I hope that the new settlement makes substantial changes in the upper management of the school and the Board. Why throw good $ after very bad management. I would also look into HOS's "accrued vacation" payment; was it authorized by the Board or the Executive Committee of the Board ? There needs to be some public accountability for this behavior.

Charles, thank you for the speedy article!!

"....an agreement with its creditors this afternoon to allow the school to continue operating if it meets certain conditions."

conditions? maybe head count at certain date? cash count at certain date? clearly there will be major spending cuts. not sure to be happy or not. if there is anymore waiting, people will go crazy!

The bondholders and the board settled. They were congratulated by the judge. Now the families wait to see what happened.

Any update from the insurance company?

http://www.windrush.org/

Dear Windrush Community and Friends,

“The Windrush Board of Trustees is pleased to announce it reached a final settlement on Dec. 1 with Wells Fargo Bank and the bondholders to keep our school open through the remainder of the 2011-2012 school year, funded by tuition payments and pledges. To meet the settlement terms, it is crucial for Windrush to continue to receive timely pledge and tuition payments to meet revenue projections. Thank you so much for your support, passion and love of Windrush.”

My guess is that what happened is that the bondholders looked at the plan and said, there's no way that you're going to make those numbers given what's happening with enrollment, etc. And the school said, yes we will. And they finally settled by the school agreeing that making those numbers is a requirement to continue through the year. Not sure this is really out of the woods yet.

The HOS's plundering the available cash (prior to the Chapter 11 announcement) may or may not be legal. The BOT has already "investigated" the issue and determined it was "legal". Nevertheless, but it proposes a HUGE character -(or lack of) question. The HOS has lost the respect & support of the WR community (parents & staff) despite the BOT's continued support for her lack of leadership behavior or actions. Several (vetted) incidents of her behavior directly impacting children's safety have been documented. All of this was presented to the board who did nothing but tell the community the leadership could not be changed in light of the courts and the bond holders scrutiny. The BOT and the HOS have been in charge of the cuts that the staff will have to brace themselves for tomorrow. Somehow, I have no faith that the HOS's salary will be impacted. Many disgusted parents that have taken their children out of the school commented "we should have just put the money in the HOS's pocket". All around an ugly representation of a school, who's proported mission is social justice and community sustainability.

During yesterday’s faculty meeting, Ilana Kaufman informed us that if we settle with WFB, then we will be offered amended job contracts (deep salary cuts) or pink slips on Friday. Ilana Kaufman repeatedly told us that our contracts are "at will." Thus, if we don't resign, it means we are accepting our lower salaries. There was no mention of layoffs in the administration.

How come Ilana Kaufman gets to keep her vacation payout of $80K, but we don’t even get to keep our contracted salaries? Some of us will be heading to the chopping block - especially those of us who took a stand and signed the "Statement of No Confidence"...

Forwarded message ----------
From: Sarah Flowers <flowers.sf@gmail.com>
Date: Mon, Nov 21, 2011 at 2:34 PM
Subject: Communication to Faculty and Staff from Board
Dear Windrush Faculty and Staff:

At the conclusion of last week's meeting, the Board was presented with some questions that needed to be directed to counsel for answers. Below are the questions and answers we gathered as a result.

1. Can the school amend the contracts unilaterally?
No. Any amendment requires the agreement of the teacher as well.

2. If there are salary reductions, do employees get new contracts or do current contracts get amended?
The school would not present the faculty and staff with new contracts, there would be an amendment.

3. Does an addendum to a contract also require a signature?
Any amendment or addendum to the employment contract would require the employee's signature.
4. If with a salary reduction a contract is amended (rather than a new contract being issued), and employee declines the salary reduction, are they released from the contract (the current yet amended contract)?
The school cannot and would not prevent an employee from pursuing other employment if the salary reduction is proposed and the teacher rejects the reduction. The Board is unable to respond anymore specifically, as it may be seen as offering legal advice.

Continued from above...
5. If a teacher chooses not to accept the amended contract will they be released from the contract?
The school cannot and would not prevent an employee from pursuing other employment if the salary reduction is proposed and the teacher rejects the reduction. The Board is unable to respond any more specifically, as it may be seen as offering legal advise.

6. If an employee doesn't want to resign, is there a legal way to be released from a contract (so they don't have to say they resigned/quit)?
The school will assist any teacher who does not accept a salary reduction in assuring prospective employers that they would not be considered by Windrush to be in violation of the “anti-poaching” policy.

7. If an employee doesn't want to accept a pay decrease/doesn't want to accept current yet amended or new contract, can the employee still collect unemployment instead of accepting contract? If so, how does that happen?
The school cannot address this question. This is a legal question regarding unemployment guidelines.

Continued from above...
8. Can we pay a lump sum of salary owed at the end of the month and then start again with the new 10 month contract (pro rata through June 30)? Some teachers have had a portion of their pay deferred by spreading 10 months of their pay over 12 months and have accrued more than 1/12 for their labor in August, Sept and Oct. but have been paid 1/12 of their salary. If a teacher resigns,how will the teacher be paid for the unpaid, but earned portion?
It is the school's understanding that the currently proposed budget anticipates teachers retaining their positions through the end of the year and being paid on a pro rata basis, in full through June 30, 2010. If a teacher leaves early, it is the school's intention to honor their contract and make them whole, as long as the approved budget in the settlement provides the funds to make these payments.

We hope this information is responsive to your concerns.
Windrush Board of Trustees

And here is what you will get for your pledge dollars: more social justice!

According to several sources who were there, in late August 2011, approximately a week before school started, Kaufman held an administrative staff meeting. Approximately thirteen employees attended. Kaufman had attendees write down their questions on cards so that she could control the questions and answers. Her verbal responses to what she read off the cards were, generally, that she was intentionally populating the Board with people who weren’t affiliated with Windrush; that there were efforts being made to "right-size" the school; that cuts of around $500,000 were in the works; and that oh, by the way, she, with the board, had chosen not to make a payment on the bond. “It’s a complex and healthy situation…we don’t do Big School well…”

Someone in the room then posed the question/comment that he/she had noticed poor morale among employees and would appreciate guidance on how to respond when parents returning the following week started asking questions about the departures of so many employees.

(continued)
At mention of attrition of employees, Kaufman raised her voice to an intimidating volume and assumed a posture that some in the room interpreted as threatening. “We’re legally obligated to withhold information [about employees leaving]. We really can't tell you anything...” Kaufman then immediately contradicted her statement of being bound by confidentiality by deriding those who had left the school as ‘sick’ and ‘unprofessional:’ “What happened last year was we had one lay-off, and several people chose not to come back. I didn't terminate anyone. Notice how I said that. I did not terminate anyone…People had their own personal sick shit going on, and they took it out on Windrush. People bringing their fucked-up shit to work. They're being unprofessional. They brought their fucked-up shit to work, and they ruined Windrush. So many things happened last year that shouldn't have happened. I stand by my actions. I haven’t done anything wrong…I’m sick of dealing with these issues… All of my actions have been of the highest level of decorum…I’ve had reasons to fire people, but I didn't...I’ve been scrubbed, and it’s been proven that I didn’t do anything wrong….” And then the threats: “I want the emails and letters [of complaint about me] to stop. I want this shit to stop. I want the toxic energy to stop….if you aren’t behind me 100% in my leadership, you should look elsewhere for work…”

(continued)
One employee who was at the meeting notes that Head of School Kaufman
“said ‘fuck’ or ‘fucking’ 3 times, ‘shit’ 6 times, ‘pissed off’ 3 times and ‘pissed’ 1 time (after I started counting) for a total of 13 instances of swears laced throughout the rest of the meeting. I honestly don't recall how the meeting ended, as I was somewhat preoccupied with my own horror at her behavior; she was still conducting the meeting, it was just liberally laced with foul language from that point on.”

Why does Ilana Kaufman have the right to make decisions about which teachers stay or get laid off? We do NOT need so many administrators.

The teachers (before, during, and afterschool) and Front Office Staff are the lifeblood of Windrush. Our school does not need (or deserve) an overpaid, unprofessional, unstable, and unethical HOS. Nor do we need a Dean of Students and 2 Division Heads. What do those administrators do all day when we are teaching and caring for children and their families? We can do their jobs and do it better with INTEGRITY!

Ilana Kaufman is the antithesis of what it means to be an educator. She has no morals or sense of humility. She bullies and threatens subordinates. She does not admit when she is wrong nor make amends to the community. Clearly, she does not care about students, families, teachers, or staff. She is not fit to lead our school (or any for that matter.)

In the final analysis, Ilana Kaufman belongs on Wall Street with the rest of the crooks, who destroyed our economy.

Windrush parents and supporters should NOT pay their tuition and pledges until Ilana Kaufman resigns or is fired by the Board. Then our community can finally heal and begin to rebuild...

Why does Ilana Kaufman have an alias? In public records searches she comes up as sharing a social security number with one Todd Ayrea. She owns property in Richardson, Texas, and Todd Ayrea apparently lives there. What's that about? Any ideas?

I agree with Hickey Freeman’s analysis. There are likely to be problems meeting the financial goals.

What I wonder about is why families apparently did not organize a unified response to what was happening.

Did the WR teachers approach the Albany, Berkeley or California Teachers Association leadership? I assume they would have been pleased to help with an organized response.

Given that, as just stated above, WR leadership stated in August that it had defaulted on the bond and online documents clearly showed that WR was losing huge amounts of money in each of the last several years (and had defaulted), I wonder why so many seemed to wait until the bankruptcy to start to speak out.

I hope that people who have been hurt by what has taken place will be able to come up with an organized and positive response.

