Rancho Santa Fe Association preparing confidentiality agreements
The Rancho Santa Fe Association board is looking into having committee members sign a confidentiality agreement due to their access to privileged and proprietary information.
The board was slated to ratify the agreement at its March 3 meeting but decided to hold off until it refines certain aspects of the agreement.
Several community members spoke out against the agreement at another packed RSF Association meeting March 3 in which the audience spilled out into the hallway.
RSF resident Bill Hinchy said as he read the very “precise and strict” agreement, he became quite concerned.
“In the past the existence of committees has been a very valuable tool in disseminating quickly to our community what issues are coming up,” Hinchy said, noting they used to call it the “Bamboo telegraph,” where information was passed along through conversations at cocktail parties.
He said the agreement would make it hard for committee members to know which information is defined as “confidential”
“There is no more transparency period, this is the end of it,” Hinchy said. “So I think the board should take a real hard look.”
RSF resident Deb Plummer echoed Hinchy’s concerns about transparency and said her perception of the agreement was that it came in response to the cell phone tower contract being leaked to the community.
“Essentially, it feels like a gag order to me,” Plummer said.
RSF Association board member Kim Eggleston said the confidentiality agreement did come about after the release of the initial draft agreement with American Tower Corporation, which was not yet intended for public consumption but was somehow read and interpreted by community members.
“We want to be transparent but at the same time, in my adult life, I’ve never experienced a setting like this where there is such an effective dissemination of so much misinformation,” Eggleston said. “The story changes and morphs and gets worse and worse and worse to the point where I’ve been accused of being on the technology committee as a board member so I could locate cell towers away from my own home. That’s a written accusation from a lawyer. The absurdity of the way information is disseminated in this community is astonishing.”
RSF Association President Ann Boon said the board would prefer that cocktail conversations be rooted in facts instead of rumors and that Association committees need to be able to work and accomplish things without misinformation getting out.
Plummer argued that she thinks the agreement will actually makes things worse and more misinformation will be disseminated because they are not letting community members talk about it. She said the agreement even states that if the member takes notes during the meeting, those are considered Association property.
As RSF resident Sarah Neal said, in regard to the ATC contract, it could be hard for a committee member to keep something confidential when they don’t think the process is being handled correctly.
“I understand what you’re trying to achieve but this flies in the opposite direction,” Plummer said.
RSF Association board member Philip Wilkinson said that his greatest concern is with legal documents and highly sensitive contract negotiations. He agreed with board member Mike Licosati who said that information regarding contracts getting out could really hurt negotiations and end up costing the Association money.
The agreement language currently states that all information, whether or not it is marked “confidential” or “proprietary,” is considered privileged but board members Fred Wasserman and Licosati said they would like to see the language re-worked so that the materials considered sensitive would have to be marked.