Town Commission - Special Meeting

got the go-ahad from deputy clerk. Uh uh we um we are on the record. Um it is February 27th, 2026, 4:30. This is a special meeting. Um and if uh the um deputy clerk could please call the role. Mayor Allison Dennington here. Vice Mayor Terry Cronin here. Commissioner Anna Butler here. Commissioner Tim Reid here. Commissioner Sher Corey here. Town man town manager A Marie Smith here. Town attorney Ryan Knight is joining us via Zoom. And deputy clerk Sid Cardwell is also present. Um okay. Just question for everybody. It's never it's never actually on the agenda the moment of silence, but somebody said something yesterday. Do y'all want do y'all want to do that before the pledge of allegiance?

It's a pledge of allegiance. Moment of silence. Okay. All right. And civil. Okay. All right. Okay. Okay, we'll do the pledge of allegiance to the flag of the United States of America and to the republic for which it stands, one nation under God, indivisible, with liberty and justice for all.

So it's in between. Okay. Uh now we will do a moment of silence. All right. Uh, I will read the civility pledge. The commission and the staff of the town of Melbourne Beach pledge to

conduct all public discourse in a civil manner. The mayor and all members of the commission will treat one another with respect. We'll treat one another with courtesy and respect and ask the public to do the same towards the commission, towards each other, and towards staff. We will be respectful of one another even when we disagree. We will direct all comments toward the issues and we will avoid personal attacks. Okay, now we'll open it up to public comment for general public comment, but I don't see anyone in the audience unless Officer Bird would like to have a comment. Thank you for being here with us today, Officer Bird. Um, okay. We will close the general public comment and the one item on this special business um or special meeting is a request for an executive session by the town attorney, Mr. Knight. So, I will turn it over to you. Um, I don't I don't like recuse until there's a vote, right? Or do I state right now that because it actually doesn't it doesn't have the name of the case. So I mean but at what point do I need to do the whole I would be recusing or state the the conflict right now or later?

No, you don't have to do that right now. Okay. All right. Just give me a let me know when I do. Okay.

Okay. All right. So thank you uh for meeting at this time on a Friday. I'll try to make it quick for everybody. For the record pursuant to section 286.011 subsection 8 Florida statutes. I'm requesting that the town commission convene a private attorney session to discuss settlement negotiations uh or strategy related to litigation expenditures with request uh for pending litigation in the case of LLC versus town of Melbourne Beach case number 2025-CA023102 currently pending in the 18th judicial circuit and for county This is the litigation matter related to the public records request. As you are aware, the court has set a trial date of April 8th, 2026, and I'm requesting the uh commission convene a shade meeting under Florida statute 286.01 to be held at a special meeting on March 4th, 2026 for the sole purpose of discussing strategy related to litigation expenditures pursuant to the statute. request is being made at an open public meeting and if approved by the town commission the public will receive reasonable notice of the shade meeting which shall take place on March 4th, 2026. Um under uh the statute governing this. Um the only persons permitted to attend the attorney client meeting are the members of the town commission, the town manager, the town attorney, and a certified court reporter. The entire session must be recorded by the court reporter and no portion of the shade meeting will be on the record. The transcript will then be filed with the town clerk within a reasonable time following the meeting and it shall become a public record upon the

conclusion of the litigation. Uh at the conclusion of the attorney client session, the public meeting uh will then be reopened and the mayor shall announce the termination of attorney client meeting. Uh thus uh at this time I'm requesting that we do have a shade meeting on March 4th, 2026. The sole purpose of this meeting today is just uh for you all to have a vote as to whether you would want a shade meeting or whether you would like to discuss this matter in public. The statute does say uh that the commission may meet in private. So it's not a shall uh which means you have discretion as to how you would like me to present you with this information.

I I have a question. Can you repeat thea case number? Can you repeat the case number? Could you repeat the case number? Right. Can you hear? I'm sorry. Oh, can you repeat the case number? Case number is 2025-C23102. Wait, dash what? Zero what? You did that fast. 023102. Yes. Okay. Um, so it the request is only the shade meeting for that one case number. Correct. That's correct. Okay, that was all. Yeah.

So, if nobody has any questions, really all I would need to vote um with a motion and a second as to whether you have a shape meeting or whether you would like to have a public meeting on March 4th to discuss this. So I I I did have a question I guess Ryan or M Mr. Knight. So can you um reiterate again what the the the topic of the shade meeting is?

