Introduction

On April 19, 2015 Brady C. Toensing (Toensing) sent a letter and a four-count Complaint to
Attorney General William H. Sorrell (Sorrell) requesting that Sorrell appoint an independent
legal counsel to investigate campaign finance violations and certain other improprieties allegedly
committed by Sorrell in his 2012 and 2014 re-election campaigns. The letter alleged certain other
misconduct not related to campaign finance laws. Sorrell, citing that he might have no actual
authority to appoint independent counsel, declined to do so. Governor Shumlin then asked
Thomas A. Little to serve as independent counsel to an investigation pursuant to Section 2904 of
Title 17 of the Vermont Statutes, reporting to the States Attorneys for the 14 Counties. Little
agreed to do so and opened the investigation in mid-May.
At the same time the States Attorneys formed a working group to manage the investigation (for
the sake of simplicity, the working group will be referred to in this report as the committee)
and chose Addison County States Attorney David Fenster as Chair of the committee. (Fenster
was and is the Chair of the States Attorneys Executive Committee, a planning and
organizational group established by 24 V.S.A. 367.) Three States Attorneys, Thomas Donovan,
Jr. (Chittenden County), Vincent Illuzzi (Essex County) and Rose Kennedy (Rutland County)
recused themselves from the committee for conflict of interest reasons. All of the other 11 States
Attorneys served on the committee and join in releasing this Report.1
On May 19, 2015, Toensing sent a letter to the committee enclosing an expanded, six-count
Superseding Complaint. Little and the committee started their investigation with the
Superseding Complaint but did not restrict the investigation to the boundaries of the Complaint.
For the sake of simplicity, the Superseding Complaint will be referred to throughout this report
as the Complaint.
While the Complaint contains detailed allegations of fact, it also has partisan political content.
The investigation ignored the latter and focused only on the former. The investigation subjected
the allegations of the Superseding Complaint to the rigorous review States Attorneys use when
determining whether to initiate civil enforcement or criminal justice proceedings.
The investigation probed the allegations with the relevant individuals, through written
interrogatories, and interviews with sworn testimony, and also examined public records where
applicable. All written statements and responses were given to the investigation subject to the
pains and penalties of perjury and under the provisions of Section 2904 of Title 17.

1
By way of full disclosure: Various States Attorneys may have supported Sorrell or Donovan with
campaign contributions in the 2012 Democratic primary, but none over the $100.00 reporting threshold as none
appears on any of the Donovan or Sorrell campaign contribution reports. Littles law partner and brother in law, Bert
Cicchetti, contributed $250.00 to the 2012 Donovan campaign. None of these contributions was deemed to raise an
issue concerning the fairness or integrity of the investigation or this Report. The Sorrell campaign contributed $300
to the 2014 Kennedy campaign for Rutland County States Attorney but, as noted, Kennedy has recused herself. The
Sorrell campaign also donated $25.00 to the 2014 Donovan re-election campaign.

