Port authority’s Lewis involved in discussion
By Ed Runyan
Ohio law says public officials shouldn’t “have an interest in the profits or benefits of a public contract” involving their public body, but the Western Reserve Port Authority’s lawyer says the law doesn’t require him to stop officials from making remarks about such contracts in closed meetings.
An audio recording of a Feb. 18, 2009, meeting of the Western Reserve Port Authority obtained by The Vindicator reveals more about how port-authority member Scott Lewis, vice president of real-estate company Edward J. Lewis Inc., was involved in discussions about a lease at the Youngstown-Warren Regional Airport that produced real-estate fees for his company.
The port authority runs the airport.
The recording, obtained after a public-records request, appears to show Lewis requested the meeting, knew how long it would last and introduced the parties to each other at the beginning.
Just before going behind closed doors, John Masternick, authority board chairman at the time, said, “We’re going to go into executive session first to cover a matter, a confidential matter.” Masternick then seems to be asking Lewis how much time the session will take.
“Half an hour?”
“No more,” Lewis says.
“No more than a half-hour,” Masternick repeated.
The stated reason for the meeting was economic development and business relocation.
The tape recorder was not turned off right away, however.
Ran the meeting
“Mr. Lewis, we’re in executive session at your request, so if you’d like to proceed,” Masternick is heard saying during the Feb. 18, 2009, executive session.
“OK. Gentlemen, thank you. I have as our guest today the president of Millwood, Mr. Chip Trebilcock; his attorney, John Tucker; and his first in command ...”
The tape was turned off at that point, about 30 seconds into the session.
The meeting was in regard to a land lease Millwood needed before it would buy the Davis Cargo Building that sits on that land.
Lewis represented the sellers of the Davis Cargo Building and another nearby building that Millwood also purchased for its corporate offices. Millwood was only willing to buy the two buildings if it was able to secure an acceptable land lease from the port authority, Lewis has said.
Lewis admits his company earned a fee for selling the approximately $800,000 cargo building and $1,365,000 office building.
When the tape resumed, the board returned to public session and voted unanimously to authorize Atty. Dan Keating, who attends authority meetings and gives its members and staff legal advice, and Steve Bowser, airport director of aviation at the time, to complete lease negotiations with Millwood Inc. “concerning the Davis Air Cargo Building [land] lease.”
Masternick added one more comment at that point: “And just for the record, we seem to have ironed out all the details.”
Port-authority member Don Hanni III has said he feels Lewis’ involvement in the Millwood/Pillar Partners lease was improper because Lewis participated in discussions about the project, including that executive session.
Hanni said he was angry when he learned after the meeting that Lewis had a financial interest in the Millwood lease because that was not made clear to him.
Hanni, who was attending just his second meeting as a port-authority member on that date, said he was unaware during that meeting what role Lewis played in the Millwood deal. He learned that later, he said, after asking why Lewis had abstained from voting.
Keating said he doesn’t remember whether Lewis made remarks during the closed meeting about the lease but says if Lewis would have, he would not have felt obligated to stop him.
“If he’s just blurting something out” regarding a project from which he stands to benefit, “I don’t believe that’s a violation of the law,” Keating said. “If he’s allowed to remain in the room, I don’t see that [talking about the contract during the meeting] as a violation of the law.”
Keating said the key decision in that instance is whether a fellow board member asked Lewis to refrain from sitting in the meeting. Keating says he doesn’t recall any board member asking Lewis to leave.
The lease was actually just for the land under the 24,000-square foot building that was originally built by local construction company owner and philanthropist D.D. Davis.
In 1999, the Davis Cargo Building and a 10-acre cargo apron were built on the Ridge Road side of the airport to attract cargo business.
In 11 years, the idea never took off, and the cargo building and cargo apron have been used very little.
Davis built and owned the building on land he leased from the port authority. The port authority built the cargo apron with $11.5 million in federal money.
Keating, Bowser and former business manager Colleen Black eventually would sign that lease in June 2009, and the board eventually approved it in November 2009 through a voice vote. At the time the board approved the lease, it was being called the “Pillar Partners II” lease, however. Lewis abstained from voting on matters relating to the lease.
Pillar Partners II is the name of the real-estate arm of Millwood.
Lewis would not disclose how much money Edward J. Lewis Inc. made on the lease deal.
DICKTEN AND THE FAA
Dan Dickten became the airport’s director of aviation in April, after Bowser took another job in California. Dickten notified the Federal Aviation Administration in August that the Millwood land lease “didn’t look right.”
The FAA agreed, saying it has concerns because Bowser didn’t let the agency review the lease before it was approved, and Millwood’s 38-year lease with a 25-year option “ties the port authority’s hands” regarding a cargo apron that the federal government spent $11.5 million to build.
The FAA says it is working with the port authority now to “fix” the lease.
The FAA says Millwood did nothing wrong.
When port-authority members discuss issues in executive session, Keating said, the public has to trust them to police themselves regarding ethical conduct, because no official record of the proceedings is kept.
In some situations, Keating said he does “police” what goes on in private meetings, but his main duties relate to public sessions.
For example, Lewis is a pilot and buys fuel from Winner Aviation, a service provider at the airport. Scott Lynn, port-authority chairman, is a pilot for the Edward J. DeBartolo Corp. and buys fuel from Winner Aviation as part of his job, Keating said.
Because of this, Keating has advised both men that they should not vote on matters involving the port authority’s dealings with Winner Aviation, such as the price Winner pays to lease facilities there, he said. Votes are taken only during public meetings.
With regard to ethics law, Keating said, the most important thing is disclosure.
An authority member with a potential conflict of interest should disclose that interest to his fellow board members, Keating said.
“Everything that Scott Lewis did was all disclosed,” Keating said last week.
But David Marburger, an attorney who practices open-government law in Ohio, said disclosure alone is not enough.
“If a disclosure is going to be made, it can only be done at a public session or by circulating a public record,” Marburger said.
Keating said he thought Lewis disclosed his business interest in the Millwood lease to fellow board members during the public portion of the meeting Feb. 18, 2009.
Keating recalls that, “Scott Lewis said, ‘I’ve had a listing a long time’” to sell the Davis Cargo Building and introduced Millwood’s representatives. Keating said he thought that introduction took place during the public portion of the meeting.
“There was certainly no question of what Lewis was doing,” Keating said.
The tape recording did not pick up any remarks from Lewis indicating to board members that he had a financial interest in the Millwood lease, and the minutes of the meeting also do not indicate that he made that statement.
When Lewis was asked whether he participated in discussions regarding the Millwood lease at the Feb. 18, 2009, executive session, at first he said he didn’t remember.
Later he said he did attend the meeting and might have answered questions about it but said he didn’t do anything improper and relied on Keating’s advice regarding what he was allowed to do.
Paul Gains, Mahoning County prosecutor, said if there is any “documented evidence” to suggest that Lewis violated state ethics law, “it should be referred to the Ethics Commission,” adding that “based on the article” that appeared in Sunday’s Vindicator, “it should be looked at.”
Dennis Watkins, Trumbull County prosecutor, said allegations such as this should go to an investigative agency, not a prosecutor.