Yeah. So the topic would be uh solely limited to strategy related to litigation expenditures. Yes. Go ahead. Y'all don't need to wait to be called on. We can I'm I mean it's just so just don't talk. Don't talk over each other. Yeah. Okay. Thank you. So, you know, I'm I'm wrestling with this this whole subject because uh it is an unusual an unusual situation. Uh the mayor is is a plaintiff in this. So if we go what's that?

Um I you need to say fact there's only one plif in the case. So Mr. Knight can explain to you what a corporate person is that it is an actual legal distinct entity. So I just would request that you stick to actual facts. Okay. Separate maybe your your your belief about what you you know what maybe you feel which which is not a fact but is your sort of interpretation. But Did you let him ask his question? No, no, no, but the fact is there's one plainif. Point of order. Let him ask complete asking his question.

Well, I don't mean to cause any distraction. Uh Feno at the LLC uh has officers of the LLC and the mayor is one of the officers. Is am I wrong in that? She is listed as a manager according to Okay. So be be

because the because the plaintiff would be in the room in the shade meeting or in the executive session, any strategy that we would make would be open to the opposition basically. So I don't know what the advantage is of having it in in the shade. You know, we're only hiding it from the town. you know, it the strategy would be open to the opponent. So, it seems it seems odd to me. It seems like a very hard quandry. And to be honest, Madame Mayor, it seems very like a very negative kind of situation for the town. And I feel like, you know, you you have a lot of positivity going into this new this new uh uh commission. I feel like that it would be wise to withdraw this case. you you have prevailed in what you wanted to do. You've got your records. It just seems like this case is all about that they weren't provided in a timely manner. And I think that that seems true. So it ends up costing the town a lot of litigation. And I would I would implore you to think about, you know, maybe there's a more positive direction to take this. Uh, in response, I'm not going to argue one way other I would just point you to the actual document that the town itself and Mr. Knight provided and filed in court and discovery which is the town's own responses. If you read read that, it is relevant to the point that you just made that um that you your belief is that that the case is only about this. I would just say read the actual responses from the town itself and um you know

I I just I just feel like it's it's so much negativity. But anyway, that's that's really that's my that's my quandry and I and I wanted to get your your idea of why it would be an advantageous to have the shade meeting because my biggest concern is that if we are just really hiding hiding the residents from what's what our strategy is because we're not hiding it from our opponent or from the plaintiff. Then it kind of looks bad to the residents. You know, obviously we we all want to do what's best for the town. That's what we were elected to do. But I don't want to be be accused of of doing something to hide something from the town that doesn't need to be hidden from the town. I don't know. This is this is the quandry that we're in. Uh I'm not blame I'm not assigning the blame here. I'm just trying to figure it out. So I appreciate your input.

And for the record, you're not alone in your concerns on this.

Yeah. So I certainly understand the position that you're in. Um So with a public meeting, if there's anything that I were to say at a public meeting as part of the public record, which means if there is any subsequent followup litigation or motions that need to be filed, technically her attorney, which I'm talking about LLC's attorney, could use that because it's a public record to present that as evidence to the court just depending on what I say. Uh if it is in a shade meeting then it is not part of the public record at that time meaning that there uh could not be anything used by the attorney for emotions for that particular purpose because it would be confidential client shade session.

I I have a practical just understanding shade meetings question. um like what is strat? So you're you're only allowed to talk about settlement or strategy related to litigation expenses. Um so the settlement part is that like if you receive a settlement offer or if you want to ask for one or if you want to make one or potentially think about making one or or make like right it doesn't require an actual settlement offer. Um but like so that's like sort of that part of it talk about settlement. Um and then the other part the strategy that the strategy related to litigation expenses is not I mean it could be related to settlement or whatever but it also could be not related to settlement but just um and what happens in a shade meeting if there are various things that are discussed or talked about and I I have read cases or other instances where this happens but where things beyond the things that you're allowed to talk about in the shade or talked about during the shade meeting. How is that handled? What's the consequence?

Well, one that would be handled by me. It would be on me to ensure that the shade meeting is specifically limited to the settlement negotiations or the strategy expenses. So, get off topic. My job would be that we're talking about what we are talking about under that statute. So like if there was started to be discussion about like the other case which is was is not what you asked for that you would have to say no we can't talk about that because it's it's only listed publicly as one case not two. Is that that's correct? You would not be talking about any other cases other than the case that's been identified.

