Dainty: 'I have never considered resigning'

Martin Williamson caught up with Gladstone Dainty, the president of the USA Cricket Association

Will the USACA consider litigating its lawsuit before an independent arbitrator or subjecting the lawsuit to some other form of alternative dispute resolution?
Yes. Legal counsel for the USACA recently sent a letter to Malcolm Speed, the chief executive for the ICC, stating that the USACA is willing to consider resolving the issues surrounding the recent election for the Board of Directors through alternative dispute resolution. In its letter to Mr Speed, the USACA states that it is willing to consider submitting to binding arbitration in the United States and authorizing an arbitrator to consider the validity of the recent Board election and the legitimacy of action taken by the Board.

However, the USACA will only agree to binding arbitration if the New York Not-For-Profit Corporation Law applies because this is the law which governs the USACA and its By-Laws. In addition, as a condition to our submission to binding arbitration, the Board feels strongly that the appropriate venue in which to resolve the USACA lawsuit is the United States, and that the appropriate forum is either the United States District Court for the Eastern District of New York (the venue of incorporation for the USACA), or a private arbitrator agreed to by the parties and located in New York.

Does the USACA recognise Polam Reddy's authority to call an "extraordinary meeting" of the USACA member clubs?
No. Polam Reddy lacks the authority to call an "extraordinary meeting" of the member clubs. First, Reddy was invalidated as a candidate for Board election by duly authorized action of the Board of Directors on February 25, 2005. Therefore, he may not take actions on behalf of the Council of League Presidents (CLP).

Moreover, the CLP has no authority to call an "extraordinary meeting" of the USACA membership under the By-Laws of the Association. The By-Laws provide that an "extraordinary general meeting" of the members of the Association may be called at any time by the president of the USACA, a three-quarter majority of the Board of Directors, or by written request signed by not less than 35% of the member clubs to discuss any matter of importance. Thus far, the USACA has not received such a request. Therefore, Reddy's request for an "extraordinary meeting" is not authorized by the By-Laws and any action taken at such meeting shall be null, void and of no effect.

Why did the ICC reject the USACA's plans for Project USA?
The agenda for Project USA was always driven by the ICC.We are not privy to the underlying reasons for the ICC rescinding their proposal.

Why did the USACA refrain from issuing a public statement during the period of time between the suspension and cancellation of the Project USA funding by the ICC?
USACA did not feel it prudent or necessary to issue a public statement on the actions of the ICC particularly on the issue and at the time you are asking about. The ICC and USACA were engaged in what we thought were meaningful negotiations on the terms of Project USA. We always said yes to Project USA and although we raised objections to some conditions,we were always willing, enthusiastic and ready to be partners with the ICC.

Why did Malcolm Speed blame the USACA and its executive organs for the suspension and cancellation of the Project USA funding by the ICC?
I am not privy to the reasons for Speed's comments on behalf of the ICC, and will not, therefore, speculate about them.

What caused Speed to make his statements in January?
Again, I am not privy to the reasons for Speed's comments on behalf of the ICC, and will not, therefore, speculate about them.

Do you regret the "strong statements" you have made in the past concerning your relationship with the ICC?
I am not sure what "strong statements" you are referring to in your question. Let me reiterate, however, that it is my duty as President of the USACA to act in the best interest of the USACA. I have done this in the past and I will continue to do so as long as I am the President of the USACA. The ICC and the USACA have disagreed on issues in the past, and I suppose that we will continue to disagree on issues in the future as our relationship continues to grow.

Nevertheless, the USACA is committed to working with the ICC in a pro-active manner. Like the ICC, we seek a quick resolution to the present corporate governance issues confronting the USACA, and we anticipate that the ICC will support the USACA in its efforts to quell the unlawful actions of the dissident individuals attempting to undermine the legitimate authority of the Board of Directors and the acting officers of the USACA Executive Committee.