@Veritas: No, there's one Todd Ayrea in the US (if she didn't create him out of whole cloth), and he's a white military vet. Why would she dovetail her id with a white military dude? Very weird.

What is the position of EBISA on a m
Fellow school acting in this manner?

Charles,
Thank you for your update. I wanted to add a few things. The settlement is a good thing, but there are many conditions. Windrush still has many uncertainties to face.

IF ANY OF THE FOLLOWING ITEMS ARE NOT MET, THAT WILL INITIATE AN AUTOMATIC 30 DAYS TO CLOSE ACTION. ("wind down")

The following will further clarify the hurdles Windrush must surmount in order to continue:

1. Windrush must follow the budget agreed on. They must make all receipts and deposits available. THIS MEANS EMPLOYEES WILL ALL RECEIVE NOTICES TOMORROW (FRIDAY, 12/2) ABOUT THEIR EMPLOYMENT STATUS. THEY WILL INCLUDE PAY CUTS AND LAY OFFS.

2. THE ENROLLMENT MAY NEVER GO BELOW 105 STUDENTS.

3. Windrush must meet a revenue target of $980,000 collected since the Sept. 30 bankruptcy filing by Dec. 31. THIS MONEY CANNOT INCLUDE THE $30,000
REPAYMENT. (Not sure what that is.) This money cannot include post-dated checks.

3. That revenue amount must increase up to $1,187,000 collected by Jan. 31.

4. The school must also have a minimum cash balance of $400,000 by the end of December and maintain that cash reserve each month thereafter.

Looks as though WR has lost almost a quarter of its students since the Sept. announcement, which doesn't bode well for stopping continuing attrition in second semester. Now, if some key teachers walk due to paycuts, some families will, too. Chances are, some pledges will not come in, particularly with families who have left. They'll just wait it out. If anyone tried to design an ugly end to an excellent school, they could not have done it better than this. If Shirley Smith's account of the August admin.meeting is true (13 administrators?? That's a lot for 165 students & ridiculous for 125), it makes the saccharine-sweet memos from the Board & Head revolting and dishonest.

Few of you have nailed it’s but worth repeating!

BOT & HOS have removed themselves from any responsibility to the closing of the school if it happens at this point. As if the environment isn’t already toxic enough, families are locked in with the lions. Now they throw in some knives. Families are practically forced to pay and continue to endure the stresses of being in the school. This form of “blackmailing” continues. It’s barbaric and not in the spirit of WR. If anyone doesn’t support another decision to leave whether they are teachers, other employees, or families, shame on you for accepting their terms. Support your teachers if they choose to leave (there’s going to be pay cuts!). Support your friends if they choose to leave (their children deserve to be in a better and safe environment). Perhaps teachers can take their classes elsewhere away from this hellhole and form teaching groups for the remainder of this year. Get away from the abusers, we are always told.

Dear WR Teachers and Staff,
Before considering resigning, I recommend you contact the Employment Development Department to determine your eligibility for unemployment benefits at 1-866-333-4606. You may be better off accepting reduced salaries and if WR is unable to meet the settlement conditions and closes down the road you could be entitled to unemployment benefits which I believe is determined by your highest pay quarter. If you quit, you may not receive benefits at all.
Concerned WR Mom (WE love and admire our teachers!)

Dear Teachers and Staff.
I'm a WR parent just wanting you to know how sorry I am that you're facing cuts. You're an amazing, talented bunch and our kids are so lucky to have you in the classroom! It's heartbreaking to imagine you being offered LESS, after all of the stress you've endured. If you feel comfortable sharing any of your stories here (anonymously, I assume), maybe it will galvanize the parents into taking action! I know I'm not the only parent who is very upset at the thought of you receiving cuts.

It's not just cuts! Some employees are losing their jobs including a teacher who has been here for 23 years. Most of the administration will have jobs with some salary cuts. Salary cuts are not equitable. The cuts range from 10-20% for teachers and staff. It's unclear why there are discrepancies in the cuts.

Do we know which teachers were let go or had massive job/pay cuts?

So far I have heard of 10% pay cuts for some teachers. Not sure about all teachers. BTW, it is not just the salary reduction, they are also loosing retirement and matching funds for 410K.

As to the question of UI benefits if these teachers quit due to the pay reduction; WR is not dumb and 10% is not considered material enough to quit and receive benefits. I believe the guideline is 20% or more to receive unemployment benefits. However, pay cuts, no more retirement benefits and hostile work environment might be considered "good cause", but it would need to be very well documented. Teachers and staff need to talk to an employment attorney.

The pay cuts and the inequity of them is very bad news indeed. The HOS seems to have a track record of abusive control (from the postings here). With a stacked Board; she essentially runs the place w/o any substantial oversight. All non profits (501 (c) (3)'s are under the supervison of the Attorney General of the State; which "holds the assets in trust for the people of the State of CA". Complaints re mismanagement etc in this area (vacation payouts; etc) can be made to the office in SF. I'm surprised that the "settlement" has not been reviewed by this office (maybe it has but no reporting of it). The best non profit lawyers are Silk, Marious, and Adler in SF; they can give any interested party a read on this situation and what to do about a non responsive Board/HOS. I suspect the staff "choices" to be draconian and not so veiled attempt to consolidate control. No person should be able to exert such control; use intimidation; treat logtime staff so badly in any non profit much less a school founded on very solid principals. Time to clean house (Board/HOS); start anew. Prospect is awash with families fleeing this situation.

With reference to: Reply All, 8:59 pm on Thursday, December 1, 2011,

Does anyone know what the current enrollment is? Does anyone know the enrollment for specific classes? And what they were at the beginning of the school year?

Does anyone have any details on WR’s finances?

The vacation payout is even worse than we knew  - now with the settlement Windrush has to pay it back to the bank!
So Illana got hers, now Wells will get theirs, while the parents and staff have to eat $80k twice!

- Windrush will transfer $30,000 to Wells Fargo on or before December 5, 2011, as a partial repayment for September disbursements to the Head of School.

- Windrush will transfer $50,000 to Wells Fargo on a monthly schedule from January through April as a balance of the repayment for September disbursements to the Head of School.

You got to be kidding me!!! Oh what the heck since there's a gathering pot-lock next week to celebrate this fantastic settlement and reconcile differences, parents can just bring cash instead of food to help out. Laurel above is right, you can't design an uglier ending to what once was an excellent school.

Ilana- If you don't personally pay back the payouts rather than our pledges covering them we will stop our pledge & tuition payments. YOU lack any ethics & professional responsibility. We are only still here because of the teachers. We have zero confidence in HOS & BOT.

Who should I consult to interpret the latest BOT letter: a lawyer, a psychic, or a mastermind novelist?

@Ira, the enrollment number you seek is in the article.

"When elephants fight, the grass gets hurt."
- African Proverb

"During times of universal deceit, telling the truth becomes a revolutionary act."
- George Orwell

"The leaders who work most effectively, it seems to me, never say “I.” And that’s not because they have trained themselves not to say “I.” They don’t think “I.” They think “we”; they think “team.” They understand their job to be to make the team function. They accept responsibility and don’t sidestep it, but “we” gets the credit…. This is what creates trust, what enables you to get the task done."
- Peter Drucker

All psychiatrists are taken around here.

@Ira -Tuition insurance will come through, according to the board. I agree with your point of many uncertainties. Up to this point, many thought they can change things but walking is the only way to not be a part of this "Nightmare on Elm Street".

I am not part of Windrush, but from reading the comments since the story broke, it does not look like families and teachers were well organized and unified.

In this uncertainty, I do not see how parents can keep their children in the school. If a large number of families had stated their objectives to management and were committed to withdraw their children if they did not have clear written assurances they would get what was agreed to, then I think might have gone a little differently. Even now I think parents need to know details as to the judicial agreement, the finances, and enrollment.

When are the next tuition payments due?

Teachers, why not at least give the Berkeley or Albany teachers unions a call? Perhaps some of their leaders can help or at least offer some advice or comfort.
http://www.berkeleyfederationofteachers.org/

http://www.ata-ausd.org/

"We all look forward to a fresh start, and as difficult as this settlement process has been, it will enable us to move forward with a sense of certainty and confidence."

Nothing fresh about it. No certainty in it. No confidence all around. Reading HOS & BOT messages conjure up images of teletubbies in la la land.

"All tyranny needs to gain a foothold is for people of good conscience to remain silent."
- Thomas Jefferson

"The Bully has a Jekyll and Hyde nature - is vile, vicious and vindictive in private, but innocent and charming in front of witnesses; no-one can (or wants to) believe this individual has a vindictive nature - only the current target of the serial bully's aggression sees both sides; whilst the Jekyll side is described as "charming" and convincing enough to deceive personnel, management and a tribunal, the Hyde side is frequently described as "evil"; Hyde is the real person, Jekyll is an act."
-Tim Field

Definition of Dictator (from Merriam-Webster Dictionary)
a : a person granted absolute emergency power
b : one holding complete autocratic control
c : one ruling absolutely and often oppressively

Definition of Tyrant (from Merriam-Webster Dictionary)
1a : an absolute ruler unrestrained by law or constitution b : a usurper of sovereignty
2a : a ruler who exercises absolute power oppressively or brutally b : one resembling an oppressive ruler in the harsh use of authority or power

If you want to help Windrush employees and families feel less brutalized by the BOT and HOS, I urge you to copy-paste this letter, adapt it in a way that feels comfortable, and e-mail it immediately to Sarah Flowers, Chair of the Board of Trustees of Windrush School. Her e-mail address is: flowers.sf@gmail.com.