Okay. Um what is the consequence? I mean like so if you've shut people down but if they just keep doing it or whatever I mean what's like I guess what I'm trying to say is I don't even understand when you know like what that means the strategy related to litigation expensive settlement like can you can you give um an example that's not related to this case like you know what I mean but like something that everybody could understand because I am c I've always like what would be outside

broad terms general broad terms that's if we were to go trial. Here's what the expenses could be. Here's what you could be looking at. Here's what the court could award as far as expenses go and what the town is facing in litigation expenses. If you don't want to go to trial, if you go a different route, then here's what the town can be looking at as far as litigation. Okay. Um but in the course of other people wanting to know that I mean do they what's the like do they say well what's your opinion on this issue or what's your or like or is that that's beyond it. It's literally just talking about like you might spend this that's it or that's that's what I don't understand.

No. So I'm not going to confine myself to that strategy involving mitigation expenses. So if somebody asked me what's your opinion as you know as far as the case strengths are in court finding against us in this particular situation then I would give my opinion on that because it is directly related to the litigation expenses cost and attorney's fees that the town could incur for this particular case.

Okay. So Ryan, if I if I may, basically a shade meeting is just going to give us protection that what you're saying is not going to be relitigated against the town. Is that is that a correct assessment? And it

that would be a fair assessment like I mentioned before because don't have a shape meeting and there's something public record that I were to say or something involving the litigation then theoretically the attorney foruno could use that in a court document or court filing just because it is a public record. So by not having a public meeting first which even after the shade meeting there would be a public meeting. Is that correct? Not the same day but down just whenever the calendar allows.

Yeah. So for a sh no votes are allowed during shape. If I were to ask the commission to have a vote on one direction or another, then what would happen is we would have to close the shade meeting, come back, reconvene, reopen the public meeting, and then have a vote on the particular issue that I would be asking the commission to vote on. So during the shade meeting, would you be trying to get a general consensus of the commission on what direction to take you for you to take? And then you would discuss those directions is is pretty much all that the shade meeting would encompass and it would basically not allow anyone to use your words against you for the for their betterment. Is that kind of the right assessment? That's correct. The shade meeting can be used for uh for consensus, just cannot be used to hold an official vote one way or the other. That would have to be done publicly.

And then um how long after the shade meeting? Um, would that could that be something that could be um convened within an hour if the commission desires or would that have to have a a a notice um time period for the public? No. So if there was an issue that was voted on that was related to that case um then as soon as the shade meeting is over we would commence we reopen the regular meeting and then you have a vote right there. You would have to have a separate notice for that.

So the public would be aware that the second meeting would happen and they would give we would have proper notice for them to attend and it would be recorded. So what happens let's say on March 4th the town commission decides to have a shake the meeting on March 4th technically starts off as a special meeting. At that special meeting we would then announce how long we anticipate the shade meeting to last. Let's say we say it's going to last one hour. At the end of that one hour the shade meeting concludes. Then we transfer back into the special meeting. So the special meeting is reopened. If there is a vote that is needed, then somebody can take a motion in a second uh right then and there. Um and the town commission can take a vote for that. So it's not necessarily two separate meetings. It's sort of a meeting. That makes sense.

Okay. confusing if Go ahead. Is there any other questions? I had a another question.

Um could you get back to us or me because I I am um uh what the consequences are if things that are beyond the scope of what you're allowed to talk about in the shade meeting get talked about. I have read I've read the cases where they do talk about stuff and there are some consequences um if it's like intentional and and a lot. And I've also read two shade meetings that are on the town's website where it happened a lot of course that you know um I mean even talking about there was discussion about oh I think this person is um having marital trouble and they're that's why they're not sending emails which anyway was not true but pretty inflammatory but um outside the completely outside the scope of the meeting but it was rampant. So I just one and one of those people is is sitting up here that um engaged in that discussion. So you say that you you you shut it down, but I have read at least one transcript where it doesn't get shut down at all. So I'm just cur you know, could you maybe get me some information on what what or anybody else if they want it what happens? Um does it vi does it violate the actual shade transcript itself if it happens a lot?

