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What boards can (and can't) do to make change in a city

Late 2021, the TARC Board, believing that happy and productive employees are key to delivering the organization’s mission, gave direction to management that the expectation was that the upcoming union contract negotiations be successfully resolved by the 2022 deadline.. But at mid-year, the discussions were stalled.

This is the story of what happened next in the goal to push to a resolution and also position TARC for more needed changes post-resolution.

The story doesn’t go as many would expect. Board members cannot do as much as people think, and election politics drove many decisions last year. And actions like listening and reaching across lines make you less popular than you might guess.

Still, it was crucially important for the city. I learned that for TARC to be all it can be, it will take more than just a new contract. It will take a full understanding that, collectively, we are TARC. The Board members, the Mayor’s office, Metro Council, community leaders and activists, the businesses and educational institutions, the planners and dreamers -- all of us represent what TARC is and what it needs to do in the future.

I don't share non-public information here, but rather piece the public information together and talk about what I felt it was my responsibility to do next in seeking to make change happen. I hope telling my story here is a way to start a dialogue about a better TARC.

Board Appointment at a Tricky Moment in TARC’s History

I was appointed as a volunteer to the TARC Board by the Mayor’s office, with Metro Council approval, a few days before the resignation of the prior Executive Director in February, 2020 for sexual harassment and ultimately fraud.

There were myriad open questions of who knew what when, and what to do next. I joined to help make change and have been active in trying to establish a strong Board voice in matters of Board governance and Board composition, finance and strategic direction. I immediately joined the Finance Committee of the Board, helped to establish more active committees and worked to recruit new Board members.

Limitations of the Board Member Role

All the while, we all sought to avoid overstepping into matters of management and operations. Where are the lines drawn in terms of Board member responsibility? Traditionally, it is understood that boards are responsible for oversight and planning and management takes care of the daily operations.

However, this was a time when many of the governance structures had to be built up, having been weakened by the prior Executive Director. So we worked to put better processes in place, such as active Board Committees and explored ways to bring a stronger community voice into the planning for the future.

I struggled in maintaining the line between Board member and management. Due to my career, I have a CEO mindset, one of deciding and doing. As Board members, we spent a lot of time sitting and talking, which became especially challenging as the year wore on and TARC management’s negotiations with its employees’ union, ATU, for a new three-year contract had failed to reach agreement by the Aug 31 deadline for the expiration of the union contract.

Delayed Reappointment by Metro Council

My term came up for renewal and Metro Council’s Government Oversight and Audit Committee tabled my re-appointment on Aug 16 to bring focus to questions about the TARC Board’s response to Metro Council’s 2021 findings relating to the Risco investigation, concerns about TARC3 and lack of resolution of concerns being raised by the Union.

On the evening of September 13, it was cold in my Dad’s basement in Michigan and I had a serious chill after the three-hour grilling I had just received virtually from Louisville’s Metro Council.

My Dad had taken a tumble and I was there to help him regain his independence at home after a short stay in rehab. Whether it was being away from home for a few weeks, worries about my Dad, or the chill in the basement, the session felt like a wake-up call.

You can tell by my answers in the public record that I thought my focus as a Board member with my particular skill set should be on the Board duties I mentioned – governance and financial and strategic direction – but I learned from the discussion that I needed to put my focus on the to-date unsuccessful collective bargaining process as a top priority.

My re-appointment was further tabled on October 4th until January 2023. At the same time, the prior Board Chair resigned his position to avoid conflict in having taken a new position with One Southern Indiana.

It is no fun to be grilled by Metro Council, and I was sorry that it took that 3-hour session to get through to me on the seriousness of the issues, which is what I told a number of the Metro Council members I reached out in the weeks after the Sep 13 meeting to listen and attempt to fully understand their concerns. Councilman Winkler had maybe said it best during the public meeting itself when he said we had “missed the mark” in demonstrating that the core issues were being addressed.

Beyond just Metro Council members, I talked to a host of people across the City, including several former TARC employees who reached out to me, to get a deeper understanding of the issues. Most, like me and many current employees and community members, cared deeply about what’s going on with TARC and want a better TARC for the future. All volunteered to do anything possible to help.

Exploring What Could Be Done

My biggest takeaway and most immediate concern from these discussions was that the parties in the collective bargaining process were still far apart in their positions now 30-45 days after the contract deadline had passed. In my estimation, the situation was not moving toward resolution.

Personally, my concerns were in several areas:

1. Inflation. With the spike in inflation this year now at 8.2%, even if that level is temporary due to supply chain supply issues and the war in the Ukrainian, the union employees were facing this inflationary period with no raises at all;

2. Employees are TARC’s most valuable asset. I’ve always found in my career that employees’ abilities and experience is invaluable for driving excellence in an organization and that you want to attract and retain the best to achieve your mission; and

3. Fiscal Cliff. TARC itself has been running at a roughly $22 million fiscal deficit in the years I’ve been a Board member, plugged recently only be the tens of millions it has received from various federal COVID relief programs. As a finance expert and long-time business leader, I knew that meant that some serious restructuring was ahead for the organization, either by being proactive or by default if the organization is reactive. To meet these future challenges, the organization and its employees are facing more change ahead and would need to face those changes as a cohesive and trusting organization.