Please do this today, right now. It’s urgent.

To Sarah Flowers, Chair of the Board of Trustees of Windrush School:

If Ilana Kaufman is not terminated by 3:00 p.m. on Tuesday, December 6, 2011, and an announcement made to the Windrush community that she is no longer an employee, this is formal notice of my intent not to pay my pledge dollars.

(possible variations):
1. I will withhold my pledge amount of _______; AND/OR
2. I will vigorously defend any effort made to collect and seek attorney fees, if necessary; AND/OR
3. I will urge family and friends to withhold their pledges; AND/OR
4. I am sending a copy of this letter to counsel for Wells Fargo Bank and Judge Lafferty.

Very truly yours,

Name

I had read that pink slips and contract amendments for salary reductions were being handed out Friday. Did any teachers get laid off? Admin.?

@Deborah: The school would not accept those pledges. Several people tried to submit conditional pledges and were told by Ann Root that the pledge forms couldn't include any conditions other than continued operation of the school.

Fraud and/or unlawful conduct are nullifying events, however. A person who was not aware at the time a pledge was made that (a) Ilana had helped herself to $80K before bankruptcy filing, or (b) that the school (at least according to WFB, and I found their moving papers to be very persuasive) deliberately and in violation of the terms of the loan agreement kept money out of reach of the bondholders, or (c) that IK has been engaging in an unlawful pattern of behavior towards employees (at least according to the NLRB, which investigated her and found cause to proceed to trial against her on 1/11/2012) -- would have a strong argument, IMHO, that they're released from an obligation to pay their pledge.

It is my understanding that unless a pledge form/statement includes words saying it is specifically non-revocable, or the pledge was made in exchange for goods or services which have been received, IT IS REVOCABLE.

There are so many holes in the pledge form that it looks like a flat cheese! So many angles of misrepresentation from the school.

If the parents are to make another stand, it must be firm and with consequences, tour de force. Put the ball back in their court! Speak with your tuition, pledge, and your feet! Remember all the calls, meetings, tears, petition that accomplished nothing. They plan to elect new board members. This is going to soften some people into thinking there's going to be a proper channel to change. Just remember how many board members have left and that this pro-IK core group runs the show.

http://www.insidebayarea.com/top-stories/ci_19459292
Wells Fargo, a target of Occupy protests, shows its charitable side

Is any group working with Wells Fargo?

JR our beloved second grade teacher - after 23 years of service - gets laid off. Seriously? Ilana Kaufman (if that's your real name), you should be ashamed of yourself. Once again, you've made the wrong decision. I guess you still need a "Dean of Students" - a new position created this year and two lower directors (new positions created this year) for all 100 students!!! How did the BOT agree with this?

Current enrollment is around 120 and several families have told us they're leaving.

We'll know more next week after people see what happens because of the cuts, layoffs, if teachers decide not to accept the terms they were given and if Ilana is asked to step down by the Board or not.

https://skydrive.live.com/view.aspx?cid=FDB89BF8628816DA&resid=FDB89BF8628816DA%21105

following is the email sent by the WR board yesterday, 12/2/2011:

Date: Fri, 2 Dec 2011 18:42:44 -0800
Subject: [Windrush] Settlement Details and Invitation to Community Meeting
From: wrboardexeccomm@windrush.org
To: families-windrush@windrush.org; schoolwide@windrush.org

Windrush Community:

We are relieved, excited and exhausted after the last 9 weeks of bankruptcy hearings, settlement deliberations and, most recently, mediation. We are writing to give more detail about the settlement, discuss the implications and, outline next steps. We will explore the following:
•
What the settlement means for our kids

•
What the settlement means for Windrush families

•
What the settlement means for Windrush faculty, staff and administration

•
What the settlement requires of Windrush in specific terms (major tenets of the agreement)

What the settlement means for Windrush kids

We believe that the settlement we reached yesterday is the best possible outcome for our children. In contrast with other scenarios, the settlement provides a stable environment for our students and gives them an excellent chance of finishing out the school year. Our faculty and staff will now be able to continue focusing on teaching our children and helping them learn without the constant anxiety and stress of a sudden school shut-down triggered by a process outside of our control.

What the settlement means for Windrush families

As long as we maintain our enrollment and meet two critical milestones (December 31st and January 31st ) the threat of the school closing in the middle of the school year due to Court action is gone. Bankruptcy will be dismissed. In addition, the threat of laying off all of the Windrush faculty and staff due to a mid-year school closing resulting from an order of the court is gone. However, there is the possibility that we fail to meet milestone conditions laid out by the agreement (summarized below and in detail in the settlement document).

The settlement shifts from an environment of anxiety and uncertainty framed by a bankruptcy process in which we were not in control to an environment of certainty and clarity framed by a settlement process with clear targets in which the Windrush community is in control of actions required to exit bankruptcy and stay open at least through June 30 (see below for a detailed list of those targets). We cannot say that there is no risk, but the expectations are unambiguous, achievable and in our control. The Windrush community must simply meet their tuition commitments, pledge obligations and maintain our enrollment.

What the settlement means for the Windrush faculty, staff and administration

The imminent threat of the closure of the school in December and layoffs is gone – as long as we meet our December 30th and January 30th milestones. Instead, the school year continues as planned through June 30th and perhaps beyond. If we do decide to close on June 30, the faculty and staff can be supported by our community and administration as they seek new employment for the next school year while working on closing out the year with a bang.

We are now working from a new, approved budget. The budget forecast includes paying teachers who are on a 12 month pay schedule their summer payments early in June.

To get to the end of the year, however, cost reductions are required. Early in this process, the Board directed Ilana to prepare a budget that would reduce expenses and maintain minimum cash balances through June 30th. This budget has been central in our negotiations with the bond-holders and meeting the budget is at the heart of the settlement.

The mechanisms that we have approved in the revised budget include the reduction in scheduled hours of several employees (e.g. moving from a full-time 5 day per week schedule to a 4 day per week schedule); a reduction in pay as a percentage of salary for other employees and the elimination of two staff positions and one faculty position, resulting in three people being laid off. Impacted positions were based strictly on business need.

Today, the school administration individually notified each affected employee of these budget changes. The effective date of these changes is December 17, 2011. The Dianne Driscoll, Elementary School Head and and Ed Mercer, Middle School Head will be scheduling meetings with parents in their respective divisions to meet as smaller groups to explain these changes.

What the settlement requires of Windrush in specific terms (major tenets of the agreement)

Many of these requirements were not proposed by Windrush, and were the subject of intense negotiation in which we held out for the most manageable terms possible. But, we have determined though challenging, these conditions are reasonably achievable. The following summarizes the major points of the settlement, but does not cover all the details in the agreement.

•
Windrush will occupy the current property through June 30, 2011 rent free, but provide a deed in lieu of foreclosure to Wells Fargo.

•
Windrush will cooperate in marketing the property for sale / lease.

•
Windrush will maintain ownership of its cash though we agree to transfer all incoming revenue less $50,000 for operating purposes to Wells Fargo. Windrush would then requisition Wells Fargo as needed for cash to pay operational expenses per the approved budget through June 30, 2012.

•
Windrush'sofficial enrollment count must stay at or above 105 students as of either December 31, 2011 or January 31, 2012.

•
Windrush will collect $980,000 by December 31, 2011 in revenue from tuition and pledge payments which is 87.7% of the forecasted budget amount for those sources.

•
Windrush will collect $1,187,000 by January 31, 2012 in revenue from tuition and pledge payments (after September 30) which is also 87.7% of our forecasted budget amount for those sources.

•
Windrush will transfer $30,000 to Wells Fargo on or before December 5, 2011, as a partial repayment for September disbursements to the Head of School.

•
Windrush will transfer $50,000 to Wells Fargo on a monthly schedule from January through April as a balance of the repayment for September disbursements to the Head of School.

•
Windrush will maintain an end of month cash balance per the following schedule:
◦
at or above $400,000 at the end of December 2011, January 2012, February 2012 and March 2012

◦
at or above $350,000 at the end of April 2012

◦
at or above $200,000 at the end of May 2012.

•
Note: the revenue targets above are calculated as a cumulative amount of tuition and pledge payments received after September 30. The calculation may include securities which must be liquidated into cash as soon as practicable, but cannot include checks dated beyond the deadline. We are also expecting payment on claims on our tuition insurance policy as part of these revenue targets. These revenue amount calculations cannot include the $80,000 of repayments to Wells Fargo.

Once we meet the obligations of January 31, 2012, the chapter 11 bankruptcy case will be dismissed. However, if Windrush fails to meet any of these targets, we would be obligated to wind down our operations within 30 days.

Merle Meyers will file the final motion for approval of the settlement to Court on Monday or Tuesday. We can make that motion available to the community after its filing.

One more thing: the future of Windrush

This settlement gives us the greatest chance possible of keeping Windrush alive beyond the school year. It will take a strong commitment and energy of a significant number of people. In the next few weeks, we anticipate a renewal of these planning efforts. The first order of business will be to gauge the desire of the community to continue and if so, what focus and form a 2012-2013 Windrush might take.

We believe that the education all of our children have received, and continue to receive at Windrush is a treasure and deserves to live another day.

What's Next: Community Meeting

We appreciate that the above details of the settlement are a considerable amount of information to digest and understand at first glance. So, we are scheduling a Community meeting to review and clarify how this impacts Windrush kids, families and faculty, staff and administrators.

* * * * Please join us for a Community Meeting this coming Monday evening * * * *

When: Monday, December 5 at 6:00 PM

Where: Multipurpose room at Windrush

Childcare: unfortunately, no formal childcare can be provided by the school

Thank you so much for your amazing support, passion and love of Windrush.