As explained below, some relevant persons and alleged actions in Count 5 of the Complaint
(which does not allege campaign finance law violations) lie beyond Vermonts borders and
beyond the scope of this inquiry making closure of the investigation vis a vis those allegations
impossible at this time. Separate investigatory work is underway to deal with those allegations.
The Scope and Approach of the Investigation and Report
The investigation took its scope from the six allegations of the Complaint. Counts 1-4 claim
violations of Vermonts campaign finance laws (Chapters 59 and 61 of Title 17, Vermont Statutes
Annotated). Count 5 alleges violations of federal and state criminal statutes. Count 6 alleges a
conflict of interest. As set forth below, a full Count 5 investigation has not been undertaken by
the committee. We note, too, that much of the Count 2 allegations are against an outside entity,
not the Attorney General.
The authority for the investigation is in section 2904 of Title 17, a copy of which is attached to
the Report. The investigation used written interrogatories, interviews and sworn oral
examinations to obtain information and records.
This Report responds to all of the allegations in the Complaint, subject to the above caveat about
Count 5. Each and every individual allegation that is not specifically mentioned in the Report
was examined and reviewed by the investigation. The absence of a specific mention of any of
them indicates only that the investigation did not find that allegation to warrant specific mention.
The Law
The Complaint alleges violations of Vermonts campaign finance laws. The General Assembly
amended the applicable campaign finance laws in January 2014 with the passage of Act 90,
signed into law on January 23 of that year. Act 90 repealed Chapter 59 and replaced it with
Chapter 61. Thus, conduct prior to January 23, 2014 was covered by Chapter 59 and subsequent
conduct by Chapter 61. Portions of the Superseding Complaint address alleged conduct from
2012, and others conduct subsequent to the effective date of Act 90. The two sets of statutes
share much in common.
Act 90 reorganized and rewrote the campaign finance statutes and made some substantive
changes. Campaign contribution limits were increased and indexed for inflation. Campaign
spending limits were removed in the wake of court decisions striking them down. Penalties were
increased. Candidate and political committee registration and reporting measures were made
more specific, and coordination of campaign contributions provisions were rewritten.
One area where Chapter 61 added new material and more detail but did not change the substance
of the law was in the investigation and enforcement sections of the law, where section 2904
replaced section 2806a. Both versions established a civil investigation process giving jurisdiction
to the Attorney General or any States Attorney2. Section 2904 provides that:
2
Neither statute addressed the jurisdictional questions and issues raised by an investigation or enforcement
action conducted by a States Attorney (a county officer) regarding a statewide political campaign. These include the
fact that although the States Attorneys have jurisdiction over campaign finance complaints, they rarely, if ever, are
given notice of them.

The Attorney General or a State's Attorney may examine books and records pertinent to
alleged violations; may demand written responses under oath to questions; and may
subpoena and take testimony from persons with knowledge of alleged violations.

Books and records obtained in an investigation shall not be disclosed to any person other
than those involved in the investigation, unless otherwise ordered by a court for good
cause shown or in a court enforcement action.

Any person who, with intent to avoid, evade, or prevent compliance with an investigation
under this section, conceals, withholds, or destroys or falsifies any documentary material
shall be fined not more than $5,000.00.

A link to the Legislative Councils summary of Act 90 is here:

http://legislature.vermont.gov/assets/Documents/2014/Docs/ACTS/ACT090/Act090%20Act
%20Summary.pdf
A person who violates the Title 17 campaign finance laws is subject to a civil penalty of up to
$10,000 per violation. In addition, a States Attorney may institute any appropriate action
injunction or other proceeding to prevent, restrain, correct, or abate any violation. 17 V.S.A.
2806(b),(c); 17 V.S.A. 29012(b),(c). And, a person who knowingly and intentionally violates
the campaign finance registration and maintenance requirements is subject to a fine of not
more than $1,000.00 or imprisonment of not more than six months, or both. 17 V.S.A. 2806(a);
17 V.S.A. 2903(a).
While mentioned above it is worth underscoring the confidentiality requirements of Section
2904, which specifically requires that:
Any book, record, paper, memorandum, or other information produced by any person
pursuant to this section shall not, unless otherwise ordered by a court of this State for
good cause shown, be disclosed to any person other than the authorized agent or
representative of the Attorney General or a State's Attorney or another law enforcement
officer engaged in legitimate law enforcement activities unless with the consent of the
person producing the same, except that any transcript of oral testimony, written
responses, documents, or other information produced pursuant to this section may be
used in the enforcement of this chapter, including in connection with any civil action
brought under section 2903 of this subchapter or subsection (c) of this section.
The consequence of this is that the investigation is prohibited from releasing the records and
information gathered during its course, except where the person providing them consents, as may
be produced during formal enforcement proceedings, and except where the records or
information are already publicly available. 17 V.S.A. 2904(a)(4). A further exception to the
confidentiality provision is at 2904(a)(5), which provides that:

(5) Nothing in this subsection is intended to prevent the Attorney General or a State's Attorney
from disclosing the results of an investigation conducted under this section, including the
grounds for his or her decision as to whether to bring an enforcement action alleging a violation
of this chapter or of any rule or regulation made pursuant to this chapter.
The committee has carefully sifted through the information and materials produced during the
investigation. The committee is mindful of the keen and understandable public interest in the
investigation. This Report makes reference to gathered information and materials only to the
extent necessary, and as permitted under Subsection (5) of Section 2904(a), to provide the public
with an understanding of the grounds for the committees conclusions.
The Superseding Complaint
Count 1. This Count alleges improper and illegal coordination between the Attorney General
Sorrell campaign and the Committee for Justice and Fairness (CJF) PAC - alleged to have been
established by the Democratic Attorneys General Association (DAGA). CJF spent some
$200,000 to support Sorrells 2012 Democratic primary election campaign. Count 1 claims that
because CJF coordinated its expenditures with the Sorrell campaign (using former Governor
Howard Dean (Dean) as its coordinator), (i) CJF was subject to a $2,000 per election spending
cap and (ii) the CJF expenditures were required to be reported by the Sorrell campaign. The CJF
contributions clearly exceeded $2,000 for the primary election and the Sorrell campaign did not
report them.
These same illegal coordination allegations were considered and rejected for lack of evidence by
Judge Robert Mello in his January 28, 2013 decision in McMullen v. Committee for Justice and
Fairness. Count 1 of the Complaint did not include any documentation of coordination.
Howard Deans sworn testimony and his written responses to requests for information and
records, flatly denied that he had any collaborative or go-between role between the Sorrell
campaign and the activities of the CJF PAC. From Deans responses the investigation
determined that in August 2012, the month Dean recorded the television ad for CJF and the radio
ad for the Sorrell campaign, he and Sorrell were aware that CJF was working for Sorrells
reelection and that they could not discuss what each of them was doing in respect of support for
the Sorrell campaign. Dean specifically denies that he discussed any of the CJF content or tactics
with Sorrell or anyone on the Sorrell campaign staff, or with any third party who could serve as a
messenger. CJF also denied any coordination with the Sorrell campaign and outlined their
organizational structure and decision making process regarding their expenditures supporting
Sorrell.
The committee notes that Vermont statute and the courts set a high bar for establishing
intentional coordination. The facilitation of an expenditure by a non-candidate committee in
support of a candidate is not independent (and therefore is a contribution) only if the expenditure
was intentionally facilitated by, solicited by or approved by the candidate or the candidates
political committee. 17 V.S.A. 2809(a), (c). The U.S. Second Circuit Court of Appeals
upheld 2809(c) subject to the caveat that it be construed narrowly to require prearrangement

or coordination with the candidate. Landell v. Sorrell, 382 F.3d 91, 145 (2d Cir. 2004)
(reversed in part on other grounds by Randall v. Sorrell, 548 U.S. 230 (2006)). Similarly, in State
of Vermont v. Republican Governors Association, Docket No. 762-12-11 Wncv (Vt. Sup. Ct.
9/26/2012, which considered allegations that the RGA coordinated expenditures with Brian
Dubie, a candidate for governor, the Civil Division of the Washington County Superior Court
ruled that the facilitation standard should be construed narrowly.
Sorrells sworn testimony was entirely consistent with the Dean testimony and evidence. The
investigation turned up no evidence or documentation of coordination. The committee finds no
cause to undertake enforcement action.
Action: The Count 1 investigation concluded that there is insufficient evidence to support a
finding of any violation of Title 17 and, therefore, for any enforcement action.
Count 2. This Count presents two allegations. The first claims that DAGA committed a series of
campaign finance law infractions, including failure to timely register as a Vermont PAC, failure
to timely and accurately file required reports and failure to abide by contribution limits. The
second claims that Sorrell observed a double standard, enforcing the law against the Republican
Governors Association PAC (RGA PAC) (re: the 2010 Brian Dubie gubernatorial campaign)
but not against the DAGA PAC (re: the 2012 Sorrell primary campaign).
The Complaint, at pages 5-6, alleges that:
During the 2012 election cycle, a Vermont PAC that did not make purely independent
expenditures was prohibited from accepting contributions in excess of $2,000. 17 V.S.A. 2805.

