ANA Legal Counsel Letter [ANA Update]
To: ANA Members
Re: ANA Legal and Financial Affairs
As many are aware our office served as legal counsel for the Association of the Nepalis in the Americas (Hereafter ANA) in the
K.C. et al v. Dhungana et al
matter filed in the Circuit Court of the state of Maryland. In the process complying with court orders to make an accounting for ANA resources (real property, personal property, financials etc.) our office discovered significant issues regarding the structure and operations of ANA and its affiliates. These issues were in the area of the legal and financial compliance of ANA and its affiliates over the past 10 years. Though ANA is primarily a volunteer run organization, the organization and its members, officers and affiliates MUST comply with state and federal rules or the organization may be forced to dissolve and officers be held liable.
Pursuant to the advice of the court, the Trustee and the lawyers involved, a settlement was entered into and approved by the Trustee that required several things but two major things in particular
Return to the status quo by placing Mr. Tseweng Sherpalama back in the position of interim President of which he held prior to the lawsuit
Charge Mr. Sherpalama with the obligation of bringing ANA and its affiliates into legal and financial compliance prior to a subsequent election being held
I will address both below:
Sherpalama as Interim President
Mr. Sherpalama shall serve as the interim President of ANA until ANA is brought in legal and financial compliance. He has the ability to create ad hoc committees and will be supported by an influential committee of three members. It is required he bring ANA into financial and legal compliance prior to an election in order for ANA not to pass on any potential liability to the new board members.
Mr. Sherpalama will be an officer of ANA and will be charged to make decisions that are legally mandated and in the best interest of ANA. He and the appointed team will handle the day to day operations of ANA while it is being brought into compliance. Our office has been retained by ANA to ensure all decisions are in compliance with the law.
Mr. Sherpalama will not be acting in his own personal capacity. He will be taking this role on as a volunteer; therefore if there are any public inquiries from members regarding ANA, NECC or any affiliates, those inquiries MUST be made in writing via email firstname.lastname@example.org . Phone calls are not permitted. Mr. Sherpalama will then forward those inquire necessary for compliance to our office or the office of the designated financial advisor.
All ANA affiliates including past and current officers, volunteers and members are on notice to provide any and all information upon request to Mr. Sherpalama and my office. No one should be acting on any activity regarding ANA and its affliates without EXPRESS WRITTEN CONSENT BY MR. SHERPALAMA which will be run by my office. Such action is tantamount to fraud, embezzlement and breach of fiduciary and will not be tolerated and will be prosecuted. Affiliates include but not limited to ANA, NECC, ANY person or organization that has financials or works alongside ANA concerning scholarship, spending, retirement, and public assistance. State and federal law are very clear that the assets of a company, here ANA and its affiliates, are for the benefits of the membership as a whole and therefore it will be the interim President with the help of advisors and legal counsel to ensure that the property is being used for ANA’s benefit.
ANA must be brought in legal compliance as soon as possible. ANA has failed to stay in compliance in many areas and it will require ANA to make financial investments to retain professionals who can help correct the legal compliance issues it has over had the past 10 years. Our office has been retained to assist in but not limited to the following areas; 1) Business Status in the District of Columbia 2) Contract reviews; 3) Federal law compliance; 4) IRS Compliance.
Our office has also been charged to help correct any and all operational issues that ANA has suffered from to ensure that those issues do not occur in the future.
One of the major issues that ANA will have to address will be the sale of the NECC property. ANA has requested and the court approved that the Trustee negotiate the sale of the property. The property price will have to be re-negotiated specifically due to 1) the delay in delivering the property to the buyers and 2) the process of how the property was transferred. Due to the negligent handling of this matter, there is a very real chance that ANA will not be able to get its contracted price. The Trustee will attempt to negotiate the best price for the property; The alternative to not negotiating could be a very expensive lawsuit that will derail ANA and force it to dissolve. The Trustee is skilled in the selling of real property and we are confident he will negotiate the best price possible under these circumstances. Therefore I ask you to be supportive and provide if asked any documentation requested in handling this matter and any other legal matter.
ANA and its affiliates currently are not in compliance with state and federal financial requirements. Similar to legal compliance, ANA and its affiliates MUST embark on becoming financially compliant as soon as possible or it may not be forced to dissolve.
Financial compliance will require ANA and its affiliates to contract with an accounting professional who can perform forensic audits and reconcile the financials for the last ten years. This will include but is not limited to locating all real and personal property including financials that were in the possession of ANA or being held on behalf of ANA and making an accounting of it.
The steps outlined are steps that were strongly suggested by the court, the trustee and the attorneys who were involved in the lawsuit. Mr. Sherpalama’s number one duty is to bring ANA to a position that it can be successful in its mission of providing services, support and celebration to the Nepalis community. He will be required to rely on the professional advice of attorneys, accountants and the Trustee. This process will require ANA and its affiliates to invest in hiring these professionals to fix the legal and financial issues; however these issues must be addressed by those who know how to fix them in order for ANA to continue to be a shining beacon for the Nepalis in the Americas.
This process will not inhibit ANA from carrying out its other operational functions such as the annual convention. I would request that members not contact any of the professionals or the Trustee directly unless they contact you. Each time any of the professionals are contacted, ANA will be billed for it and that will take away resources that can be used directly on the Nepalis community. Make sure to direct all questions in writing to Mr. Sherpalama at email@example.com . Thank you for your time.
Very truly yours,
Akin-Deko & Puig P.L.L.C.
Akin-Deko & Puig PLLC 1629 K Street Suite 300 Washington DC 20006. 202-508-1066 www.abpfirm.com
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