Aug 8 (Reuters) – A Louisiana pension fund is suing Simon Property Group for not seeking shareholder approval when it raised chief executive David Simon’s compensation last year.
In a lawsuit filed with the Delaware Court of Chancery, Louisiana Municipal Police Employees Retirement System or LAMPERS, accused the company and its board of exceeding its authority by granting the CEO shares worth $120 million to stay on until 2019.
David Simon received 1 million long-term-incentive-performance (LTIP) units for him to remain with the company for at least another eight years. The LTIPs, which are similar to once earned and vested, were supposed to be granted out in three stages beginning in year six.
He also got $1.25 million annual salary, a cash bonus of double his salary, as part of the 2011 amendment to the company’s compensation plan.
A shareholder vote earlier this year opposed the pay increase, but its results were not binding on the company which is the largest mall operator in the U.S.
The suit, which names the ten-member Simon Property board that includes David Simon and his uncle Herbert Simon as defendants, said the amendment to the company’s 1998 equity compensation plan was unlawful since it infringed the internal revenue code and NYSE’s listing rules.
In a an emailed response on Wednesday, a company spokesperson dismissed the lawsuit as “meritless”.
(Reporting by Himank Sharma and Tom Hals)
The Rapides Parish School Board met in executive session for an hour Tuesday to discuss threatened litigation regarding the Buckeye Canning Center.
Since Louisiana auditors began examining the school tax-funded meat processing center at Buckeye High School, the center’s one worker filed a grievance against District C board member Julie McConathy.
Chris Dauzat, a school district employee, works at the Canning Center at Buckeye High School. He claimed McConathy is illegally trying to remove him from his job of 20 years.
The state audit came after the school district paid an outside auditor to look into the canning center. Superintendent Jones said the audit came out with no financial irregularities. School officials are awaiting the findings of the state legislative auditor’s office.
The canning center was used to teach students how to butcher and preserve meat and provide them with hands-on experience. But it appears that students are no longer using the center, causing officials to question why a property tax levied for education funds a butcher shop no longer educating students.
As the board reconvened after their executive session, Jones suggested the board take action on the matter, such as suspending operation until the board receives an opinion on it from the Attorney General’s Office.
He said the board requested an opinion regarding whether the centers in Buckeye and Poland are operating according to the tax call or if they should be allowed to continue to operate. A decision would affect Dauzat and the employee at the Poland center.
McConathy suggested taking a week to discuss the issue with district members before the board takes action.
The Rev. James Foster of Deville addressed the board Tuesday on behalf of the Canning Center Advisory Council, a committee formed by McConathy last year to advise the board regarding the center.
A 1964 graduate Buckeye High School, Foster worked at the canning center for four years as his agriculture credit. He said it is an important part of the Deville area.
“We have a wonderful community, and we really love our canning center,” Foster said. “We don’t want to see it close.”
Harmon Belgard, also on the advisory committee, reiterated Foster’s comment.
“All we want to do is make it work,” Belgard said. Members of the committee recognized there were problems with the center’s operation when it asked for a board and state audit, he said.
Jamie Floyd of Deville started working at the center when he was 16. He said he learned skills there that allowed him to get his foot in the door at Super 1 Foods, where he later became market manager.
He said four market managers in Central Louisiana got their start at the center — he and three of his friends and relatives.
Floyd wants something to be done with the center, saying it cannot continue to operate as it is.
“We need to push it (to operate under the tax call) or get out of it,” he said. “If we can get this thing back on track like it’s supposed to be, it can be an asset to the community.”
The board voted to postpone taking action on the center until it can call a special meeting to discuss it further.
The Jefferson Parish School Board will consider a template for teacher contracts Wednesday, further angering the teachers union which believes the move is intended to circumvent a collective bargaining agreement.
Although school officials have said they will continue to negotiate in good faith towards such an agreement, Meladie Munch, president of the Jefferson Federation of Teachers, has her doubts.
“As the elected representative of teachers in Jefferson Parish, I can tell you that these educators disagree with that notion,” Munch said. “Teachers have been very clear about what they want. They want to see a new collective bargaining agreement because it allows them to have a voice in their profession and in their classroom.”
Board member Larry Dale, chairman of the board’s employee relations committee, said he was miffed by the union’s anger. If anything, he said, the union should be pleased that the board wants to protect teachers while contract negotiations continue.
“I was really kind of blindsided by this,” he said. “In the absence of a collective bargaining agreement, we wanted to have something in place for teachers so that they are no left in no man’s land. I don’t understand this kind of rhetoric.”