DAGA, using the Democratic Attorneys General Association PAC (DAGA PAC), contributed
the maximum allowable amount of $6,000 to General Sorrell (on April 2, 2012 and July 10,
2012). According to the legal position taken by General Sorrell in his case against the RGA,
these direct contributions precluded DAGA from then operating an independent expenditure only
PAC in Vermont without abiding by the $2,000 contribution and $3,000 donation limits in the
law.
Despite the legal limitations on DAGAs funding and operation of a PAC caused by its direct
contributions to General Sorrell, DAGA formed, ran, and fully funded CJF for the sole purpose
of supporting General Sorrells primary campaign.
The Complaint appears to be referring to the Committee for Justice and Fairness PAC (CJS
PAC), not the Committee for Justice and Fairness (CJS) itself. CJF was established prior to 2012;
the CJF Web site states that CJF was created in 2010 while the CJS IRS Form 8872 (Political
Organization Report of Contributions and Expenditures) for the period January 1, 2013 June
30, 3013 states that CJS was established July 29, 2008. The establishment of the CJF PAC,
however, seems to be aligned with the height of the 2012 Democratic primary; the CJF PAC
Statement of Organization, as filed with the Federal Election Commission, shows its

organization date as August 9, 2012. The Statement of Organization gives two names of
responsible persons but states no affiliation of either with any organization including DAGA.
CJF denies the Count 2 allegations.
Count 2 encompasses five different and distinct allegations and it is important to keep them
straight:
1.
DAGA PACs alleged failure to file a report due on 10/15/12. The report itself states that
it was due on October 15, 2012 but not filed until July 10, 2015..3
2.
CJF PAC alleged failure to file a report due on September 15, 2012. The report itself
states that it was due on October 15, 2012 but not filed until November 5, 2012.
3.
CJF PAC alleged failure to file a report due on October 15, 2012. The report itself states
that it was due on October 15, 2012 but not filed until November 5, 2015.
4.
CJF PAC DAGA alleged unlawful coordination. This portion of Count 2 alleges that
DAGA established and operated the CJF PAC, making DAGAs large ($200,000) contributions
unlawful. The CJF PAC Statement of Organization, filed with the FEC on August 9, 2012,
contains no mention of DAGA. Further investigation is ongoing to determine the specific facts
of the DAGA-CJF PAC relationship and whether these warrant their own enforcement action.
This portion of the Count makes no allegations directly against Sorrell.
5.
Sorrells alleged failure to investigate the alleged DAGA-CJF PAC improprieties. As
noted above, the second part of Count 2 alleges that Sorrell observed a double standard,
enforcing the law (17 V.S.A. 2831(a), 2811) against the RGA PAC but not against the DAGA
PAC. This part of Count 2 does not focus on the Sorrell-CJF coordination claims but rather on
Sorrells alleged failure to investigate and take enforcement action against CJF. On September
24, 2012 (after the Primary Election), the state Republican Party Chair, Jack Lindley, wrote to
the Governor, in a letter released publicly, demanding an investigation of Sorrell. At the time,
Sorrell declined to investigate or to appoint an independent counsel to investigate the charges.
The Governor also declined to appoint an independent counsel, advising Mr. Lindley to consider
referring the matter to a States Attorney.
According to Count 2 (see the emails included in Exhibit H to the Superseding Complaint),
Lindley also asked that the Addison County States Attorney investigate these charges. Lindley