Windrush Board

Lucy Aghadjian, Kelly Buckeley, Alana Conner, Sarah Flowers (Chair), Ilana Kaufman, John Muster, Troy Tyler

@M. Smith - Good idea! We are with you on the letter to Sarah Flower, Chairperson of the Board.

@Grapes of Wrath - What a great song! How did that come up?

The Board sent more details of the settlement which said Windrush had to pay the bank back $80,000. It said $30,000 is due now and $50,000 is to be paid over the rest of the year. It didn't say Ilana Kaufman was paying it back. We may be paying $80,000 twice!!!

Why didn't most of the administrators get laid off? With 40-50% pay cuts they may also be eligible for unemployment. Oh, and if Ilana gave herself the same amount of pay cut, she can get unemployment.

Why not lay off administrators so the teachers can keep their full pay? We don't need so many administrators now for 120 students.

Many parents, like us, are upset about the teacher cuts and layoffs while Ilana Kaufman is still there and all of her administrators.

Some teachers may be working less time as part of their cuts. If that happens then some classes may be combined.

We need to know about that NOW so we can make decisions about keeping our children here or not.

By the way we are not attending those "Celebration Potlucks" next week. We are not celebrating!!! It is not the time to do that. Wait until January and then we'll see.

Several families said yesterday that they were probably going to go. That means we would be getting closer to the 105 mark....YIKES!!

“• 
Windrush will collect $980,000 by December 31, 2011 in revenue from tuition and pledge payments which is 87.7% of the forecasted budget amount for those sources.”

can someone break this down? does it mean that 87.7% of that needed $ projection is from tuition and pledges? that means, in Dec 31 if no more tuition and pledges come in, its holding is $120,540?

WR has to pay WFB: as repayment for September disbursements to the HOS: $230,000 in total? (30,000 + 50,000x4) ??!! Was that amount the accrued vacation taken ahead of time or did that include something else?

Q about not enough's comment: "Why didn't most of the administrators get laid off? With 40-50% pay cuts they may also be eligible for unemployment. Oh, and if Ilana gave herself the same amount of pay cut, she can get unemployment."

1. How many administrators are there? I'm assuming the board is all volunteer. And I thought a number of positions are dual teacher and dean or teacher and head of positions, is that right? How many "pure admins."?

2. This makes it sound like people who get drastic pay cuts can claim unemployment insurance, even if they are still employed. Is this true? I thought you had to be unemployed.

Sorry if I'm not interpreting your comment accurately. Thanks to anyone clarifying for me.

I cannot imagine WR getting the full expected tuition payments, as I'm sure there are numerous other students leaving in the next month. I also cannot imagine WR getting the full amount of pledged money. So when they aren't able to meet the criteria, the HOS and Board can blame it on the "community" of parents, eh?

"If you are neutral in situations of injustice, you have chosen the side of the oppressor. If an elephant has its foot on the tail of a mouse and you say that you are neutral, the mouse will not appreciate your neutrality."
~Bishop Desmond Tutu

Oh, Grapes, you rock. You really do.

Despite the chirpy reassurances from the BOT the agony continues for WR families. BOT's memo states that "if Windrush fails to meet any of these targets, we would be obligated to wind down our operations within 30 days." I will leave it to those who know the school better to comment on whether it can meet the 12/31/11 and 1/31/12 financial milestones outlined in the settlement agreement.
But the settlement has put the WR parents in a horrible position. If enrollment dips below 105 at the end of January, the school is obligated to wind down operations within thirty days. This means affected families would be looking for a new school after the Spring semester is well under way. Knowing that enrollment is now down to around 125 and other families have already announced they are leaving, anyone considering staying is rolling the dice that there will be enough kids come January 31 to satisfy the agreement. Faced with that tremendous uncertainty, I would be doing all I could to get off that sinking ship with all deliberate speed.
Am I missing something?

@Carter, No, actually, enrollment is down to around 120. Ilana has not been truthful about the actual numbers. Big surprise there, I know. All it takes is 15, and the school closes. One big lifeboat. (Nobody should blame you, at this point. I certainly wouldn't.)

105/120 = 87.5% So needing 105 retained students out of 120 current students is consistent with the financial requirements posted above.

Ira, your calculation is cleaver. I was trying to look at from the standpoint of dollar amount thinking of how the pledges and the tuition insurance come into play. you might be right that all they are looking at is a general student percentage remaining.

Only two more weeks of school in December. Families really need to decide before the holiday. if they wait until Jan when school resumes, they might find themselves packing their kids' things while some families start in their new school. really, this settlement just puts families in two more months of stress after having just went through two.

I find the letter to the community from HOS and BOT to be very, very disturbing based on what is NOT said in that letter. The elephant in the room is whether or not the HOS will be paying back her $80K disbursement that Wells obviously believes she owes to them/the school. The settlement reflects a clear message from Wells that they do not believe that money is rightfully hers. It seems that if she were going to pay it back, she would have offered that up right away. Her silence and the silence of the BOT on this issue is both telling and deeply disturbing. The decision to return those funds or not could easily be the tipping point that determines whether Windrush makes it, or if it goes into Ch. 7. Obvious reason is the deep resentment and injustice parents/pledgers will feel if she doesn't pay it back. If WR goes into Ch. 7 she will have to return those funds anyway (6 month look back), so the prudent thing to do is to return the $$ now and restore some modicum of good faith.

One of the rubs to being laid off is that eventhough the teacher who got laid off worked the last 4 1/2 months just like all of the other teachers and staff, that teacher will not receive her paycheck of December 30. That's an extra rub in the wound....No equity or compassion for doing all of this right before the holidays. Happy Hanukkah! Merry Christmas! Joyful Solstice! Not right!

@Ira, while I'm not in the WR community, I think I can make some guesses as to the rationale for staying.

--a portion of kids who remain are in 8th grade. Who wants to look for a new school for just one semester?

--some people prepaid tuition, and want to get what they paid for.

--people have close relationships to their children's teachers, and want to stick by them. Who wants to be the one that triggers a loss of a person's livelihood? (A few more months gives teachers more time to job search).

--some people don't find their neighborhood public school acceptable, don't have the resources for a new private school, and they work 9-5 jobs so they can't homeschool.

It's not that easy to waltz in to public school midyear. Most area schools are filled to capacity. Of course they would have to place your child somewhere, but it might be a school where you know no one, nowhere near your house. Not appealing.

???

While there are reasons to stay, there are greater reasons to leave. This goes for faulty and staff that spoke up against the HOS or signed the vote of no confidence, which is probably sitting in IK’s desk as a daily reminder! Kudos to the brave teachers that signed it. Sadly, the community did not come through for them or for themselves. Many who have left tried to take action but failed, mostly due to the lack of support. Many more will leave. Is the community giving the teachers more time to look for new jobs, or more time for IK to prevent them from getting new jobs.

The problem with the tuition insurance was mentioned before a few times which presents a huge problem. They weren’t willing to pay until they know the school will stay open. What is preventing them from taking the same approach now that there is this so-call settlement. There is legal room for them to wait until Jan 31. If the school closes, they will have much to gain and worthy of any legal maneuvering. It seems like the situation is no better than before the settlement. Parents now have to take even bigger gamble by waiting until Jan 31. Do schools, private or public, even take students after that. Imagine the stress on your children? By now, they must be filling up by exiting students.

I wouldn’t expect the school to alert parents of student count with the holiday coming up. Since the beginning of this crisis, the school has done everything they can to keep the attrition number hidden. Who am I kidding, they kept everything hidden! You’ll wake up one morning with a message from the board:

“the community does not support the school to stay open”

instead of what should be said:

“we have not done enough to give reasons for the support we need to stay open.”

caring parent, well stated.

People do not really know what the insurance company is going to do or what the budget is or the cash flows or to what extent promised donations will actually occur or have occurred or if the person who made the matching grant promise has followed through or how many students there currently are or how many are definitely leaving or how many teachers are about to take other jobs (or which ones).

What I find amazing is that people have said there have been issues for several years, yet the teachers, the parents, and the alumni never organized. Even when the administration said it needed $800,000+ in pledges, people just stepped forwarded and made pledges without demanding any changes. Even now, I do not see any indication that there will be any sort of organized effort. Instead people appear to be functioning more or less in isolation.

I still think someone should call up a local teachers’ union official or other community organizer and ask for volunteer help or pay some relatively small amount of money to get skilled organizational help.

There are places to check
National association of independent schools. (nais)

What were the soft signs that this kind of management was taking place
Where is the previous financial director?
Or the support center for non profits in sf
Concerned

@Ira, I can offer some perspectives from a parent POV pertaining to your inquiry. Though there were problems for years, a majority knows nothing about those problems. We were presented with financial issues in the Spring, after contracts were already signed. I know people have dug up all sorts of warning sign after the fact, but no one started digging until earlier this Spring. We were fed by the BOT sugar-coated messages. As you now know how the BOT talks, it’s far from the reality of the situation. At that point in the spring, there were rumors about abuses. People who knew protected the teachers and said nothing when asked. We asked the board at that point many questions, including treatment of teachers, how many are not returning to the school next year and many more, but over and again, either we were ignored or fed with spins. Then summer came and the lies continued through emails. School started and the fewer number of students was a shock to everyone. At that point many of us realized it’s a mistake to return. Within a month, we got that BAD news from the board. Money was raised due to desperation, pride, fear, and commitment. There was very little time to organize. However, there were at that point, already plans for exit for some, plans to take the school for others, but yet many just did nothing and putted their full faith on the board. Two months into this crisis at this point, many fighters have left the school in disgust.

cont.
Many remaining still want to fight, though also divided in actions that are useful. Some cares nothing but just have their children finish the school year. You are right, I thought there’s a more organized attempt now after the lay offs and pay cuts, but like you said, it doesn’t appear to be. There’s still hostile divided community on what to do. In the end, those who remain will be placid group that’s just fine with the way things are as long they get to keep their little group together for a few more months. There will be a few individuals who will go after the lion, but they will be chopped down and eventually leave too in disgust as all the previous small group that made their attempts. I’m not sure the community will ever learn. On the positive side, many people who are present now and have left, including teachers, love WR as it once was will be ready to move with the few who want to take back the school.