A Chance to Listen

After the former chair resigned, the union announce it was turning its attention to me with a caravan to my place of business to “fulfill my obligations to the workers of TARC and the Louisville community” and specifically to get “TARC back to the negotiating table.”

Now, instead of just sitting and talking, I now had a chance to listen, and this is what I was going to do.

They had no way of knowing it, but "getting TARC back to the negotiating table" was exactly what I thought was needed, too. Not just “go back” but, more importantly, be successful at the negotiating table.

I made the decision and informed the Mayor’s office and TARC management that I was going to meet them at “the castle”, TARC’s headquarters, and hear them out. I knew that I was unable as a Board member to engage directly with the Union with regard to collective bargaining due to norms and ground rules, but I could listen. I felt I could maintain that l line.

“I understand that you had to do this to be heard, so I came to listen.” This is where the CEO mindset and the Board role merged a bit, I will always listen if I have the chance.

“When it comes to union and management, Carla, the key is always this -- we have to work together.” That’s what my colleague Ron Hargrove, former union member at Ford and current community videographer and activist, told me when we met outside TARC’s headquarters at the Union’s protest.

After all, as Tim Findley Jr., who came with me that day said on Twitter, these are the people that move the city.

The Union representing more than 430 TARC workers, reported that “97% of voting members turned down the new deal.” That sent me a clear message about the seriousness of their concerns.

I appreciated hearing directly from the Union members who spoke with me that day. One key concern is that all wage increases be equal across the various job categories. Another is that one aspect of “safety” is workers, particularly those with families, not being forced to work shifts that affect their ability to care for their children. Another aspect of safety of concern was adequate training for new employees. And there were concerns about guns on buses as well, thanks to the State law that allows that.

Obviously, I don’t know that details of any of this, but I am experienced enough to know how complicated these problems and their solutions are, and how important it is that TARC work together across the entire organization to address them.

TARC management has argued that wage increases beyond those budgeted are not possible. I am one for fiscal discipline and adherence to a budget, but I don’t think this is a zero sum game, where a dollar paid to an employee is a dollar lost for the organization.

In the best organizations in my experience, with the right training and customer service orientation, incremental pay to employees in an organization should actually generate a positive return for the business. In the face of so much upcoming change discussed above, I don’t see how a strong, happy and productive employee base is not a baseline requirement for TARC to be a driver of Louisville’s economic success in the future.

Since that day, the phrase that has been running through my head is “We are TARC.” There is no distinction, no separation, between the Board, management, exempt workers and Union employees – we are TARC.

Influencing the Settlement

It takes two to tango and it takes both sides to settle a negotiation. When you cannot control everything, I think the thing you can do is to encourage new thinking and a new dialogue, and hope that you can inspire the parties to think differently. Several experienced voices were added to the discussions by the Mayor's office to explore new options.

The next week, on October 12th, I called a Special Meeting of the Board regarding the collective bargaining negotiations. I wanted to be sure the Board was informed on all aspects of the collective bargaining process from management and from the Mayor’s office and to give it's input into strategic and financial outcomes. In that meeting, a steering committee of the Board was identified to receive updates and provide feedback on the process. Subsequently, we made the decision to cancel the October 25 meeting of TARC’s Board to support management in its the preparation for a successful result in its previously-scheduled collective bargaining meeting on November 2nd.

On October 20, according the Union, 95% of members voted in favor of a strike authorization. They announced they are not yet going on strike, but TARC management said it prepared a contingency plan in case of a work stoppage or sick out although public law forbids the employees to strike.

There were a few more fits and starts during the confidential negotiations to break the stalemate during the November 2nd session. After consideration, on November 30 TARC’s Union approved the contract. On December 1st, the TARC Board of Directors approved it as well.

What Happens Next?

With the collective bargaining process completed, there are other significant challenges facing TARC. There is still a need to find new common ground to make TARC all it can be. TARC deserves it. Louisville deserves it.

I get asked, particularly by business colleagues, whether this is still worth it. If you know me, you know the answer is still yes. We’ll see what happens with the Administration holding my reappointment, but I’ll be working on this issue one way or another.

We are TARC.

Update from LinkedIn on 3/1/23: I'm glad I recently wrote about the hard work done last year to address core changes needed for TARC then and in the future, as I just learned today that I will not be re-appointed by the new Administration to see this change agenda through. We need to continue to center the voices of the many TARC employees across the entire organization that want TARC to be all it can be, and the voices of the community that need TARC to be better to support their lives and their livelihoods. That is the continued challenge and the only way to find a new way at TARC. As I wrote, I'll continue this work in everything I do.



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