By Mike Donoghue, Standard Correspondent
The longtime Chair and Vice Chair of the Woodstock Foundation, who were investigating and taking action on possible wrongdoing in the workplace at the Woodstock Inn & Resort and the Billings Farm & Museum have now been booted off the board of trustees in a vote by the remaining members during a meeting last week.
Ellen R.C. Pomeroy, who has been on the Board since its inception and served as Chair for almost ten years, and Sal Iannuzzi, who has been on the Board for thirteen years and been Vice Chair for 7 years, were initially suspended on Nov. 11 before they had a chance to formally report their findings about employee complaints, although they had been discussing the complaints with Board members throughout their investigation, according to a lawsuit they filed. Two other trustees, Douglas Horne and John Hallowell, who according to the lawsuit, were part of the focus of the investigation, also were suspended on Nov. 11, according to Foundation records.
The four suspended trustees had their names restored to active status on the board during another session on Jan. 27, the minutes of the meeting show. However, a few moments later a new slate of trustees for the coming year was proposed and approved.
Pomeroy and Iannuzzi were not included in the new slate — and weren’t at the meeting, the records show.
Horne and Hallowell, whose names were not offered on a different slate prepared for the originally-scheduled annual meeting in November, were included on the new slate that was approved last week.
The musical chairs by the board of trustees is the latest chapter that has played out since claims of mismanagement, sexual harassment and discrimination, and malfeasance by officers and management at the Woodstock Inn & Resort and the Billings Farm & Museum were raised by employees last year.
Vice Chair Iannuzzi, with support from Chair Pomeroy, was investigating the complaints and they were prepared to deliver a report at the annual meeting on Nov. 15, but five trustees attempted to circumvent that plan by having their own meeting four days earlier and never invited Pomeroy and Iannuzzi, the lawsuit maintains.
Pomeroy and Iannuzzi eventually filed their civil complaint in Vermont Superior Court in Woodstock on Jan. 20, outlining various claims of mismanagement and malfeasance that the lawsuit said were confirmed during the internal investigation.
The plaintiffs also are asking the state court to overturn any actions taken by the five trustees, the lawsuit said.
Board members James S. Sligar, Michael D. Nolan, John T. Hallowell, Douglas R. Horne and David M. Simmons, along with both the Foundation and the Holding entity are named as defendants.
The lawsuit maintains the five individual defendants went beyond their legal power or authority to take steps on behalf of the Foundation, including during two improperly warned meetings. The plaintiffs want the state court to reverse the unauthorized actions.
The plaintiffs also seek to have the defendants resign immediately as trustees from both boards and if they hold any office.
Sligar, who was elected Chair of the board in a Jan. 27 meeting, in a letter to the editor in today’s Vermont Standard, confirms Pomeroy and Iannuzzi are no longer on the Foundation board. Three times in his letter he refers to them as “former Board members.” See Page 3B.
Investigation wrapping up
The five trustees have hired a New York City law firm, Provenzano, Grann & Bader, to conduct an internal investigation into the employee complaints about poor management practices that Iannuzzi had studied at both the Inn and Farm during the summer. The five trustees also directed the law firm to look into how the initial investigation was handled by Iannuzzi and Pomeroy.
That investigation should be completed in another week or so, according to Simmons, who serves as president of the Woodstock Foundation.
Simmons made the disclosure during a 45-minute meeting with employees from the Billings Farm & Museum last Friday. He estimated during the meeting the final report would be done in 10 days to two weeks. That would give a target date of about Feb. 10. The meeting was held for employees to try to answer questions and concerns from workers following a copyrighted news story in the Vermont Standard outlining in detail the civil lawsuit involving both entities. It started four hours after the meeting of the board members that morning at which the new slate of board members was voted on.
Simmons also sent a one-page memo to all Billings Farm & Museum employees last Thursday, the same day the Vermont Standard printed its news story. A nearly identical memo was sent to employees of the Woodstock Inn & Resort by interim president Elaine Olson and human resources director Judy Geiger.