PS>I really wonder what that 250K matching donor is thinking right now.

The kids still have 6 months of school. Get real - the teachers should refuse to show up for work unless IK is gone. So should the kids. No one should give them a dime. If you simplify everything that is the only course. Better to close on Jan 31 and be done with it. Normal people need to get away from the narcissistic board, their lawyer and that Thing that seems to run the place. Nothing but anger and resentment can exist there now on any level.

Moving forward, there is a great risk the school will close before the end of the school year and in any case the environment is sure to be very bad. I would say that by continuing to not organize families are putting their children at risk of a bad experience. No single parent can control whether there will be enough students or enough money or whether a favorite teacher will suddenly quit and take another job. It seems likely the environment will be worse come January. How can parents say things about HOS and then keep their child in the school?

It seems to me the rational action would be to have a coordinated effort that attempts to achieve the various objectives that have been stated. Failing to achieve the desired objectives, how can parents leave their children in school? Can public school be worse than this?

Can one parent in each class call all other parents and then those leaders could combine results.

We don’t know the financial details, but it only takes about 15 withdrawals out of 120 students to put an end to WR. I hope that parents who are intending to stick it out will at least be prepared should the school shut down.

In addition to finding an organizer, there is likely a need to obtain legal advice.

Does anyone have evidence that the big donor actually exists?

Do you know the difference between IK and Jerry Sandusky?

If you look on the Windrush website (Windrush.org) 2 of the middle school teachers that remain are 2 of Ilana's strongest supporters, passing the intimidation and bullying mindset straight to the children, targeting children who "don't fit the WR mold." These 2 teachers may be part of a (small?) IK support network who do not want to oust IK nor do they want to be transparent with the community. This is not to say that the majority of the teachers there are appalled at what has happened and do wish to change the administration and climate at the school. However, it's just a thought, but this small support network might be why some of the united organization may not be happening.

This is what I learned from reading EC Patch and documents at the Emma site.

1. WR sold bonds and made optimistic assumptions regarding future enrollment (8/6/2007)
2. WR lost a lot of money(12/28/2009)
3. WR lost a lot of money(12/30/2010)
4. WR defaulted on a loan payment (7/5/2011)
5. WR informed teachers of the default over the summer 2011
6. WR filed for bankruptcy (10/10/2011)
7. In an apparent vote of confidence for management, WR raised over $800,000 (about $5,000 per student) in a very short period of time
8. Many posts on EC Patch say that the HOS is not a nice person and there have been problems for years and that the environment is poisonous
9. Enrollment has dropped to 120, families feel powerless and uninformed, yet many want to continue sending their children to WR and giving their hard money to WR management and the bondholders

Families seem to be quietly withdrawing their children. If the parents of half of the current 120 students are thinking of transferring their children and only 1/3 of that group of 60 actually do so, then the school closes. Given that people feel they are being kept in the dark, again how can parents keep their children at the school?

I'm not a lawyer and I don't know much about bankruptcy - but my understanding is that the bankruptcy process is intended to provide some protection to the organization going bankrupt. It looks to me like this agreement is essentially a process to close the school without going through the legal hassles and expense of bankruptcy. If the conditions aren't met (and it sounds to me that there's a better than 50/50 chance they won't be) there is no more chance to re-enter bankruptcy - it's over. This agreement says "hand over the keys, you're done" - no more bankruptcy delays or expense, no more negotiating. I'm sure this benefits somebody... I'm just not sure who (probably the bank and maybe whoever would be liable at WR). It's very sad - but looking at the financial records for the last 2 or 3 years, it shouldn't have come as any surprise. People were either not paying attention or simply burying their heads in the sand.

About 50 children have left WR this year. How are they doing? In retrospect, do their parents think they made the right decision or do they wish they had left their children in WR?

I hear the El Cerrito cops are back on campus this morning, responding to a call about a loud argument between IK and a parent. I don't know if it was IK, the parent or someone else who called the cops.

@Paul, tell you who this benefited: everyone but the families, teachers and staff. The judge didn’t have to rule. The BOT & HOS can say they succeeded in a settlement to keep the school open, and WFB & bondholders can say the closing of the school is not of their doing.

@Mary, keep us posted.

@Ira, Since they have left, WR hasn’t gotten any better. At least, they thought IK would be gone by now, which is what most parents who left wanted. I’m sure they are glad that their children have moved on and continue their learning. Families who left knew that whether it was then, now, or in June, WR as they know it is over. Goodbye was inevitable.

I just got confirmation from staff that cops were at campus today due to a fight between IK and a parent. Apparently, parent called the police. IK still on campus and still employeed. Please teachers and parents, go on strike, picket the school until she is fired. Enough already. Parents - call your teachers and join together to end this nonsense. I'll stand on the picket line with you and I don't even work there or send my kids there.

According to the calendar, there is a board meeting on December 13. It also appears as though December 16 is the last day of school. School is supposed to open on January 2. Probably the biggest need is for families to be prepared to have their children attend a different school on January 2.

There's school meeting tonight, board meeting tomorrow night. Those who pledged and select a payment plan, Dec 16 is one of the due dates.

If you attend tonight's meeting, DO NOT DRINK ANY KOOLAID!!

@Ira: You asked this morning, how, under the circumstances, can parents keep their children at the school?

We already pulled our children out and are grateful that we made that decision. For others, the decision is not as clear cut.

Of the families I know who are still at WR, some prepaid their entire tuition at the beginning of the year. These folks were motivated to help the school by paying early. Now their "thank you" from Windrush is a bankrupt, probably soon-to-close school. Their savings is likely depleted and and they don't have tuition insurance to pick up the difference.

Another group that is staying put are those who received a good financial aid package at WR. I can sympathize with their situation since they are unlikely to receive similar packages at other independent schools mid-year. Therefore their options are to either remain to the bitter end or switch to the public options that they were trying to avoid in the first place. This probably accounts for many since I was told that around 50% of families at WR receive some sort of financial aid.

Another big group of families who have an incentive to stay put are the 8th grade families. I last heard that none have left the school. Of course that makes perfect sense. They are just trying to complete their final year at WR and are in the midst of looking for a high school.

So there are actually parents that are leaving theirb kids inthis invironment where screaming matches and outburst of the HOS seem to be on the daily agenda then send them to their public school? Puzzled..

Where accrding to many many posts here the HOS has bullied both parents and staff as well as kids?I know that that would be absolutely unaccebtable at ourpublic school.

I have never heard of another bay area private school with the troubles and tension described here, This is a very unique situation. Most schools live up to their mission statement and there are checks and balances. I think this is why it came as a shock to parents that this was happening. It is probably not anything against local public schools: parents wanted something special that Windrush offer(ed). But you can ask the National Association of Independent schools or CAIS and make a complaint there. This is the professional association that I think Windrush belongs to. EBISA (East Bay
Independent School Association) is the local group that many of us private, small, or independent schools belong to. The few people at Windrush have possible cast a pall over the rest of us schools who treat parent, staff and students very well

I didn,t really see it as anything against public schools I just can,t wrap my head around it that,s all...I mean anything must be better than what,s happening there right now...no? Personally...and this isno atack against anyone....everyone probably has thbeir reasons....personally I would remove my child asap from that invironment...just as I would do if I would experience it at our public school

To @ira and @astrid: I'd prefer that this doesn't devolve into another public v private debate, but since you ask, here are some of the reasons in no particular order why we picked a private school.

1. small class sizes
2. teachers who have the leeway to be creative instead of teaching to the test
3. quality on site after-school program
4. Spanish from K on
5. Art, Music & Computer
6. Safe, sheltered environment
7. Share school with like-minded parents who value education
8. Overnight field trips

I too think that the Windrush meltdown is unusual. I grew up in the Bay Area and also attended independent schools. The schools I attended are still around and thriving. Since we looked around for alternatives in the East Bay, we also found that there are other excellent thriving independent schools nearby. Unlike Windrush, these schools were fiscally responsible and are consequently in better shape. Our new school is even offering an annual "state of the school" meeting this month. How is that for refreshing transparency.

F. Scott Fitzgerald was once asked how he went bankrupt. He replied, "Very slowly, then all at once."

It seems the same could be said about Windrush. Over the last several years many families left for a variety of reasons. For a long time it was easy to just think each had a personal reason. But if you got a number of us in the same room and we were able to talk openly (without being targeted with hostility), some similarities would crop up: a secretive, out-of-touch board; a hostile HOS; teachers treated badly; some kids treated as undesirable, and of course rising tuition. And as far as I recall, we all gave the most benign of reasons for leaving because we didn't want to face the rage of other families for saying the emperor had no clothes.

Then this year's default on the loan and deceit of the administration, the foreclosure and genuine desire to do everything possible to help a beloved school survive. The last two months have been a cornucopia of reasons for outrage. Families have left in droves! But other people on this page have given reasons for staying, and they are valid.

