One of the questions coming out of the giant settlement the San Diego County Water Authority struck with the Metropolitan Water District is what would happen to the army of attorneys who charged the Water Authority about $20 million over the years of litigation.
In particular, what would happen to Chris Frahm, a partner with Brownstein, Hyatt, Farber, Schreck, LLP? Frahm was the former chair of the Water Authority and widely considered the engineer of the legal battle the agency waged against its big sister to the north. Her job was the war and the war was over.
Thursday, that question blew up the regular meeting of the Water Authority’s Board of Directors. Now one of the directors is calling for the agency’s general legal counsel to step down.
The agency renewed the legal contract with Brownstein for nearly $600,000 over the next two years. But the directors balked at a separate, $20,000-a-month contract for Frahm. The contract would have kept her on as an advisor for the agency’s delegates to the Metropolitan Water District. Some of the directors seemed to want to put an end to her role completely while others wanted to support her by keeping her work under the protection of legal privilege.
The $20,000-month contract was specifically not for legal counsel and thus would have been subject to public records laws and the peering eyes of people like me. The Water Authority’s General Counsel David Edwards told directors that it was the only ethical way to engage her on that work.
“We are changing the nature of our engagement with Ms. Frahm as it relates to the MWD program because the fundamental nature of the water authority’s relationship with MWD has changed,” Edwards said. He said none of the things she would do in that role, advising delegates about MWD policies, new general manager selection or other issues are matters of legal counsel.
“In California, improperly asserting the attorney-client privilege can have serious consequences. It can lead to sanctions, loss of privilege, and even ethical violations,” Edwards said.
Jim Madaffer didn’t like that. Madaffer is the former San Diego city councilmember who also is a former chair of the Water Authority and a director still.
“I think you’re trying to pull a fast one on this board and I’m not going to let you do it,” Madaffer said. “You’re not the judge, you’re not the jury decisions are vested by this board period. And let’s not ever forget that we run this show, not you. First of all, these two items should really be in closed session and it’s a disgrace that they’re not.”
Madaffer had wanted the contract with Frahm to be lumped into the first one about legal services with her firm so that all her work would be confidential. He said Edwards provided no proof or legal opinions about why it needed to be public.
Frahm would be advising the Water Authorities representatives in Los Angeles on things like price for the water they want to sell and those things should be confidential.
Daniel Denham, the general manager of the Water Authority, said the Brownstein firm’s legal work would be about ongoing issues with the Colorado River and the deals the Water Authority has in place with the Imperial Irrigation District. But Frahm’s work in Los Angeles was not about legal advice.
“It does have to do with relationships. And it does have to do with politics, in a very straightforward way,” he said. He pointed out that he could not expect staff to stay overnight in Los Angeles to work on those relationships but maybe over time they could develop that expertise. “I don’t think that that’s an expectation that I have of staff to develop those political relationships with others.”
Reached Friday, Madaffer said Edwards, the general counsel, needed to go.
“I think he is full of shit and doesn’t know what he’s talking about and he should find another job,” Madaffer said. “I’m tired of mediocre legal services. Personally, I like the guy. I just question legal advice we’re getting.”
The directors ended up voting down the separate contract for Frahm’s political services. But it wasn’t clear if they hoped to bring it back as part of the legal services and thus privileged and confidential or if it was dead.
I was not able to reach Frahm. Officials from the Water Authority declined to comment.
Why it matters: The spicy exchange occurred the same day the Water Authority approved an 8.3% rate increase. That’s the rate the agency charges its member agencies for water it imports and buys from the desalination plant in Carlsbad. The city of San Diego and all member agencies will have to raise their rates accordingly and the blowback to ongoing water rate increases has been severe. Some city of San Diego politicians have even suggested dissolving the Water Authority.
It’s created a lot of rhetoric about the need for austerity and better efficiency at the Water Authority. Some directors, though, saw the ongoing spending on Brownstein and Frahm herself as part of the inertia of the past.