During the employee meeting at Billings Farm, Simmons maintained he thought the news story was “one-sided.” Simmons did not elaborate. He also did not address why he and the other four trustees remained silent when given multiple chances by email and phone to have their comments in the news story. A general statement issued on behalf of the Foundation through its lawyer to the Standard on Jan. 24 — two days before the news story appeared — did not address any of the specific claims in the lawsuit.
Under questioning at the Friday meeting, Simmons said board members were rethinking their position and may provide a more responsive statement.
By Tuesday this week, when reached by phone he told the Vermont Standard he was still not prepared to offer any comments.
He said as the newspaper had reported, the defendants have 30 days to file written responses with the court. Simmons said he expects those will be detailed.
Simmons also agreed to reach out to Sligar, who is now the chair of the new board, to see if he wanted to offer any additional comments, but the Standard received no further comments by press deadline.
“It is important to resist a rush to judgment until all the information is available,” Simmons said in the one-page memo to employees.
During the meeting, employees were told they were free to respond to questions from the public concerning the issues raised by the lawsuit and conditions at the Farm.
Simmons had said in his earlier memo that employees were asked not to offer comments in the name of the Billings Farm & Museum about the lawsuit.
Simmons did write the “well-being of Billings Farm & Museum and our employees is paramount.”
Clearing the air
During the employee meeting, Simmons took exception last Friday to two items reported in the Vermont Standard.
He claimed the newspaper got it wrong about who or how a special meeting of the trustees could be called in November. The newspaper was quoting the lawsuit about the issue. Simmons was asked on Tuesday to provide a copy of the by-laws to clear up any confusion, but he declined.
Simmons also took exception to claims in the lawsuit that the foundation had abruptly stopped the severance pay and health insurance promised to a longtime employee, Anna Berez, who was the initial whistleblower.
The lawsuit noted “the defendants caused the Billings Farm not to pay Ms. Berez the severance pay previously promised to her,” thus exposing the farm and foundation to civil liability for possible claims including breach of contract and retaliation under the Vermont Fair Employment Practices Act.
Berez said she submitted her resignation effective Oct. 30, but agreed to continue to help out for another two weeks.
In a Nov. 12, 2022 email Simmons said, “While you have continued to work for the past two weeks beyond that date, your services are no longer required.”
He said Melissa Mackenzie of the business office would be in touch to set up a time to surrender her keys and clean out any personal belongings from her office at the Visitor Center.
“Meanwhile, per directive from the Foundation Board, you are barred from access to the Richard Billings House, BF&M Visitor Center, and the Administration Building at the Woodstock Inn & Resort,” the email continued.
That email, with copies to Michelle Adams Somerville, the president of the Billings Farm & Museum, and Mackenzie was in sharp contrast to an email that Simmons shared one month earlier with the Billings Farm & Museum staff. It included comments from board Vice Chair Iannuzzi that noted that Berez would be stepping down to pursue a new business venture with several partners. He said he was excited that Berez was pursuing her dream, but it was a loss for the Woodstock Foundation.
“I just want you to know that in almost 50 years in business, I never had the privilege of working with anyone with the ethical and moral standards possessed by Anna,” Iannuzzi wrote.
“Anna was the impetus behind many of the changes that have occurred at the resort and many more positive actions to be taken at the risk to herself and without asking for anything in return,” Iannuzzi said.
“I ask you to please join me in thanking Anna for her selfless and amazing contributions to the resort, as well as to Billings Farm and to the Foundation, and in wishing her much success with her future endeavors,” he said.
Berez maintained she was promised a three-months severance package and health insurance.
Berez shared with the Vermont Standard a letter dated Nov. 28 and received on Nov. 30 that indicated her insurance would be terminated on Nov. 30. She said she then scrambled to get coverage through Cobra.
“I paid the Cobra payment that day. I was reimbursed for the payment by Billings in the middle of December and my severance payments then started after another board member and some lawyers got involved,” she said in an email to the Vermont Standard.
She said the Cobra payment has since been added to her direct deposit of her severance pay.