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Dear Members of the Colonial Virginia Council Executive Board,
We are writing with respect for the responsibility you carry as fiduciaries of the Colonial Virginia Council and for the significance of the decisions currently before you.
This letter is not intended to advocate for or against any specific merger outcome. It is focused solely on process integrity and the need to address identified procedural issues before further action is taken.
December 11 Executive Board Meeting
Now that the Colonial Virginia Council bylaws have been made available, a procedural concern regarding the December 11, 2025, Executive Board meeting has become clear.
The bylaws state:
“A notice of each meeting of the Executive Board shall be provided to each member at least five days in advance of the meeting.
No business may be transacted that is not the subject of prior notice.”
Multiple sources have indicated that the agenda for the December 11 meeting — including merger-related action — was distributed the evening before the meeting.
Under those circumstances, the notice requirement described in the bylaws was not satisfied, and any merger-related action taken at that meeting was therefore not conducted in accordance with the governing rules of the Council.
This observation is not a judgment regarding intent or good faith. It is a procedural issue that warrants formal correction to protect the integrity of the Council’s records and decision-making process.
January 29 Executive Board Meeting: Necessary Corrective Steps
We recognize the proximity of this notice to the upcoming January 29 meeting. However, the Board retains the ability to address this issue on the record and to defer reliance on the December 11 action pending proper notice and re-vote.
As part of this correction, it is important that the Executive Board not approve the December 11 meeting minutes at the January 29 meeting, as doing so would effectively ratify action taken without proper notice. Declining to approve those minutes — or explicitly noting that merger-related actions from December 11 cannot be relied upon — would preserve the integrity of the record while corrective steps are taken.
Before any further action is taken on the merger process, we respectfully request that the Executive Board consider the following steps:
- Acknowledge in the January 29 meeting minutes that the December 11 meeting did not meet the bylaw notice requirement for merger-related business;
- Decline to approve or rely upon the December 11 minutes for purposes of advancing the merger process; and
- Re-vote on the draft Plan of Merger at a properly noticed meeting, with adequate time for review and consideration by Board members.
Taking these steps would protect the Council, the Board, and the integrity of the decision-making process.
Timing of the Final Plan and Completion of Town Halls
We also respectfully urge the Board not to approve or otherwise lock in the Final Plan of Merger before all district town halls have been completed.
The final district town hall — for Monitor Merrimac, the Council’s largest district by membership — is scheduled for February 4. Approving the Final Plan prior to that meeting would limit the ability of member feedback to meaningfully inform the plan that Council Voting Members are ultimately asked to consider.
This sequencing also differs from the merger timeline previously communicated jointly with Heart of Virginia Council, which listed town halls occurring before finalization of the Plan of Merger and incorporation of feedback prior to Council Voting Member votes.
Respectfully, town halls should precede final decisions — not follow them.
A Clear and Responsible Path Forward
There is a straightforward path that allows the Council to proceed without significant delay while maintaining procedural integrity:
- Address the December 11 notice issue formally
- Re-vote on the draft Plan of Merger at a properly noticed meeting
- Complete all district town halls
- Incorporate feedback as outlined in the published timeline
- Then consider approval of a Final Plan for presentation to Council Voting Members
This approach ensures that the decision — whatever the outcome — is lawful, transparent, and durable.
The Board still has the opportunity to demonstrate leadership by prioritizing process integrity and member trust.
We respectfully urge you to do so.
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