors, and that he felt some of the disputes were a question of politics. He also said a dispute resolution process might take place while the appeal is pending.
“My conclusion is that I have difficulty with the action taken by the board, which conflicts with the way the members are appointed,” he said.