According to a memo issued by Fayetteville City Attorney Kit Williams, the Walton Arts Center is legally prohibited from building its primary arts center outside of Fayetteville.
The memo (first brought to our attention by Ozarks Unbound) came packaged in a 10-page document sent to Mayor Lioneld Jordan and the Fayetteville City Council Wednesday afternoon, just hours before the WAC board is expected to announce a decision on where it plans to expand its facilities.
According to Williams, the Walton Arts Center Council, Inc. was created in 1986 by the City of Fayetteville and the University of Arkansas. Because of this, he believes the council owes “a continuing fiduciary duty” to operate, manage and maintain the Walton Arts Center in the best interests of the University of Arkansas and the City of Fayetteville.
This opinion, however, is not something Williams came up with today. In fact, included in the document is a letter sent to a WAC board member in 2007 that specifically states William’s opinion on the matter.
When asked why he sent the memo today, Williams said he thought it was only fair that he remind the council and board members that they have a fiduciary duty to keep the center in Fayetteville.
“If they build a competing Walton Arts Center that is being run by the same group, that will have a very depressing effect on our center,” Williams said from his office Wednesday afternoon. “We will get only the leavings, and that is not in the best interest of Fayetteville.”
Walton Arts Center Vice President of Communications Jodi Beznoska confirmed that Walton Art Center officials were aware of the memo and of William’s legal opinion.
“We will proceed with the board meeting as planned, and expect to announce a decision on the location this evening,” Beznoska said.
From Williams’ memo:
Despite knowing for at least 2 1/2 years that the Fayetteville City Attorney’s clear legal opinion was that attempting to construct a new principal performing arts center outside of Fayetteville would violate the Walton Arts Center’s fiduciary duty to Fayetteville, the Walton Arts Center leadership has continued to pursue out of Fayetteville expansion options that would damage Fayetteville’s interests.
Although I do not represent the Walton Arts Center Council, Inc. or the Walton Arts Center Foundation, Inc., the Board Members of those corporations need to clearly understand their fiduciary duties to the City of Fayetteville before casting any votes that could violate those duties. They should know that the Fayetteville Aldermen and Mayors have long publicly stated that they would do everything possible to keep the main performing arts center located in Fayetteville. That is why Fayetteville and the University worked long and hard to present a joint and feasible plan to keep the main performing arts center here in Fayetteville. Rejection of this proposal presented by the owners of the Walton Arts Center and the incorporators of both the Walton Arts Center Council and Foundation by their own agents who then agree to move the main performing arts center out of Fayetteville could bring personal liability for any Board Members of those two Corporations who vote for such action as a breach of their fiduciary duties to Fayetteville and the University.