August 11 , 2011
By Ken Krayeske • 9:30 PM EST
The blurry quality of the political world: Secretary of the State Denise Merrill leaving her office after a press conference on August 4, 2011.
Preamble to the Weekly Column
In the fiction of corporate personhood, a business becomes a person when proper paperwork is delivered to the Secretary of the State.
Often times, Delaware or other states with easy corporate formation laws engender this process for property to become person (the inverse of slavery, wherein a person is property, but nevermind).
Once “born”, the company must register to do business in the state that it actually resides in. If not, that company will be an “illegal alien” subject to fines and certain types of legal liability.
The Weekly Column
As it happens in Connecticut and everywhere else, there is always an exception to the rule of the mighty language of the joint press release and the bombast of the press conference; a vulnerability that can reduce articulate politicos to a weak “no comment.”
The trick, of course, is finding that exception to the press conference rule. Sometimes, that takes months to do, and a good backstory that is far too difficult to comprehend or in depth for media outlets like Fox-61 to put on the air.
Last week, on August 4, 2011 your humble scribe found that vulnerability and perhaps spoiled the presser by Secretary of the State Denise Merrill and Attorney General George Jepsen celebrating their collection of more than $1.3 million in fines from about 330 out-of-state companies operating in Connecticut without registering.
In advance of the presser, the language of Merrill’s press release staked a “take no prisoners” approach. Merrill’s quote: “We have zero tolerance for business practices that take advantage of Connectiocut consumers and or businesses who do play by the rules.”
The press release also quoted Paulette Scarpetti, the president of the Connecticut Better Business Bureau: “I don’t know why any company or individual would choose not to register … There is no reason why any company or individual should be doing business illegally in the state of Connecticut.”
The press conference presented a room full of white people, mostly men in suits. I was wondering why there were no people of color, then I realized that it was journalists, attorneys and constitutional officers of the state of Connecticut. Why would I think diversity exists in these professions?
At the presser, the hot air filled the room, and Merrill, Jepsen and BBB spokesman Howard Schwartz hit their talking points.
Schwartz: People should have second thoughts about doing business with unregistered companies. “Is it wise to do business with unregistered companies?” he said.
Merrill: “This is a national issue. This is a consumer protection accountability issue.”
I like Denise Merrill, as she was a hard working, progressive legislator. I know she means well. But sometimes when you rise to a level of power, that position prevents you from speaking your mind.
Dear reader, recall February 2011, when wealthy donor Robert Burton wrote a nasty-gram to the University of Connecticut administration calling for the dismissal of Athletic Director Jeff Hathaway.
Burton hated UConn hiring Paul Pasqualoni as football coach. There is a familial backstory: Burton’s son played for Pasqualoni at my alma mater, Syracuse. Like a little league parent, Burton must have thought Pasqualoni didn’t play his son enough.
On August 1, just a few days before Merrill’s presser, the Connecticut Law Tribune wrote an unsigned editorial, written by the leading legal minds in Connecticut, raising questions about Mr. Burton described the letter thusly:
“Mr. Burton expressed his dissatisfaction in the choice, and demanded that his donated funds be returned to him. He further threatened to cease all additional support of the UConn football program, which had in the past been significant.”
Burton penned his missive on “Burton Capital Management, LLC” letterhead with a Greenwich, Connecticut address. An LLC is a limited liability company that must register with the secretary of the state.
Astute readers may recall the column wherein I revealed that Burton Capital Management, LLC was not registered to do business in Connecticut. Av Harris, the press secretary for Denise Merrill, promised me an investigation.
It was no surprise to me that among the 328 scofflaws outed by Merrill last week for failing to register was Burton Capital Management, LLC, which paid a $1,695 fine for not being registered to do business.
The question, then, is simple: Should UConn be wary of doing business with this Burton Capital Management, LLC or its managing member because it is his decision to not register?
Merrill: Yes, Burton Capital Management is on the list. “We did come to an agreement with the level of activity. He didn’t feel he should register.”
She had no comment on whether or not the University of Connecticut should do business with him.
To Attorney General Jepsen, the rhetorical pin that popped his puffery went like this: And what of the fact that the NCAA citing the UConn athletic department for failing to maintain an atmosphere of compliance? Is Mr. Burton part and parcel of that failure to maintain an atmosphere of compliance with the rules?
Jepsen: “He’s in compliance now.” Jepsen had no comment on whether UConn should do business with Burton.
Schwartz from the BBB backtracked on his earlier statement: When I said people shpuld have second thoughts about doing business with unregistered companies, “this is on a consumer level.”
The press conference wrapped up after that.
Consider, also, dear reader, that new UConn president Susan Herbst met with Mr. Burton at the end of July to discuss business. So as Jepsen was walking out the door, I asked him.
“I have nothing to say about that,” Jepsen said.
It is kind of disappointing to watch people in power back down so quickly when an issue of controversy arises around the wealthiest in our society.
The Connecticut Law Tribune’s editorial board confronted the issue head on of a donor who demands things for his cash. When Pasqualoni was hired, Burton whined about his name on the football center he donated to UConn, and sought his money back.
The Law Trib debunked this notion, putting Attorney General Jepsen in the center of it.
“Even if the University had not acted in constructing, naming and utilizing the football center, as agreed with Mr. Burton, it is unlikely that he would have the legal right to demand the return of his funds. In Connecticut, only the state attorney general can enforce the proper utilization of charitably donated funds.”
But again, Jepsen has no comment. What would happen if Jepsen had to deal with a situation like that? I’m sure that duck and cover would again be the order of the day.
Post-Script to the Column
The only two media outlets to publish this little exchange in the press conference were CT-N and CTNewsjunkie, both of whose audiences consist of those in the know, those who already play inside baseball.
Fox-61 had a cameraman there, but never aired the footage. It was either too complex, too much of that guy who goes after Jim Calhoun, or there was a four-car pile-up in Enfield because of bikini-clad women dressed like zombies wandering the streets.
This column does not have a large audience, so Merrill and Jepsen walk away slightly embarrassed, thrilled that the sour edge to their dog and pony show did not get larger airtime.