Munch said the document set to come before the board Wednesday night doesn’t come close to addressing teachers’ concerns. Consequently, she expects hundreds of teachers to appear at the meeting to protest, just as they have at the previous two board meetings.
The meeting begins at 5 p.m. at Bonnabel Magnet Academy High School in Kenner.
The proposed document would serve as a template for individual teacher contracts, ensuring teachers that their salary and benefits will not go down. It also guarantees such working conditions as daily duty-free lunch, uninterrupted planning time, advance notice of meetings, and a “fair and objective resolution of complaints.”
“It is designed to ensure that teachers have clarity and transparency about the terms of their employment,” schools Superintendent James Meza said. “In the absence of a collective bargaining agreement, this contract will serve as the agreement the school system has with its K-12 teachers.”
Munch questioned the lack of teacher input into the contract language. “Teachers have many more concerns than those listed on that sheet,” she said. “What is now being called an ’employment agreement’ does not come from sitting down and hearing the voice of educators. It does not come from working together. This is not an agreement; this is a one-sided relationship.”
The union’s contract with the School Board expired July 1, leaving teachers without a collective bargaining agreement for the first time in years. Last month, the board refused to extend the contract, saying it is in direct conflict with new state and school system reforms. As such, board members said they prefer to begin the negotiations from scratch.
Although the two sides have been working towards an agreement, it is highly unlikely that one will be reached before teachers begin returning to the classroom later this month.
Barri Bronston can be reached at email@example.com or 504.883.7058. Follow her on Twitter at BarriBronstonTP.
Watch out if—like many Texas energy-industry employers—you also operate in Louisiana under the terms of a collective bargaining agreement that covers workplace safety. The 5th Circuit Court of Appeals just made life a little harder for you.
Here’s why: Federal law says a collective bargaining agreement that covers workplace safety can preempt state workplace safety rules in states where such rights can be waived. They can in Texas. But that’s not true next door in Louisiana.
As a result, employees working in Texas who sue in federal court over safety violations must show the employer violated the contract. But employees working in Louisiana can choose to sue under contract—that is, under the terms of the collective bargaining agreement or tort law—using state safety rules.
Recent case: Herbert McKnight sued Dresser Inc., alleging the company didn’t protect him from hearing loss.
The lawsuit was filed in Louisiana state court as a tort claim under state workplace safety laws.
Dresser sought to move the case to federal court, alleging the union contract pre-empted state law claims. It said the contract was McKnight’s only remedy.
The 5th Circuit Court of Appeals disagreed. It concluded that Louisiana didn’t allow employees to waive state workplace safety laws, allowing McKnight to sue in state court if he chose. (McKnight, et al., v. Dresser, Inc., et al., No. 11-30072, 5th Cir., 2012)
Final note: Before sending employees to work in a neighboring state, check to see if different employment laws will apply.
via Operating in Texas and Louisiana? Don’t rely on union contract to handle safety — Business Management Daily: Free Reports on Human Resources, Employment Law, Office Management, Office Communication, Office Technology and Small Business Tax Business Management Daily.
Seeking to reassure teachers, Jefferson Parish public schools Superintendent James Meza said Thursday he plans to offer them individual employment contracts while negotiations on a union contract continue. The individual contracts are not intended to supplant a collective bargaining agreement with the Jefferson Federation of Teachers, Meza said, but to protect rights and benefits of the system’s more than 3,000 teachers until a union contract can be signed.
Meza and School Board member Larry Dale, chair of the board’s employee relations committee, said the individual contracts will guarantee teachers the same salary and benefits of the previous union contract and that all grievance procedures comply with board policy and Louisiana law. Meza added that he plans to work closely with teachers and central office staff over the next six months to design an updated teacher pay scale that is “fair, equitable and takes teacher performance into account.”
The union’s contract with the School Board expired June 30, infuriating union members and leaving teachers without a formal employment agreement for the first time in years. They return to the classroom in early August, and it is unlikely that a collective bargaining agreement will be reached by that time.
Meza said he will offer the individual contract language to the School Board for approval Wednesday. “Teachers are the driving force of our school district, so we want to ensure that the terms of their employment are straightforward and transparent,” Dale said.
Federation President Meladie Munch said she hasn’t seen the contract language because teachers were not included in the drafting process. “Teachers weren’t given a voice,” she said. “Is it binding on both sides? Are teachers guaranteed employment for the entire school year? None of us knows what the content is, so in that regard, how do we know what it says and does.”