The whole situation is terrible. I even feel for IK. Granted, her behavior has been wreckless (and may not be lawful), but she's human too. She's become a classically tragic figure, digging herself and the school deeper and deeper with each denial.

I don't see how the school will make it, w or w/o IK, and that is terribly, terribly sad, even for those of us who left years ago.

I really like to add to that in case people get the wrong impression. The recent crisis does not represent the history of the school. Even though the current crisis is a result of several years of mistakes made by the leaders of the school, WR’s children has been learning, thriving, and very happy at the school. The teachers and staff are fantastic and the parents are kind. Everyone likes and respects one another. No kidding! The children are happy to go to school everyday. I have 0 worry. We enjoy coming to volunteer for the school. Everyone knows each other. That’s what we paid for. I don’t regret going to WR because the children at WR grow to love school. It’s only in recent months that things have spiraled into this insane environment even though the problems have been hidden for years. This did not affect the quality education and care the children received. Nothing is recognizable anymore. WR died when the board filed for bankruptcy. From then on, it’s just a case study of how people react in crisis and it’s pretty toxic from top down. This morning’s incident with the HOS demonstrates that no one can control the confrontational environment anymore. That’s goes from top down to the parents. Not good for the children.

@former parent...I did not ask why you chose private school..I questions why parents would still leave their kids in the environment that now exists...

I hope before long we can get reports from those who attended tonight's community meeting. I'd have a few questions of the BOT starting with these:

1) Why did you think that once you defaulted you guys would be able retain control of the physical plant?
2) We understand the school has been in poor financial shape, but do you really want us to believe there was nothing you could have done to keep it open for the balance of the school year?
3) Did you underestimate the effect filing for bankruptcy would have on the community?
4) Are you surprised students have fled in droves since that filing?
5) Do you at last understand that the $80k in preference payments to your hand-selected HOS created an intolerable appearance of impropriety, and that your failure forcefully to address this issue guaranteed the early demise of Windrush?
5) Do you really think you will still have 105 students come January 31, or do you now realize that Windrush's future is measured in days, and no longer in months?
6) Do you think you were well-advised by legal counsel during this debacle?

Other questions for the BOT, anyone?

Getting preliminary reports back from the meeting...hearing that Lucy Aghadjian, speaking on behalf of the BOT, defended this morning's tantrum by IK, stating that if a parent were critical of her, she would also tell that parent to pull her kids out of the school.

Ilana Kaufman continues to underestimate the community. She never thought the community would succeed in the fundraising effort, had no idea how staff and faculty were united, underestimated the counsel for WFB, underestimated judge William J, Lafferty and as late as this morning underestimated the response of a parent whom she tried to intimidate. Why is she allowed to continue to make decisions that affect the community?

Another link

http://www.greatschools.org/california/el-cerrito/9325-Windrush-School/
In fact some Trustees just bailed and pulled their own kids out of the School and put them into Prospect Sierra when they knew insider information about the School's financial difficulties.

WOW and MAGICAL are my favorite words to describe what goes on at Windrush. It is amazing to see how turned on my children are already just after three weeks. I have two boys, a kindergartner and 5th grader, at Windrush. The LOVE it! The staff is fabulous ALL OF THEM!

At tonights meeting, the attorney and BOT were on hand to summarize settlement terms and answer questions. At one point, a BOT member who no longer has a kid at WR basically blamed the parents for the demise of Windrush. She said (something to the effect) that if everyone paid their tuition, WR would not be in its current situation. I think this really put off many parents who were on the fence. Several parents pointed out that they would gladly pay their tuition and pledges if they felt confident in the leadership (aka HOS Ilana Kaufman) and future prospect of the school. There seems to be a disconnect - parents are not willing to pay for something they dont believe in, the BOT seems to be too quick to blame the parents for non-payment of tuition/pledges. Yet acknowledges that the "chaos" would be uncomfortable for some. There is a definite stalemate going on here...

Okay, so tonights meeting was very orderly and people were, for the most part, attentive and respectful. At the end, however, one parent brought up the issue of "outbursts" by the HOS, Ilana Kaufman. This parent was visibly upset that the investigation was conducted and closed with no admission of wrongdoing. This parent is dealing with a traumatized child who lost a best friend (who was pulled from school the next day). Another parent, mentioned today's incident where the police were called. A BOT member alleged that calling the police was a waste of police time. Seems like a lot of denial that outbursts are happening...another episode of the twilight zone?

So does anyone have the b_lls to sue IK and the BOT for return of the $80,000, or is everyone just going to b_tch about it?

No male parts necessary: Any "vested" individual (parent of kid at school; teacher; staff) can file a complaint with the Department of Justice, Office of the Attorney General, Charitable trusts Section; complaint form is online at the AGs website. Address is: 455 Golden Gate Ave., Suite 11000, San Francisco, CA 94102; 415-703-5500. The AG regulates non profits and how they use funds on behalf of the citizens of the State.

Some of the statements of current BOT on the WR website show a complete HOS bias and not the usual "arms length" oversight mind set; scary.

Does the WR board have the audited financial statement for the fiscal year ending June 30, 2011? If not, when will it be made available?

Given that the school needs every last student to remain open, Lucy Aghadjian's defense of Ilana's actions last night was wrong. Neither Lucy nor Ilana should place their own hurt feelings or problems with a parent ahead of the school's existence, and that is what they have done (this time it was just especially stark). If the school closes now after so much work and money to keep it open, it will be because of their blindness to their own failures by large measure. Windrush could survive a bad debt decision, and even Trustees who cannot be trusted, but it will be damn close.

I do not see any scenario which would allow the school to remain open past June 2012. How is the school going to make its July 2012 bond payment? The school needs to have 300 students, not 100 (and it would surely be less after this school year).

Is the main goal of the administration to keep the school open or is it to avoid potential liability or something else?

As far as I can tell people are reporting that for several years HOS has not been friendly but the Board strongly backed the HOS. The financial statements show that the school has been losing huge amounts of money for quite some time and could not really expect to pay back the loan. Right now it is interest only. WR needed increasing enrollment, not decreasing enrollment in order to make huge bond payments.

I think that once the economy tanked in 2008 WR had very little chance to survive. In spite of warning signs, I do not see evidence that the WR community made significant attempts to address the financial dangers.

Perhaps in retrospect the school needed a different, more open, governance structure.

A few thoughts on Boards of Trustees and common practices that might shed some light on the WR situation. This is not confidential or insider information, but rather offered as context for better understanding or interpreting some of the “facts.”
It's in 5 pieces.

The National Association of Independent Schools (NAIS), of which WR is a member, publishes a Trustee handbook and provides schools with numerous supports to operate using “principles of good practice.” These principles and the handbook outline overall roles and responsibilities. Three important considerations: 1) The Board’s primary role is to be a steward for the school, which means to oversee all policies and to be responsible for the financial health of the institution. The Board’s only employee is the Head of School. They are responsible for hiring, supervising, evaluating, determining compensation and firing the Head. Most schools do not have the entire board negotiate compensation with an incoming head or one whose contract is being re-upped, but rather the executive committee gets general the support from the Board to act on its behalf. The details of a Head’s contract are not known to the entire board other than the term of employment (e.g. 3 year term is typical) and a compensation range. In fact, Board members at NAIS schools do not know individual staff or faculty salaries either, but rather get salary ranges based on years of experience or whatever they are using as a pay scale.

2) Boards are NOT responsible for operations. Operational decisions, including the hiring and firing of staff; curriculum and development; communications to parents; and other school functions are the sole responsibility of the Head of School. These lines get blurred all the time at independent schools that rely heavily on parents’ expertise in areas the school needs (marketing, finance and development come to mind). Often times Board members are chosen for their operational expertise and when an institution needs more than policy advice, step in to support operations. 3) Boards need to be of an adequate size (typically 15-20) and operate according to by-laws in order to maintain the school’s legal status as a non-profit. Boards also are supposed to be organized into working committees that may or may not include faculty or other non-Board members. Typical essential committees are finance, audit, development and a governance or committee on trustees whose responsibility is to recruit and train new Board members and committee members. The Executive Committee is an interesting committee at many schools because everyone uses it slightly differently. Some have the chairs of the other committees all sit on it, while still others have officers such as the Board Chair, Vice chair, a Treasurer (finance chair usually) and a Secretary. It is a lot of work to serve on an independent school Board, ranging from 5 – 80 hours/month. They are all volunteers, by the way.

So, how does this relate to Windrush? I’ll speculate according to the 1, 2, 3 above.
(1) IK’s first three year term ended and she is in a new term (don’t know the length). The Executive Committee could have included in the new contract creative compensation such as future vacation pay should the school close. This is how it’s “legal.” Timing for payout might have been up to the Head, not the Board.
(2) When a Board hears of operational-type concerns (Head treating faculty poorly; admissions practices and decisions that result in fewer students; families angry with staff; etc), and they bring it up with a Head, they are slapped on the wrist and told it’s not their business. The lines blur for sure since the school’s finances collapsed because of low enrollment, the reasons for which are being debated.
(3) The WR Board does not seem to be in compliance on the size issue as well as others of their by-laws. There’s no public record of who the Board members were last year, or who started this year. Recent emails from the Board indicate six (not counting Head), but another just resigned. Here’s the word on the street: A number of the finance committee folks last year were employed by WFB and therefore had to excuse themselves from discussions, thus robbing the school of the expertise they were recruited for.

