Attorneys Offer Timeline, But Few Answers on Region 4 Land Purchase


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DEEP RIVER — Residents and elected officials from Chester, Essex, and Deep River asked questions and offered criticism of the Board of Education for Region 4 schools, and its attorneys, at a special Monday night workshop devoted to a controversial 2017 land purchase for $380,000 that board members later discovered had not been budgeted.

“You don’t have much of an answer to anything,” Charlie Barton, a Chester resident, told the board and their attorneys. “That’s one of the problems here. I want to know who said to go ahead with this. That should be forthcoming — either the regional superintendent, the regional board of education, I’d like to know. It was never passed through our board of education, to our town, of what was taking place here. I don’t like being thrown gimmicks out there.”

The school board called the special meeting in John Winthrop Middle School’s library with their attorneys from Shipman & Goodman, a Hartford-based firm. 

The board and attorneys gave the public a timeline of events leading up to the 2017 purchase of the Mislick property bordering the district high school, listened to public feedback, and explained what the board would do in response to criticism claiming mishandling and poor oversight of the purchase.

“I know there’s been a lot of concern and angst in the community about it,” said board vice chair Jane Cavanaugh, who chaired the Monday meeting. “What we really want to do is have an open discussion tonight, and hear from the lawyers who are involved… We want to use this opportunity to understand the purchase process and how we can make sure that if we do this again, that it doesn’t quite go down the way this did.”

More than 25 members of the public filled chairs in the audience at the meeting. Board member D.G. Fitton, of Essex, said many residents were frustrated by the $14,295 in legal fees that the district spent to purchase 13 acres of the 38-acre Mislick property.

“The public sentiment’s overarching issue is that we shouldn’t have bought this piece of property,” he said. “Then there were some other issues with procedural errors on the part of the board and the financials, but the biggest thing that everybody keeps coming back is: we spent on awful lot of money in legal expenses for a $350,000 purchase.”

Two attorneys were present at the meeting. Real estate attorney Gregory P. Muccilli gave a timeline of the purchase. Attorney Matthew Ritter — also Majority Leader of Connecticut House of Representatives — explained how the board could create a capital reserve fund to make one-time purchases in the future.

A timeline without a beginning

Muccilli declined to provide answers to questions related to events prior to when Shipman & Goodman was hired by the district, after a contract to purchase the land had been signed.

“We won’t have specific answers as to the business decisions made behind the transaction and why the transaction occurred,” said Muccilli.

In a timeline provided by Muccilli:

  • May 4, 2017: The board at their meeting went into closed-door executive session from 9:57 to 10:28, and then voted 4 to 2, with one abstention, to allow the superintendent to negotiate to purchase the Mislick property.
  • June 26, 2017: The district, through then-Superintendent Ruth Levy, entered into a purchase of sale agreement for $350,000 to purchase the Mislick property. A single broker represented both the buyer and the seller in this initial deal. The contract, Muccilli said, “provided for no financing, would be an all-cash deal, and required a closing by July 14, 2017… only a few weeks after the contract was entered into.”
  • July 5, 2017: Levy, representing the district, asked Shipman & Goodman to handle the closing of the property. Attorneys shortly thereafter “negotiated an extension to the time frame of the title review period and closing date, first to August 15, 2017, and then to August 31, 2017,” Muccilli said.
  • July 26, 2017: The district, through Levy, confirmed it had approval to move forward with the purchase, and Shipman to move forward with the closing.
  • August 2, 2017: “The board voted unanimously to approve the purchase of the Mislick property in accordance with the contract, to empower the superintendent to execute all the documents and pay the purchase, to authorize the superintendent to perform all acts necessary and convenient to consummate the transaction and to approve all actions taken by the superintendent to date,” Muccilli said.
  • August 31, 2017: the district closed on the purchase of the Mislick property.

Over a year later, in October of 2018, Muccilli said it came to light that sellers “might have inadvertently deeded to the district their right-of-way over the newly acquired Mislick property — a separate issue from the actual purchase — which would be the only way the Mislicks could then access their residential property. that was located in the middle of the property.”

As part of that discussion, it also became apparent that there was a discrepancy between the survey completed prior to the purchase and the deeds provided by the seller at the closing — in other words, Muccilli explained, “Essentially the survey may have been showing more property than was set forth in the historical deeds.”

The attorneys asked the district to perform another survey to clarify the discrepency. The cost of the second survey was covered by an insurance policy with First American Title Insurance Company.