Dale and Meza said the language defines workplace expectations for teachers. That includes a duty-free lunch, one class period of planning time each day and extra pay for professional development, all of which were part of the old agreement.
“More than 85 percent of the school districts in Louisiana operate without a collective bargaining agreement, including some of the most successful systems,” Meza said. “This individual teacher contract puts the school district much more closely in line with those other systems.”
Munch questioned Meza’s line of thinking. “I thought the direction that we were moving in was to be different from other school systems,” she said. “I find that a bit confusing and in conflict with the whole atmosphere and whole language that has been used in our school system about moving in a new direction.”
Meza and school system attorneys began working on the contract after the School Board voted unanimously July 2 to give teachers individual contracts while collective bargaining negotiations continue. Dale said he felt the “uneasiness” of teachers and wanted to make sure they felt secure when they returned to work next month.
The union had asked the board to extend the previous collective bargaining contract, but the board refused, saying that because of the new state and school system reforms, it would rather begin the process from scratch. Union members responded with volatile protests at two subsequent board meetings.
Teachers are expected to be at next week’s board meeting in force. It begins at 5 p.m. at Bonnabel Magnet Academy High School in Kenner.
. . . . . . .
EDGARD, La. – The St. John Association of Educators has signed off on a one-year contract approved last week by the St. John the Baptist Parish School Board.
The Times-Picayune reports (http://bit.ly/Noxp1L) that the union gave its approval this week to the agreement, which is virtually identical to the current contract which expires June 30.
The union in May had asked for a five-year renewal of the agreement but some board members resisted, citing the uncertainty of how recently passed state education-reform laws would affect the contract.
“We’re not happy, but we will accept it,” said Iona Holloway, chief negotiator for the union. “It’s better than no years. We worked with it to keep a contract in force.”
The new contract will go into effect July 1 and expire on June 30, 2013.
The only change to the agreement is a provision that keeps the terms of the contract the same unless they are contradictory to Act 1 or Act 2, the two education-reform measures passed during the recent legislative session.
Act 1 expands the state’s voucher program, while Act 2 sets new guidelines for tenure, pay-for-performance and evaluations. Both are already being challenged in court.
Uncertainty over the effect of the legislation has hindered negotiations between some unions and school boards. In nearby Jefferson Parish, School Board members voted against extending a union contract. Among the reasons given by Jefferson board members was that the contract is in direct conflict with the state’s new education reforms.
“They don’t want to deal,” he said of the board. “They don’t see the teachers as partners. There is nothing good about this process, and I am worried about what will happen.”
School Board President Mark Jacobs denied the accusation.
“We’ve not said anything about busting the union,” he said. “All the board did at the last meeting was to serve notice that the existing collective bargaining agreement is not something we can use and that moving forward we need much better opportunities for the teachers and the kids.”
The Jefferson Federation of Teachers’ three-year contract expires at the end of the month, but rather than extend the contract while the two sides hammer out a new agreement, the board voted 5 to 3 to begin the process from scratch. Proponents said the current contract is in direct conflict with new state and school system reforms, and starting the process anew would lead to a better pact for both sides.
Verigan said that is a ridiculous notion. He said the bulk of the contract deals with the quality of the work environment – clauses that spell out lesson planning time, duty-free lunch, professional development. He said the only reason not to extend those types of clauses is because of the board’s objective to do away with the union.
“What the board is saying is misinformation and deliberately incorrect,” Verigan said. “It’s completely erroneous.”
Jacobs said Verigan is entitled to his opinion but represents no one but himself. “He’s not at all a part of these negotiations or this process, and to hear a former School Board member say that that’s what’s best for the future of the children is very disappointing.”
Verigan, a businessman, is on the board of the Jefferson Chamber of Commerce, which backed the five members who voted against extending the contract – Jacobs, Michael Delesdernier, Larry Dale, Patrick Tovrea and Sandy Denapolis-Bosarge. He said he plans to address the chamber’s education committee about the issue later this month and has invited union President Meladie Munch to speak as well.
“I told Meladie, ‘This will be like stepping into the lion’s den,’ ” Verigan said.
Not many people know that the president of the largest association of business and industry in Louisiana grew up in a union household. My dad was a member of the firefighters’ branch of the AFL-CIO for over 30 years. He grew up poor, was very blue collar, was a darned good firefighter (retired as assistant chief), and felt for years that the ordinary working man deserved the representation that came from affiliation with a union. I remember gatherings in my home in my early years where my dad and my uncles who belonged to private-sector unions extolled the power of organized labor and its special place in the fabric of a rising middle class.