3
The committee is aware of a separate investigation pending in the Attorney Generals Office (AGO) in
response to a complaint alleging two campaign finance law violations by the DAGA PAC and received by the AGO
- from a different complaint than Toensing - in June 2015. That complaint makes this same allegation against the
DAGA PAC (failure to file a report due on 10/15/12). That complaints second allegation is that the DAGA PAC
report filed on July 18, 2012 contained substantial omissions; those errors were corrected by the DAGA PAC on July
10, 2015. This second allegation is not contained in the Toensing Complaint.

later wrote to Sorrell (April 23, 2013), stating that it is our understanding that this states
attorney has been unable to move forward with an investigation due to a lack of resources.4
In this regard, the Sorrell Response stated that he
cannot speak for other persons or entities. Moreover, he cannot opine concerning these claims
or investigate them as they concern activities which affected his campaign. It
would be
unethical for him to investigate or comment about such claims beyond his statements concerning
lack of coordination between his campaign and the CJF/DAGA.
Notwithstanding the April 2013 Lindley letter advising that the Addison County States Attorney
had been unable to move forward on the Sorrell-CJF allegations, the Sorrell Response stated
that he understood that the Addison County States Attorney had the matter under advisement
and that Sorrell believed that the matter would be or had been addressed in that manner.
It is unclear whether this part of Count 2 is simply a criticism of Attorney General Sorrells
judgment and consistency, or instead an allegation of neglect of the duties of his office as
Attorney General in violation of Vermonts misdemeanor criminal neglect of official duty statute
(13 V.S.A. 3006). That offense requires proof that a public officer wilfully neglected to
perform the duties imposed by law. These facts do not support a willful neglect of duty
misdemeanor charge.
Sorrells sworn testimony was consistent with statements attributed to him by the press: he was
not in a position to investigate himself; an investigation by his office would have likewise been
inappropriate, and the matter was under review by a States Attorney. In addition to denying the
allegations, he further noted that his office had, in fact, enforced the law against a Democratic
Governors Association PAC not just against the Republican Governors Association PAC.
As noted above in Footnote 2, a separate investigation has been underway in the AGO in
response to allegations received there in June 2015, alleging campaign finance law violations
against the DAGA PAC. The AGO attorneys involved in that investigation established a fire
wall between themselves and the Attorney General in light of the fact that the DAGA PACs
support of the Attorney General in the 2012 primary race created a conflict of interest preventing
him from being involved in any investigation of the PAC. The committee has been reviewing the
progress of that investigation and each investigation has cooperated and collaborated with its
counterpart in appropriate ways in order to assure thoroughness, efficiency and accuracy. This
coordinated effort has identified additional instances where the DAGA PAC violated campaign
4
Lindley did send a five-page complaint to the Addison County States Attorney requesting an
Investigation of Campaign Finance Violations Involving Vermont Attorney General, dated October 15, 2012,
making essentially the same claim of improper coordination as contained in Count 1 of the Toensing Complaint. In
reciting the supporting factual allegations against Attorney General Sorrell, the Lindley complaint stated that the
CJF SuperPAC illegally failed to file Vermont election reporting forms. According to the Secretary of State's office
because the PAC chose to file state forms, it was choosing the state deadlines and should have included a list of its
contributors. The letter contained no allegations of failure to file or improper filing by either DAGA or the DAGA
PAC.

