Background
In 2004, I applied to serve on boards and commission for the city of Sachse, TX. I had very little understanding of how the city operated, but I knew I wanted to be an involved citizen, and to be of service to those around me. The city council appointed me to the Board of Adjustment where I served two years. That board only meets as-needed, and it wasn’t needed often. I felt I had more to give, so at the end of my two-year term I asked to be moved to a different board. The council then appointed me to the Parks and Recreation Commission, where I served three terms. This was where I first met Jeff Bickerstaff, who was the Chairman of the Parks board for the entire duration of my time there. After six years on that board, I felt like I was ready for a change, so I asked to be appointed to a different board, and the council appointed me to the Board of Directors (BoD) for the Sachse Economic Development Corporation (SEDC).
Prior to my first SEDC meeting in late 2012, I met with the CEO, Carlos Vigil. He mentioned to me that the board did not have many members who were interested in being in leadership, so if I was interested I’d probably have an opportunity to serve as one of the board’s officers. At my first meeting one of the agenda items was electing officers, and the current President said that he would like to step down, so he nominated the current VP to serve as President, and board agreed. For VP, none of the other directors were volunteering so I said that I would be interested in being VP, and even though I was brand new on the board I got elected to the role.
In the summer of 2013, the City Council’s Liaison to the SEDC, Jared Patterson, announced that he was resigning from the council to run for State Representative. Jeff Bickerstaff ran unopposed for Jared’s seat on council, and was appointed to be the Liaison to the SEDC.
Just a few months later, Carlos Vigil announced that he was resigning from the SEDC, and the board hired an executive headhunter and began our search for a new CEO. In the interim, the City Manager, Billy George, served as the CEO and led the SEDC through the process of hiring a new CEO. During this interim period, the President of the BoD said that he’d like to step down as well, and I was nominated and elected as President of the board.
In February of 2014, the board selected Leslyn Blake as the new CEO. The BoD had been looking for someone who could help market the city to developers. While Leslyn had never served as the CEO of an EDC before, she did have prior experience in an EDC, and the board was impressed by her marketing background and her enthusiasm and confidence that she could help the SEDC achieve its goals.
At the time, the by-laws of the SEDC gave the BoD full control of the hiring and firing of the CEO, as well as management of the operations of the SEDC.
By Texas’s legal statutes, the City Council has authority over the BoD, but it is the BoD which holds all of the powers of the development corporation. Per Texas Local Government Code Sec 501.062: “All of the powers of a corporation are vested in a board of directors…” By the legislated structure, the council has to approve the by-laws of the corporation, has appointment and removal power over the BoD, and must approve of all “programs and expenditures” of the corporation, but the statutes are clear that the EDC can only take actions “found by the board of directors to be required or suitable” for their public purposes. Legally, in Texas, it is the Board of Directors which controls the actions and decisions of the EDC, though they must comply with the by-laws, and programs and expenditures must be approved by the council. There is no mechanism in Texas for a council to bypass the board’s legislated control over the corporation, though the council is authorized to appoint themselves and/or their municipal employees to up to four of the seven seats on the BoD which would give them a controlling majority of the BoD.
In 2015, Billy George resigned as City Manager, and the council hired Gina Nash to replace him.
When Jeff was appointed to the EDC board, his role was not limited to acting as liaison, as he was also a full voting member, just as Jared Patterson had been. He was free to vote and to offer his opinion, just as any other board member was, and his opinion carried a lot of weight because he was a councilman. I would guess that 99% of the time the board voted in alignment with Jeff's votes, but it didn't feel like he was throwing his weight around. The EDC board members, like a lot of board members in the city, had a lot of respect for Jeff as a councilman and listened to what he was suggesting and usually fell in line. Almost every board member I ever served with felt a strong desire to serve the council faithfully, and the EDC directors were no different. Jeff was always careful to say "I can't speak for the council" before he gave his personal opinion.
That relationship changed dramatically in November of 2019 when the council voted to appoint a seventh citizen to the board and shift Jeff into just holding the position of board liaison. Jeff took it upon himself to only talk when he was asked a question, which the board members still did on occassion. For the previous six years the EDC had been run almost completely in alignment with Jeff's wishes, and suddenly the board members were making decisions often with no input from Jeff.