But times changed and so did my father’s viewpoint. His first questioning of unions centered on the tactics of the epitome of labor bosses in the ’60s and ’70s – the United Auto Workers union. That privileged class gained unparalleled wages and benefits by constantly threatening strikes that would shut down the “Big Three” automobile manufacturers and playing each against the other utilizing a “patterned bargaining” strategy. My father was bewildered by the fact that workers garnering unbelievable (at the time) wages and benefits would be so antagonistic toward the employers who paid them. He had the very old-fashioned notion that there should be some loyalty between the workers and the company that gave them an outstanding standard of living.
The ’80s arrived and my then-retired father reacted to Ronald Reagan’s firing of the air traffic controllers’ union (PATCO) workers who tried to call what they thought was Reagan’s “bluff” to fire any of them who struck. My dad was a Democrat who loved Ronald Reagan. I’ll never forget my question to him when Reagan dropped the hammer on PATCO: “Do you support firing public-sector union members who strike?” His answer was unequivocal: “When your job is to protect the public, you do not strike. My only regret,” he said, “was that all of their leaders did not go to jail.”
I guess my dad was an anachronism, a dinosaur of sorts. He had this old-fashioned notion that, when you worked for the public, you served it with commitment and honor. His service in World War II would never let him rationalize any circumstance in which a guardian of public safety could leave his post and expose the public to danger in order to leverage the situation for personal gain.
But the unions today are not your father’s unions. They are also incrementally falling into two opposing camps: private-sector unions that increasingly see the impact of stifling government regulations (XL pipeline, “climate change” regulations, etc.) on their livelihood and public-sector unions that support any plan that grows government by increasing government control over the economy. If folks like my dad and union supporters of his age like Democratic Senator Henry “Scoop” Jackson of Washington State were alive today, they would clearly communicate to the unions—public and private—how their excesses were fueling their decline.
Perhaps at some point modern-day union leaders will come to their senses and realize that laundering taxpayer dollars from the private-sector into public-sector union coffers to reward elected officials who provide them with unsustainable wages and benefits is a scam that has run its course. If that realization does not set in, the frustration of the taxpayers who see the services they are supposed to receive from government deteriorate while a chosen few profit greatly will only increase. The recent Wisconsin public-employee union warfare with Governor Scott Walker was not an aberration. Taxpayers will gladly support reasonable pay and benefits for government workers who provide necessary services and who consider themselves part of the organic community, not parasites feeding off of the organism. The choice is up to the unions.
The St. John the Baptist Parish School Board has agreed to a one year contract extension with its teachers union. The contract is identical to the one already in place with the St. John Association Educators with one exception — a provision that keeps the terms of the contract the same unless they are contradictory to Act 1 or Act 2, the two education-reform measures passed during the recent legislative session.
“It’s just a very smart way to approach this,” board member Russ Wise said. “The current contract is due to expire the 30th of the month and it would have left our employees and everybody else in a state of chaos as we try to find out what legal effect this will have. The education system in the state is going to be in chaos in the coming year.”
Act 1, which expands the state’s voucher program, and Act 2, which sets new guidelines for tenure, pay-for-performance and evaluations, are already being challenged in court. The Louisiana Federation of Teachers last week filed a lawsuit challenging the constitutionality of both acts and the Louisiana School Boards Association is gearing up for a lawsuit expected to be filed by the end of the month challenging Act 2.
The St. John Parish School Board has joined school boards across the state, including neighboring St. Charles Parish, in agreeing to participate and share the costs of that suit.
“If you’re not in a parish represented by a union contract, who knows what will happen,” Wise said. “This allows the dust to settle. A one-year extension is the way to go.”
The contract extension in St. John comes a week after School Board members in Jefferson Parish voted against extending a contract with its union. Among the reasons given by Jefferson board members was that the contract is in direct conflict with the state’s new education reforms.
The St. John union had originally asked for a five-year contract extension, but SJAE President Carolyn Batiste said the union is satisfied with the one-year term and will likely sign off on it after having it reviewed by an attorney.
“A year is better than not having it at all,” she said. “We want the community to know we’re working with the School Board. We hope they realize in Baton Rouge what’s going on in St. John and that’s that we take care of ourselves.”
The board approved the contract unanimously, with board member Sherry DeFrancesch absent, at a special meeting on Thursday.
If the union signs off on the contract, it will go into effect July 1 and end on June 30, 2013.