finance laws by filing incorrect and untimely reports beyond those alleged in Count 2 or in the
distinct June 2015 complaint. Specific comment on any enforcement action would be
inappropriate at this time. However, any enforcement action against the DAGA PAC will be
undertaken jointly by the involved AGO attorneys and the committee under the supervision of
the committee.
Action: The DAGA CJF PAC investigation under Count 2 will continue through completion
with an assessment of possible enforcement action. Appropriate review of the three allegations
of failure to file violations (DAGA PAC and CJF PAC) will be undertaken. As noted in the
preceding paragraph, any enforcement action of the additional DAGA PAC violations will be
conducted through a joint committee-AGO effort. Again, specific comment on any specific
enforcement action would be inappropriate at this time. Count 2 does not allege campaign
finance law violations against Sorrell. We conclude that there is insufficient basis for a willful
neglect of duty proceeding against Sorrell.
Count 3. This Count asserted that the Sorrell campaign failed to itemize reimbursement
expenditures with the specificity required by Vermont law. See 17 VSA 2803(a)(3), 2964. The
Complaint attached copies of Sorrells filed reports with the reimbursement sections containing
summary descriptions, for example, reimbursement, reimbursement for computer,
reimbursement for mileage. The Complaint asserted that considerably more detail is required
by the law.
Sorrell responded in two ways. First, he stated that the Complaint fails to cite any authority that
the law requires detailed itemization of reimbursements to a candidate. Second, pointing to many
finance reports filed by other candidates for statewide office, he points out that this practice is
commonplace by candidates for public office in Vermont, regardless of office or party affiliation.
The two responses are related, as he suggests that the reason many candidates report in this
manner (the custom and practice in Vermont as the response puts it) is that the law permits it.
Indeed, the Sorrell campaigns practice in this regard is common. Finally, from the Sorrell sworn
testimony and a review of his campaign filings, the investigation concluded that he and his
campaign treasurer adhered to applicable reporting and filing requirements
The Sorrell Response also notes that the space made available on the expenditure reporting form
in use during 2012-2014 for the purpose of the expenditure is quite small and doesnt permit
more than a half-dozen words of explanation. The form does not instruct the candidate or the
campaign treasurer to add additional detail on a separate sheet of paper. (The reporting system is
now digital and has no limits on the amount of text that can be inserted in the reimbursement
section.)
The investigation asked a series of questions of the Secretary of State about Count 3. From his
response we learned that it is the Secretary of States view that the legislative intent of that
requirement that reimbursements be stated separately was to provide the public with some
indication of the specific nature of the given expense. Typical examples would include
reimbursement mileage; reimbursement airfare; reimbursement food; or
reimbursement postage. The Secretary believes that simply stating reimbursement without
any additional detail provides no insight to the public as to what the specific expense was made

for, and that some level of additional detail should be included, in accordance with the intent of
the statute. We note that many, but not all, of the Sorrell filings use shorthand descriptors of the
purpose of the reimbursement.
The Secretary of State, however, has never issued any guidelines, policies, advisories or
procedures specifically addressing the reimbursement reporting requirement. The
reimbursement reporting requirement has not been construed in a decision reported by the
Vermont Supreme Court. And, the text of the statute itself does not require any greater level of
specificity.
The Secretary of States position is that finance reports should not contain too many
reimbursement entries, since the law makes it clear that the preferred practice is for all
expenditures to be made from the campaigns checking account or with a campaign debit or
credit card not by the candidate who then must seek reimbursement.
Action: There is no sound basis for enforcement action on Count 3. We agree with the
Secretarys admonition about best practices, etc., and encourage the Secretary to give serious
consideration to adopting rules to further implement the reporting statutes and to expressly
require more detailed information about reimbursement expenditures. Candidates for offices of
public trust and power should treat the campaign finance reporting statutes as the floor amount of
information to provide to the public not the ceiling.
Count 4. This is the gas station media/campaign event Count of the Complaint. It alleges that
Sorrell failed to report campaign expenditures required to be reported as a result of claimed
coordination between the 2014 Sorrell re-election campaign and the 2014 Dean Corren campaign
for Lieutenant Governor. It is clear that Sorrell and Corren collaborated to host a press
conference at a Burlington gas station on September 15, 2014 to raise concerns about Chittenden
County gasoline prices and promote corrective legislation. The Complaint states that this was a
campaign event or at least a political event, coordinated by two campaigns, and that the value
of some items contributed towards the event by the Corren campaign (posters, emails and staff
time) should have been reported by the Sorrell campaign as in-kind related campaign
expenditures as defined in 2944 of Title 17. The Count suggests that time spent by Sorrells
AGO staff in arranging the event should have been reported as well.
Sorrell responded that his participation in the event was a legitimate and regular part of his
official job responsibilities, which include identifying issues negatively impacting Vermont
consumers and addressing them to promote appropriate solutions. Sorrell does not deny that the
event was coordinated with the Corren campaign, but dismisses the suggestion that because Mr.
Corren was involved in coordinating and attending the event in his capacity as a candidate for
office, that the event was a campaign event for himself. Sorrell affirmed in his sworn testimony
that at the event there were no Sorrell campaign staff or paraphernalia (posters, stickers, and
buttons), no solicitation of campaign contributions, and no vote for me rhetoric.
For Correns part, for a brief period he and his campaign staff communicated with Sorrell and
Sorrells office to coordinate the timing and content of the gas station event. The email