So it would be a violation of the statute. The statute does not provide any any penalties for this um for that particular situation. The statute does provide for um a public meeting violation. I don't know if the court would say that because there was conversations that by Florida statute that it would be a noncriminal infraction which beable by $500 that's also contained in section 286.011 So, I don't know how a court would be, but I can tell you if I'm there, um, then yeah, you know, we're going to be strictly talking about what I don't know. I mean, I guess there

what I'm just asking is going to be limited allows us to talk. I think there are a couple Florida cases where this happens or is an issue and there the court discusses and there may be some sort of consequences or potential and that's what I like. Can you can you double check and and say what that could be? I guess that's all. Sorry. I about the last 20 seconds. Can you repeat that?

Oh, yeah. I was just um can you There are some Florida cases I believe that do discuss the situation where there can be some consequences or whatever. Um, can you take a look at that to definitively say there's never any conse even though it's not supposed to happen and I would shut it down if it does it does sometimes happen in cases but there's never a consequence. Can you definitively say that or can you just take a look to see you know what what kind of consequences there would be because because I think that would be helpful information to know as well as maybe to keep in line. Um anyway,

if that's all you would like the consequences, what the potential range of consequences? Yeah, that's Yeah. So, would that be at $200 per hour or is the commission wanting to incur that expense or just the mayor? Well, I believe that he's the attorney for the commission, but he's also the attorney for each commissioner as an official. So, we are entitled and allowed to ask for legal advice, which is what that was. But I think we're we're also as a group supposed to only as a group decide on incurring expenses.

Well, but I think that because he is an attorney for the commission as well as each public official, you can't say, well, even though he's an attorney where you're entitled to legal advice, that we're just going to not approve it so that you will in effect not get any legal advice. Mr. Knight, care to comment?

So, it's up to you. I think it it probably would be important to know um going in there what it is, but like I said, I think I made to the commission about what exactly we're going to be talking about. Um, but I would be happy to do that. I'll do it online. There you go. He will do that for free. That is nice if you kind Commissioner Reed, didn't you have something? So, so Mr. Knight, as a as a as a town attorney and um based on what you're saying here, so as as a town attorney and keeping in mind that the the best interests of the town, are are you are you recommending that we can do the shade meeting route?

So, I can't recommend way or the other ultimately it's up to you. Um I can say that in order to have the state meeting I'm statuto required to make this request to you do not have to accept this request. Um, but under the Florida statutes, in order to get to a shade meeting, I have to make this request and you have to offer.

So, you can't comment on whether you think the shade meeting would be in the best interest of the town regarding this matter. for this particular matter, for the issues that we're going to talk about, um, I can say I don't think it would be 100% imperative to have a shade meeting for the the issues that I plan on talking about. If the if the meeting is held publicly then um is a court reporter still required at that then or is we just it's standard meeting?

No, it would just be a standard meeting. What is the cost of a court reporter? 500 bucks depending on the length. It's probably going to be probably $600 $800 I would imagine because they also have to transcribe the hearing. We have to order a copy of that to retain to the counselor. So it could be upwards of $1,000 how long it lasts. Okay. Thank you.

And they sometimes take a few days to schedule. That's one thing too. So, we're at the point if somebody would like to make a motion, then that would be the time to do it. Okay. Thank you. There's no further questions. Yes, the time to do it.

Can I ask a question real quick? Yes, you may. Um, Mr. tonight. Um, how quickly does this meeting need to be scheduled and do we need to, you know, make sure the 72 hours are abided by for prior notice? So, given the time constraints in the trial date because this is a public records case, the court advances it to the top of the trial list. Right now, our trial is scheduled for April 8th. So, I would like to have the meeting as soon as possible. um specifically with respect to the anticipated litigation. Okay. Thank you.

And that's also why I put the March 4th date because I know we have a workshop that I will also be in attendance at. Um so the anticipated um meeting would be either before that workshop or right after that workshop. Is there any other information in the case today? Uh yeah, I can't say. I just got a witness list of about 50 people um for that matter that I will also be sending to the individual commissioners. You can take a look at that list and make your own determinations on it. public record. Um, can't say in my brief looking at it, there were some witnesses and witnessed as Dave or Justin. Um, but there's a whole range of witnesses on there. Take a look at that and figure out whether we strike because there's some witnesses on there that are not identifiable at this point. I'd like to make a motion.