“That’s a brief overview of both the transaction and the post-closing title issue that was brought up as well,” Muccilli said.

Board member Lori Ann Clymas then asked Muccilli how much the district paid, including legal fees and services, “for the entire purchase.”

Muccilli said he didn’t have information available but “would be happy” to find the invoices and re-send them to current district Superintendent Brian White.

Board member D.G. Fitton asked Muccilli to explain how it took 30 hours of billed legal services. Fitton said that seemed excessive.

Muccilli responded, “The hours are what they were, and our invoices have narratives to come with them to explain exactly what was done during those time periods. I’m happy to review them… and if there’s any further explanation that’s necessary after I’ve gone through all the narratives I’d be happy to go through them with you.”

Board commits to answering questions

The public had an opportunity to pose questions to the attorneys, but few were answered either on Monday, or at a follow-up meeting on Thursday night.

“There are questions that you have that probably have not been answered,” acknowledged Cavanaugh. “What we want to do is take questions from you, write the question down, read it back to you to make sure we got it correctly, and then we are making a commitment that we will answer it at our board meeting.”

From the audience, James Carey questioned the law firm’s loyalty to the board.

“I don’t blame these [board members] sitting here right now because they haven’t heard a thing about this in two years. This happened two years ago. There have been title issues, there have been tax issues, and it was never brought to the board’s attention as far as I know… My question for the law firm is where is your duty of loyalty? I believe it’s to the board members,” he said.

He continued that board members “weren’t getting information [from the attorneys] because it was going to somebody else, and they were choosing what information you got.”

Board member Fitton, later in the night, defended the attorneys and said it was possible that they had received poor direction from the board two years ago. Fitton noted that he and several other current members weren’t on the board in 2017.

“The attorneys from Shipman did what the representatives from the board authorized them to do,” Fitton said. “That said, I think it’s going to behoove us as a board to have more oversight and involvement in the future in how that happens or else we’re going to be continuing down the road having these questions.”

Lauren Gister, who is First Selectman of Chester and a real estate attorney, said from the audience that it seemed unusual that the title insurance company had paid Shipman to investigate and resolve the title claim rather the insurance company using their own lawyers, she said.

Muccilli responded that he believed the title insurance company had paid Shipman to do the work but that he would review correspondence to be certain.

Daniel Morrissey, of Deep River, asked whether the board had hired an architect or other professional to review the property before purchasing it to be sure that the property would later work for soccer fields as the board intended.

Michael Hammond, of Essex, said that, judging from the board’s minutes, the purchase seemed ill-planned, “like the purchase of the property was just opportunistic.”

Big organizations with a good investment strategy typically “figure out what their needs are before they go out and buy something rather than just going out onto the market and say, ‘Oh let’s buy that,’” said Hammond, and that’s concerning because the board’s basic job is to make deliberative decisions, he added.

Susan Wright, of Chester, said she “applauded” the board for having this meeting but added that she thought the board’s “mindset needs to change,” as well as policies and procedures.

Wright said the board hasn’t done enough to publicize meetings, that their minutes aren’t thorough, and that there aren’t clear ways for citizens to be heard by the board. She suggested the board consider televising meetings.

“You guys say you want our input, but what exactly does that mean? How are we getting your input and how do we get your response back to us?” Wright said.

Cavanaugh, near the end of the meeting, said that the public dialogue was healthy for the board.

The purchase “happened very fast, it was over the summer, there weren’t a lot of meetings, there wasn’t a lot of communication,” she said. “I think we’ve learned a lot from this and I think we appreciate that we’ve learned these lessons. I think we appreciate that we need to have a lot more information, we need to ask a lot more questions.”

Board member Lori Ann Clymas said similarly, “I can tell you that I will be pushing the board to be drilling down into the minutiae and getting further down than we have been ever before. We will ask for your patients as we are creating a better process and we fix our policies and we fix our mistakes.”

Leadership change after the election

At the board’s regularly scheduled meeting on Thursday, the board voted on new officers.

In a vote by board members, Chair Jennifer Clark was replaced by Kate Sandmann. Clark led the board for two years. Jane Cavanaugh was re-elected vice chair. Rick Daniels was elected secretary. D.G. Fitton was elected treasurer.

“I know that we’re tightening and planning to follow procedures, we have a financial task force in place for suggestions to help us move forward in a positive way and I think we just want to remember that we have one of the best school systems in Connecticut, to be thankful, and to continue the good work that we’re doing.”