exchanges between him and Sorrell were few in number and took place over a short period of
time as Corren who initiated the efforts - scrambled to pull together the event.
The Corren campaign spent $139.64 on posters showing gasoline price trends; the posters
contained no political campaign content for either the Corren or the Sorrell campaigns. Correns
purpose in holding the event was to promote the issue of fair gasoline prices throughout Vermont
through ensuring competition, and to promote his own candidacy. No campaign fundraising was
undertaken in connection with or at the event for either his campaign or for the Sorrell
campaign.
Count 4 alleges that: The value of the donation of campaign props, staff time, and the use of
Corren Campaign email accounts to generate attendance, constituted an in-kind contribution to
the Sorrell Campaign pursuant to 17 V.S.A. 2944 and should have been, but was not, reported
on Sorrells campaign finance reports, pursuant to 17 V.S.A. 2961. The investigation asked
whether these Corren campaign actions promote[ed] the election of a specific candidate [i.e.,
Sorrell] and were intentionally facilitated by, solicited by, or approved by the candidate [i.e., by
Sorrell]. 17 V.S.A. 2944.
The investigation concluded that these Corren campaign actions were intended primarily to
benefit the Corren campaign and raise public awareness about the gasoline price issue. The gas
station event was staged by Corren as a Corren campaign event (Corren posters, stickers and
flyers). It was not staged as a Sorrell campaign event. There is no doubt that the event gave
Sorrell some incremental exposure he would not otherwise have gotten whether in his capacity
as Attorney General or as a candidate for re-election. And Corren would have known this would
be the result of the actions of himself and his campaign.
Sorrells sworn testimony denied wrongdoing and stressed that this event appearance, and dozens
of other examples, are proper and routine official acts of an Attorney General, and never crossed
the line into vote for me territory.
Section 2944 of Title 17 (effective January 23, 2014) and its predecessor, Section 2809, define
related campaign expenditures made on the candidates behalf as any expenditure intended to
promote the election of a specific candidate or group of candidates or the defeat of an opposing
candidate or group of candidates if intentionally facilitated by, solicited by, or approved by the
candidate or the candidate's committee. Count 4 asserts that the Corren in-kind assistance to the
Sorrell campaign amounted to this type of expenditure.
The expenditures at issue include (1) $139.64 for posters and (2) potentially the value of the
email notice to Vermont media (not, as in the case of the Corren litigation brought by the AGO,
an email to a Vermont Democratic party list). The posters only documented the Chittenden
County gas prices and, as noted above, contained no political campaign content for either the
Corren or the Sorrell campaigns. The Title 17 reporting provision cannot be read to make these
Corren expenditures related expenditures as to the Sorrell campaign under 2944. The statute
simply is not that specific. The Secretary of State did issue Rule 2000-1, Related
Expenditures, in 2000, construing former Section 2809, enacted in 1997 (effective Nov. 4,
1998). That section was repealed January 23, 2014, and replaced by Section 2944. The relevant