The Board Chair for the past few years who worked very closely with the Head abruptly resigned last February (though stayed close to the Head) and a brand new member (non-parent, but rather an independent school administrator and personal friend of IK) was instated as Chair. This is highly unusual for a Board to elect as chair the newest, least connected to the school member. It’s a clear sign of an already weak Board. The chair who stepped down had considerable Board experience and works in organizational development professionally. A board member who resigned on the day of the Bankruptcy announcement is an attorney working for a well known firm that does non-profit legal work. They both moved their children within two weeks of the announcement as the Board and Head were asking families to help stabilize and save the school. Both finance Board members resigned in recent months as well. The Committee on Trustees has dropped the ball on replacing resigned members. It’s not clear there are still any committees functioning. While it seems reasonable to blame the remaining Board members, they also deserve some credit for honoring their commitment.

It is not clear from the settlement details the extent to which the school has any continued control over its finances, thus stripping the Board of its primary duty. The Board still oversees the Head and could certainly fire her. They would then need to hire an interim or permanent head to see out the year. It’s just not clear that the Board wants to finish the year, or to hold its former members accountable for the terrible shape the school is in. If they were so unhappy with decisions, they should have stood up and done something. Quitting is deplorable.

Overall, The Board did not fulfill their fiduciary duty. In December 2010, they would likely have seen the 2011-12 budget and voted on it with enrollment projections. In March, these numbers would have been confirmed to be well below necessary. And after two years of operational deficits, they would have made decisions about alternatives, such as closing the school. I don’t know what they did, except that they GAMBLED at this point, including choosing not to pay their bond payment and to not communicate their GAMBLE to parents. They lost the bet in September and have only made it worse in the past two months. A case study indeed.

Louise, great breakdown and analysis.

Excellent Louise. Like to add a few remarks from my 30 yrs w non profits: I believe "future vacation pay" is not allowable under Cal non profit law; have worked on many "under compensated" studies to Boards for Executive Directors; complex process includes pay survey of like agencies; COLA info for profession from Labor Dept; etc. In other words: It's not a slam dunk just because a Board wishes to do so. I question (given the chaos at WR) whether the "Executive Committee of the Board " was legally constituted to grant this "pay package" must less the full Board in "approving" the settlement. I have offered information re the AG's Charitable trust Division that can look into these areas and render an opinion; end the speculation.

No one has yet mentioned Board of Trustee Liability Insurance. To serve on the Board of any non profit (501(c)3 or 6) without an in force policy in place would be somewhat reckless in my view. Did WR have such a policy and was it in force during these hard times; when no sound fiscal action was taken by BOT ? Any good non profit lawyer would bail; as one's personal assets could be on the table re a mess where actions (or inaction) of the BOT led to severe damage of the non profit.

A complaint could be filed and the HOS placed on non paid administrative leave pending outcome of AJ of Cal inquiry. The lack of an "arms length" relationship with HOS by BOT is the cancer that ate this school and led to self destruction.

The relationship between trustees and head is complicated, particularly for the board chair and executive committee. It’s usually the Chair’s job to be the primary contact between the Board and the Head. They might meet weekly (or more) as opposed to the Board’s monthly meetings. The Chair serves as the direct supervisor, confidante, cheerleader and advocate. It’s tricky because they get the most insight into the Head’s challenges (managerial, operational, personal even) and have to determine appropriate boundaries for dealing with it, while also supporting their only employee in doing her/his job well. Being too closely aligned with the Head is not healthy, but it also would not be customary to leave a Head alone to navigate the difficult terrain of leading an institution. In the case of determining the school is no longer viable, the Head and Business Manager could make the case either way but the Board ultimately needed to decide on the action. This assumes they got the accurate numbers, etc. The Board can say the Head did not deliver on enrollment projections (under her prevue) or raise enough through development, and the Head can say the Board agreed to have the school open its doors in September.

Many have speculated here as to why the BOT is siding so strongly with the Head over clear and loud calls for her dismissal. I don’t know the answer, nor do I know if those who left the Board did so because they didn’t agree with the majority vote on keeping her (or if there was a vote). Because another characteristic of a Board is that whether you voted for a policy or not, the Board must speak with one voice. I just know that it is a mess with no active champion to take up the issues legally. And yes, they have Directors and Officers Insurance. Quitting the Board doesn't excuse liability.

Very useful and trenchant analysis, Louise. I especially like your earlier point that the Board GAMBLED when it chose to default and not communicate that default to the WR community. Whether it could have found a way to retain possession of the school from this point is unclear, but it does seem like every choice they made from this point conspired to put the school in even worse shape than it already was. On top of that, the Board budgeted $150k to pay bankruptcy counsel. What did it get for this expenditure that it couldn't have achieved on its own? In what respect did the school profit from being under Chapter 11 for a few months?
As you say, this is indeed a case study - of poor oversight and astonishingly inept leadership.

LAST NIGHT'S OUTCOME: (in 2 parts)
New Board
TONIGHT the current Windrush board will vote in new members. The current
board will do EVERYTHING possible to ensure the new board can take over
right away and IMMEDIATELY begin implementing effective policies.

It was reiterated that it will be ESSENTIAL for the new board to
COMMUNICATE with the community via email on a DAILY basis this month.
This open, up-to-date communication will facilitate trust building and
enable us to reach our financial and enrollment goals written in stone by
the settlement.

Head of School
Within the next 48 hours, the Windrush lawyer (Merle Haggard) and two
other lawyers (an employment lawyer and Ilana's lawyer) will be meeting to
negotiate some kind of agreement -- expected by week's end-- that many
hope will enable Windrush to shift direction in terms of leadership and
move forward as a community with trust and hope.

Our Dec. 31st Goal
The settlement states we must have an enrollment of at least 105 (on Dec.
31 and Jan. 31) and have $980,000 come in to the school from Oct. 1 to
Dec. 31 (a 3-month period) in the form of tuition owed, pledges made, and
tuition insurance (recovered from families who have left the
school--covering up to 50% of what was owed annually--if unpaid). Right
now many people have been withholding tuition to see if Windrush could
come to a settlement, move toward leaving Chapter 11 (bankruptcy), and
shift its leadership (including admin and board). The school is moving in
this direction, and over $500,000 needs to come in now for the owed
tuition from Oct., Nov., and Dec. (Numbers on pledges made vs. pledges
received were not available at the meeting.)

The lawyer repeated several times that if we MEET the Dec. 31st GOAL, we
VERY LIKELY will stay open through June 30th (and easily meet our January
31 goals).

so if people choose to pay tuition and pledges, will they get their money back if they don't meet the $ goal? I guess not, it'll end up in WFB pocket. big gamble! tuition insurance already agreed to pay? also, does the new board take over the old, meaning all the old members resign?

Sounds like throwing good money after bad to me! And there's no mention of IK returning her ill-gotten $$$$$$$$$!

These people are absolutely shameless. They refuse to respond to parents', teachers' and staff concerns. They refuse to answer responsibly any questions about finance, governance, or the HOS. They hide behind endless blather about "passion" and "love" and "commitment" while at the same time treating those who genuinely are working to preserve the school with barely-concealed contempt. And then they hold their hands out and say, "and by the way, if you don't fork over the dough, it's because of YOU that the school will fold." A 100% lack of shame and a 100% lack of professionalism. It's really amazing to watch. Who are these people and in what universe did they learn to behave this way?

Someone in the community (any trust/escrow officer types in the community?) should agree to hold the funds in escrow, to be released to the school if it's going to meet the 12/31 numbers. If it's not, the funds should go pack to the payor

@Interested party: I completely agree with you. You've captured what has been and continues to be so enraging about the process, the complete disconnect between responsibility and expectation.

Does anyone know what happened at the board meeting yesterday? I heard that new board members won’t be active until earliest in Jan. also, appears tuition insurance money won’t kick in until there’s assurance that the school will make it to June, which probably means they’ll wait until after Jan 31.

(continued)
On Monday the 17th, Ilana Kaufman called the afterschool director into her office and closed the door. (Another employee later told the ASD that she could hear Ilana shouting from the stairs leading down to afterschool.) IK wanted to know why the afterschool director’s staff was mad.

The ASD explained to IK that the afterschool staff lives paycheck to paycheck, and so the shorted checks were alarming as well as unexpected. IK stated words to the effect, “Your staff has no right to say anything [about their checks] to parents. Because now the Patch has chewed me another asshole that I have nowhere to put.” Many “f” words followed. “I’m a fucking human being….I’m putting my ass out there on the line…all I’ve gotten back is abuse and no appreciation in regard to how fucking hard I work for this school…”

(continued): It was “fucking” this and “fucking Patch” and “fucking chewing me another asshole” at least twice, and “I don’t need another asshole.” Then IK said, “I need your fucking staff to realize that I’m human and I’m doing the best I possibly can. You need to control your staff.”

The ASD responded that she was not going to tell her staff who they could and couldn’t talk to. She said that parents were aware that there was tension in the school, and they were asking questions. ASD’s defiance made IK angrier. She was standing up with her arms crossed, leaning in towards the ASD, who is a tiny person. “Do you know your fucking staff is suing me? Do you know that?” [an apparent reference to NLRB charges] IK’s body language was very angry. She started swinging her arms and pointing her finger towards the window, towards the after-school room. IK said, “Well, your fucking staff is suing me. So go ahead. Go tell your fucking staff …to tell fucking Judith Wolff [a former parent who was helping with the NLRB charges] to fucking sue me again.” The ASD noted that when she saw IK an hour later, IK behaved as if nothing unpleasant had transpired.

Typical IK behavior. She bullies with her booming voice and large frame. She bullies with your contract, your reputation. She bullies you in the "privacy" of her office. She uses her division heads to bully you. She has been a bully since she first stepped on to WR's campus in 2007. And the BOT? They are her enforcers and enablers.

