FARMINGTON — Maine Attorney General Janet Mills received permission March 28 to investigate Friends of Maine’s Mountains, a public charity based in Wilton, to determine whether it or any of its directors is in violation of the Maine Nonprofit Corporation Act.
Justice Donald Alexander signed the AG’s ex parte application filed in Franklin County Superior Court. The complainant is a former director who is not named.
According to the court document, Friends of Maine’s Mountains is a Maine public benefit corporation that was incorporated in 2009 under the Maine Nonprofit Corporation Act to oppose wind power development in Maine.
The most recent annual report, filed May 23, 2013, with the Maine secretary of state identified Friends of Maine’s Mountains founder Rand N. Stowell of Weld as the president and treasurer of the organization, according to the state. Other directors on the board at the time were Christopher O’Neil, Nancy Gray and Gwyn Sewall, according to the AG’s ex parte application. The corporation’s minutes of Jan. 10 indicate that Stowell, O’Neil, Dick McDonald, Paula Moore and Mike Bond were on the board, according to a footnote in the application.
According to FMM’s 2009 articles of incorporation and 2010-2013 annual reports on file with the state, Stowell was the sole incorporator and has been treasurer every year since the corporation’s existence, the document states. He also has been president every year except as of the 2012 annual report, when O’Neil is identified as president.
Review of the initial documents and allegations from the complainants suggests that two current directors, Stowell and O’Neil of the Portland area, “may have engaged in conflict of interest transactions with the corporation and have personally benefited from actions of the board at the expense of the corporation,” the document states.
It also states that Stowell and O’Neil may have manipulated the board composition and voting process in order to achieve board votes that personally benefited them at the expense of the corporation.
The AG believes the information from the complainant is credible and much of it has been corroborated by multiple documents, it states.
Specifically, it appears that Stowell was an individual party to litigation commencing at the Maine Board of Environmental Protection followed by Law Court appeal opposing a wind power development project proposed by Saddleback Wind Ridge LLC on Saddleback Mountain, a project proposed in Carthage, Dixfield and Canton, at the same time he was purporting to represent the interests of the corporation, which was also a party to the same litigation, according to the state.
It states that multiple conversations and email messages among the FMM board members discussing potential settlement of then-pending litigation suggest that Stowell and O’Neil pressured other directors to approve a settlement with the developer whereby FMM and Stowell individually would withdraw their combined appeal in exchange for monetary payments to Friends for Maine’s Mountains and to Stowell, individually.
Legal fees incurred by FMM to pursue litigation may have been borne solely by the corporation but benefited all challenging parties to the litigation, including Stowell, it states.
Minutes reflect that a majority of the five-member board voted to abandon any settlement discussions with the Saddleback Ridge Wind developer on Jan. 10.
“Nonetheless, the matter was settled as reflected in a motion for stipulated dismissal with prejudice,” the document states.
Stowell executed the dismissal as attorney for Friends of Maine’s Mountains and Rand Stowell, the document states.
Correspondence reflects that on Jan. 28 all three directors other than Stowell and O’Neil were purportedly removed from the board of the “Executive Committee,” at a meeting of which none of the three removed directors were aware, even though one of the directors was secretary.
Stowell has loaned FMM thousands of dollars and thus is or was a recently significant creditor of the corporation, according to the document. O’Neil is and has been for some time a paid consultant to the corporation, billing $3,000 per month to provide lobbying, or “political action and governmental affairs’ services,” and thus is or was recently a significant creditor of FMM, it states.
The actions of both Stowell and O’Neil raise concerns about potential illegal conflicts and unauthorized action purportedly on behalf of FMM,” according to the state.
O’Neil, of O’Neil Policy Consulting Inc. of Portland, said in an email Monday evening that a letter was received from the attorney general asking for documents and info.
“Apparently FMM has made an enemy,” he wrote. “It’s unfortunate that somebody’s grudge can become sensational news so quickly.
“FMM is doing great work at protecting Maine’s environment and economy, and it doesn’t have the time or the resources to respond to such craziness. FMM will quickly put these specious and malicious allegations to rest,” he wrote.
“FMM meticulously adheres to every aspect the Nonprofit Law. FMM’s tax returns, annual reports, and financial statements clearly show that,” he wrote.
Attempts to reach Stowell on Monday were unsuccessful.
dperry@sunjournal.com
Send questions/comments to the editors.