Are member clubs of the USACA entitled to an accounting of the books and records?
Yes. The By-Laws permit member clubs to make formal written requests to the Treasurer of the USACA for an inspection of the USACA books of accounts at all reasonable times. Thus far, no member club has made such a request.

Please note that the Treasurer of the USACA, Selwyn Caesar, has served in his capacity for the past four years. Member clubs have never complained about Caesar and his accounting practices have never been questioned. It was not until the recent corporate governance dispute that certain dissident individuals brought Mr Caesar's accounting of the USACA funds into question. Caesar has been independently audited by a leading CPA firm and his opinions are consistently affirmed and unqualified. Moreover, the USACA's tax filings are available to the general public and posted on the IRS website. The attempt by the dissidents to discredit and attack Caesar is nothing more than another aspect of their overall attempt to obtain through personal attacks on the USACA's Board of Directors and executives what they could not obtain legitimately through the corporate governance process.

Is the USACA solvent?
I am not sure what you mean by "solvent." If you are referring to the financial status of the USACA, I assure you that the USACA is healthy financially.

Are the USACA funds being used to pay for legal fees incurred in the USACA lawsuit against the dissident individuals?
No ICC funds or membership dues have been used and will be used to pay legal fees.I direct your attention to the letter from the majority of the Board of Directors of the USACA which was sent to member clubs on April 28, 2005. In this letter, the Board of Directors states that the Board of Directors of the USACA authorized the use of the USACA funds to defend the USACA from baseless attacks by the dissidents. As the Board stated in its letter, it is the responsibility of the Board to defend the integrity of the USACA and to act in its best interest.

Does the Board of Directors and the Executive Committee operate in "virtual secrecy" from the USACA member clubs?
I do not know what you mean by "virtual secrecy". If you are referring to the Board and the Executive Committee's communication with the USACA member clubs, we have been hampered in our efforts to communicate with member clubs over the past several months because certain dissidents have controlled our means of communication.

However, on April 28, 2005, the USACA regained control of its own website and the ability to communicate with its members. As the USACA continues to neutralize the unlawful actions of these dissidents, the Board and the Executive Committee will communicate our actions to the member clubs of the USACA.

Did the Board of Directors properly disqualify ineligible candidates in the recent election?
Yes. On September 29, 2004, the Board of Directors unanimously approved the application of criminal background checks as a prerequisite for candidacy to the Board of Directors. Many of the dissidents who are presently criticizing the Board's authorization of background checks actually participated in and cast votes in favor of this unanimous resolution. In addition, on February 25, 2005, the Board passed a resolution resolving that all candidates for the Board election who failed to submit complete criminal background check applications by the February 9, 2005 deadline were deemed ineligible as candidates for election to the Board. These resolutions were duly authorized actions of the Board of Directors of the USACA.

Was the Board of Directors authorised to suspend Bobby Refaie?
Yes. On March 11, 2005, Refaie was suspended for 90 days by duly authorized action of the Board of Directors. The Board is authorized to suspend an officer under New York Not-For-Profit Corporation Law (the law governing the USACA).

Have you ever considered standing down as President of the USACA?
I am not sure what you mean by "standing down". If you are asking me if I have ever considered resigning as President of the USACA, my answer is "no." I am committed to serving the USACA and desire a quick and effective resolution to this dispute. This said, like other members of the Executive Committee I ultimately serve at the discretion of the Board of Directors. If the legitimate Board of the USACA should choose to remove me from office or not return me to office, consistent with the Association's By-Laws, then I would obviously respect this decision.

Do you believe that the current corporate governance issues confronting the USACA are untenable and unworkable?
No. The current corporate governance issues will be resolved. In the meantime, the Board of Directors must be given the support by member clubs to act in the best interest of the USACA. This means that member clubs should aid the Board in its efforts to neutralize the unlawful actions of the dissidents who continue in their efforts to undermine the authority of the Board and its acting Executive Committee.