Any parent who, knowing all of the foregoing, allows her/his child to go to Windrush School even one more day, is unwisely complicit in giving that child an education in profanity, lying, cheating, stealing, extortion, irresponsibility, incivility and little more. Can that be worth more than a few months of prepaid tuition? I have 14 years' worth of cancelled checks for Windrush tuition and all of them combined is not worth the despicable treatment of one more day.

It's important to remember she was throwing this tantrum with full knowledge how much she had already stolen from Windrush. What she stole would have been more than enough to cover any short checks.

I am not a psychologist or psychiatrist. My knowledge of the situation is limited to articles and comments on patch. But the comments regarding the head-of-school seem to describe:

Glibness/superficial charm
Grandiose sense of self-worth
Pathological lying
Cunning/manipulative
Lack of remorse or guilt
Shallow affect (genuine emotion is short-lived and egocentric)
Callousness; lack of empathy
Failure to accept responsibility for own actions

In other words, the core personality traits of a psychopath (http://en.wikipedia.org/wiki/Hare_Psychopathy_Checklist)

@Localmom, can you clarify the statement below? my understanding is that this has to do with whether she's paying back the 80K or WR has to fork it out for WFB:

"Head of School
Within the next 48 hours, the Windrush lawyer (Merle Haggard) and two
other lawyers (an employment lawyer and Ilana's lawyer) will be meeting to
negotiate some kind of agreement -- expected by week's end-- that many
hope will enable Windrush to shift direction in terms of leadership and
move forward as a community with trust and hope."

I'm hearing a rumor that Ilana will be "working from home" for the next 90 days and will not be back on campus. Can someone clarify?

The Board certainly has cause to terminate her immediately. Her contract can't protect her from the consequences of this kind of behavior. It is pretty easy to see why a parent felt threatened enough to call the police, if this is how she's interacting with people. Unfortunately, I fear the "agreement" is going to involve lining her pockets, the signing of a non-disclosure agreement by both sides, all just to get her to go away. Mote money down the drain, but she's a huge liability to the school right now. Seems there are plenty of witnesses to this type of behavior.

Also, for defending this kind of bullying behavior, Trustee Lucy A. needs to step down. Right away.

I think she may have already. Not sure. Heard that 5 out of 7 stepped down last night.

I feel bad for IK. Let me explain. People like IK lead horrible, miserable lives. They are deeply insecure, in part because they do not have the skills to do their jobs, and barely hold it all together through a combination of deception, intimidation, and obfuscation. Frequently, the person they lie to most often is themselves, because they loathe themselves in those few moments of genuine self-reflection. Then, a crisis happens, and that carefully constructed illusion is stripped bare, and the monster is revealed for who she is....that has to be a horrifying experience.

As for the trustees resigning....that's a little like taking an airplane cruising at 35000 feet and pushing the yoke forward so that the nose is pointed straight into the ground, and at about 1000 feet above the ground, a few seconds before impact, handing the controls to someone else and saying, "you see how you can do."

It's about time.

All true, Hickey, except those who aspire to leadership have a responsibility to get right with themselves before attempting to lead others.

The latest BOT communication: Ilana is still head of school. She will end her employment on March 15th, 2012 and until then she will continue to "lead the school" through the treacherous waters of settlement, although she will not be physically on campus. So this is not good. This is not good at all. As long as Ilana is associated with the school, it has no chance (none) of recovery. She needs to go. She needs to be stripped of any authority over settlement, and the reins handed over to a group of community members who understand both the school's values and its operational procedures. Ilana needs to go, her office cleared out, the locks changed, her computer access terminated. Today. This is not acceptable.

Disastrous course of action...

If the insurance company will not pay unless the school makes it through the semester, there is a large amount of money involved in meeting the requirements of the court settlement. Probably a large number of families (more than 15) are leaving prior to January, but if not, it might still be possible for families to have some influence if they actually organized. Are any family representatives meeting with the bondholders?

From looking at the online financial data, it seems that WR sold bonds during the easy credit days and had no meaningful chance of surviving once the economy collapsed in 2008. Probably many of the issues being discussed now should have been discussed years ago. As an outsider to WR, I do find it surprising that there has been so little sign of an organized effort to make changes at WR.

seems like a deal was made. I'm willing to bet she got the better end, perhaps a nice severance package.

From: Windrush Board Executive Committee . <wrboardexeccomm@windrush.org>
To: Windrush Board Executive Committee . <wrboardexeccomm@windrush.org>
Cc: Jean Witzke <jwitzke@windrush.org>
Sent: Wed, December 7, 2011 2:35:17 PM
Subject: [Windrush] An important message from the Windrush Board of Trustees

Note that you may receive more than one copy of this communication, a possible result of mailing to several email lists in an effort not to leave any family out.
WRBoT

Dear Windrush Community,

Now that a settlement has been reached with our bondholders, Windrush School has a clear path to remaining open until June 30 and potentially beyond. To provide new leadership for the rest of the year, and to plan for the future, the Windrush board has taken two important actions.

First, we have elected eleven new members (including both parents and faculty) to the Board of Trustees. Once they have been contacted to accept their appointments, we will announce their names. These new trustees will begin their roles and assume responsibilities on the Board immediately. We are asking these new trustees to serve Windrush at a pivotal time when our community needs to focus on meeting the requirements of the bondholder settlement and renewing our collaborative spirit for the future. We are grateful for the energy and enthusiasm of the new trustees and welcome their participation and leadership in guiding our school forward.

Second, we have agreed with Ilana Kaufman that she will step down as Head of School, effective March 15, 2012. Ilana has been a guiding force for all of us in these difficult times, and has provided immeasurable help in our successful navigation of the chapter 11 process and negotiations with the bondholders. We are grateful to Ilana for all that she has given to the school, and for the financial assistance that she will provide in meeting bondholder settlement requirements. Collectively, the Board and Ilana recognize that it is now time to pass the baton on to others, and therefore we have reached an agreement for the conclusion of her service.

Effective December 12, Ilana will focus on the substantial reporting compliance tasks under the bondholder agreement. These responsibilities are essential to keeping the school open, and which the board and its legal counsel have determined she is the best person to complete successfully. While Ilana will continue to support the Administrative Team in operating the School, daily supervision of the faculty and staff will be delegated to other administrators, and leadership of the school as a whole will be reset by the new Board.

We believe these actions will give our community the certainty, stability, and fresh burst of energy we need to meet the challenges ahead. Thank you for your passionate devotion to this school and your willingness to help us in the ultimate cause of providing our children with an excellent progressive education.

The Windrush Board of Trustees

Here's why none of this makes sense. Here's the profile of the board (as of a couple days ago at least): (1) Ilana Kaufman, (2) good friend Sarah Flowers, (3) a caterer, (4) an expert in dreams (huh?), (5) a teacher, (6) a real estate lawyer (leasing/rent board expert), and (7) a mid-level project manager type in the renewable energy space. All of these are fine backgrounds, but collectively this is not a board that has a clue as to what they're doing. Has anyone on this board ever fired a senior manager before? Has anyone actually built or validated a real financial plan before? Anyone with any experience negotiating with debt holders? Anyone with bankruptcy experience? Windrush would have been better off with the first seven names in the El Cerrito phone book. Boards aren't supposed to be filled with cool people who are your friends. Skills matter.

At this point, I’m not sure what the new board members can do other then be cheerleaders. All the decisions have already been made, including IK’s settlement which is undoubtedly lawyer certified. The new board is now a marketing tool to convince people to stay and meet the goals. Since it includes faculty, it’s supposed to keep the rest of the crowd quiet on the matters of pay cuts and lay offs.

I'm not sure I agree with that, caring parent. New board, new power. A new board can consider all of the information available (as well as all of the information that was available to the old BOT, which it decided to ignore) and decide that it is in the best interests of the school that IK be terminated effective immediately. A new board may not be able to change the financial aspects of the deal that was made with her, but I'd be surprised, especially in light of what's coming out on a daily basis about her, if the new board would be prevented from deciding that as a threat to child safety and the financial health of the school, she is not fit to be HOS. If IK raised her previous settlement contract as a potential bar to termination, and refused to leave, I suppose the new board could go to court and request an injunction/restraining order to prevent her from coming on campus. I'd hate for it to come to that, but she's shown herself to be...welll...determined. I guess I feel a little more optimistic than you do...that the new board will make her termination its first order of business....hang an "under new management" sign on the front fences, and have the mother of all fundraisers between Christmas and new years, coordinated by volunteers, alumni, employees, school neighbors, fellow Patch posters....sigh....

Is this news for real or a hoax ?

If real: The background and skills of the new Board is critical to Windrush's credibility and recovery. Their "credentials" should be posted immediately and any contact/relationship with HOS vetted (possible stall til Ides of March, Brutus !). I have experienced such "manipulations"; park the problem (HOS) til things calm down and are "saved"; then resume control when things are good. Non Profit Boards should have a "Nominating Committee" that actively recruits new Board members as others' terms expire (max three yrs with one yr break before re appointment chose by lottery at Annual Meeting). This is how a normal non profit operates.

In this situation a General Meeting or at minimum email to ALL interested parties (parents, staff, donors, etc) should have been sent out asking for refferals for potential, competent BOT candidates. The current BOT is so dysfunctional; they should recuse themselves from this process. A seperate "objective" group can quickly evaluate the apps and submit candidates for membership on BOT. I totally agree that a active teacher on staff be represented on the BOT; no administrators.

What top Admin person would want to run Windrush with the old HOS lurking around the corner ? If her info is so critical; at minimum move her desk to the Lawyers office and severely restrict her access to the school grounds; close the back door.