Okay, go ahead. So, I'd like to make a motion that we instead of having a shade meeting, we have a regular meeting to discuss this. Okay, we have a motion. Is there a second? A second.

Okay, we have a motion and a second. Um, is there any public comment? Any discussion? Seeing none, I will recuse myself from the vote as I have a conflict because uh I am a uh member and co-manager of Fenu um which is the subject um of the shade meeting that is being discussed but I guess the motion is to have an open meeting but I'm recusing. I'm supposed to state the ground. So I will pass the gavl and then you can call the vote. I will not be voting and I'll fill out um a form afterwards because whenever there's a vote you have to do that. So, um, Mrs. Cardwell, do you have um the form 8B? I don't have one on me, but I will get you.

I would like to make sure I do it today because then if you forget, you have to do it in 15 days. So, yeah. So, we do have we do have a moment for discussion. Love to hear from Commissioner Reid and Commissioner Corey if you have some thoughts on this uh before we go to a vote. Commissioner Reid.

Sure. Um I um the idea of I I'm not in favor of necessarily the uh the shade meeting just because of the the the nature of it being the shade part of it. Um um the the um doing it as a public meeting um it's it's complete transparency. Um it the other factors of it are going to be what they're going to be. Um yeah, so I'm I'm torn. Um it sounds like the the shade approach allows for us to have a you know more in-depth perhaps discussion um and working towards it. But um the transparency is a is a is an important aspect as well.

Thank you Commissioner Corey. Um, I believe in transparency. So, so I agree with with the the motion. Okay. Hearing no disscent. All in favor? I I I Thank you, Madam May. All right. That mo uh that motion by vice mayor uh and seconded by Commissioner Butler carried 40 with one um uh um abstension which was myself Allison Dennington, mayor. So, I'd like to make a motion to adjurnn. real quick. Is there anything else, Mr. Knight? Okay, we will talk about it on Wednesday.

Okay. Uh before we do the Do we have the time and everything set? Because if y'all are going to have this because the the Wednesday is the workshop. So, I don't think there's is an actual meeting called, but is that what y'all are talking about? You would have a meeting. So, because you would have to set that because it's you can't vote. Uh, so if you there was any you wanted to vote in any way. So I would certainly prefer it to be on the same date before or after the workshop. I think before we adjourn, y'all need to kind of talk about that and figure that out and talk about it with Mr. Knight and figure out a time to set it so that the clerk will know what to promptly do. So I hand that over to y'all. But then we can adjourn. But

that's a good idea. I think it probably should be after the I think the workshop should be first first before but I think it'd be difficult to go from this this meeting to the workshop probably. Yeah, I agree. Um if we wanted to start the workshop earlier, say 4:30. Can he be? Yep. It's on What day of the week is it? That's a Wednesday. Um can we do five? Five. That's w That's a wise move. Thank you so much, Commissioner. And then say six o'clock or just immediately after. Do you think it's an hour?

Let's say immediately after and then we if it's less or more then we're Yeah. I think Mr. Knight wants to do a set time for the special meeting. Oh, so we have to select either probably 6 6:30 whatever you all feel uh that would allow us the workshop beforehand.

Yeah. Yeah. Because, you know, I think you can um you could adjourn the you could adjourn the workshop meeting even if like we're done and didn't want you journ it and then you start at the time that you published for the special meeting. You finish that then you can come back and actually redo and finish the workshop because you're not even voting anyway. But is that correct Mr. Knight? I mean if people weren't exhausted or whatever but that way you could have a set time if you have to have a set time which I think is what he's saying for the special. I don't think anybody's going to want to go back to the workshop discussion. Yeah, I know. But so I think we're at five and 6 p.m. then. Five and six. Okay.

All right. Okay. So, um, everybody has their marching orders and the deputy clerk has what she needs. Yep. Okay. Any anything else before we take a motion to adjurnn? If not, we'll take that motion to adjurnn. Motion to adjurnn. Second. We have a motion to adjurnn. Uh, second. Can I vote on this? Yeah, I think I can. There's not a conflict, is there? Mr. Knight. Mr. Knight. Hi. Can I Can I vote on the motion to adjurnn or I recuse myself on that, too? No, you can vote on that. Okay. Thank you. I mean, I'm just really want to make sure I All right. All in favor say I.

I. All opposed. We are adjourned. 5. All right. Have a good weekend. You too. Thanks. You too. Thanks for being here.