text in the two sections is relatively unchanged, so the Rule continues to have interpretive
weight. And yet the Rule itself sheds little or no light on the facts of this Count.
The federal Second Circuit Court of Appeals has held that campaign finance reporting
requirements apply only to partisan discussions that expressly advocate a particular result
(i.e., as the committee sees it, re-elect Bill Sorrell.) Landell v. Sorrell, 382 F.3d 91, 145 (2d Cir.
2004) (reversed in part on other grounds by Randall v. Sorrell, 548 U.S. 230 (2006)). There is no
evidence that the gas station event was staged this way in Sorrells case, and possibly even in
Correns case. For these reasons, Sorrell did not violate any campaign finance reporting
requirements. Accordingly, for all of the above reasons, we do not believe enforcement action on
the Count 4 allegations is supported by the evidence.
For this reason, we recommend that the Secretary of State give serious consideration to updating
Rule 2000-1 and the 2015-2016 "Guide to Vermont's Campaign Finance Law" publication to
address Section 2944 explicitly, with perhaps additional, appropriate guidance on such scenarios
as the Corren-Sorrell fact pattern. The Secretary of State might find, in that effort, that Section
2944 needs additional clarifying language from the General Assembly.
Ultimately, it is the responsibility of the General Assembly to decide whether or not Title 17
should be amended so that the type of activities such as Correns do count as in-kind
contributions. Making that choice and drafting legislation that clearly captures the intended
activities and not those deemed acceptable may be challenging. In this regard, the General
Assembly may wish to examine the State v. Corren action brought by Sorrell (still pending),
where he has valued an email sent by the Vermont Democratic Party to 19,000
supporters/potential supporters, and alleged facilitated or requested by Corren, at around $255
for coordinated expenditure purposes. See the State v. Corren Complaint at p. 3.
The committee also notes that all incumbent public officials must be mindful of the distinction
between acting as such and as a candidate for re-election, and of the considerable advantages of
incumbency when the next election appears on the horizon. This caution applies with equal force
where, as with Sorrell, an incumbent has access to the administrative assistance of other public
employees. Since the committee concludes that no coordinated expenditure violation should be
enforced here, we find no collateral violation on account of any minimal event-coordinating
activities of AGO staff.
Action: The alleged facts do not show a campaign finance violation. Incumbents running for reelection - and their campaigns, however, must be vigilant and diligent about refraining from
using the incumbents office in a manner that crosses the line into activity that triggers Chapter
61 disclosure and reporting obligations.
Count 5. This Count alleges violations of federal mail and wire fraud criminal statutes, 18 U.S.C.
1341 (mail fraud) and 18 U.S.C. 1343 (wire fraud), and of 13 V.S.A. 1102 (Public Officers
or Employees Accepting Bribes). It asserts that Sorrell solicited and received campaign
donations and other favors (travel expenses, for example) in exchange for him granting access to
himself and hiring a particular law firm to represent the State as a plaintiff in MTBE gasoline
additive litigation to benefit the donors. The Complaint refers to newspaper articles in The

New York Times and Seven Days describing the timing of (a) the solicitation and receipt of
Sorrell campaign contributions and (b) the granting of access to Sorrell, i.e., meetings with him
in connection with the selection of a law firm or firms to represent the State. The Complaint
asserts that because the access meetings and the choice of law firm occurred after receipt of the
donations, the latter was caused or triggered by the former. The Complaint alleges that these quid
pro quo dealings often were initiated in conferences or DAGA fund-raising events at high-end
resorts around the U.S.
Sorrell emphatically denies the Count 5 allegations.
Considering the state and federal criminal law nature of these claims, the Count 5 allegations fall
beyond the scope of alleged campaign finance violations and thus beyond the scope of this
investigation. No inferences one way or the other should be drawn from this concerning the
accuracy of the Count 5 allegations.
Action: Investigation of the allegations contained in Count 5 of the complaint is beyond the
scope of this investigation into campaign finance violations and would need to be done by an
investigative body with appropriate jurisdiction, authority and resources.
Count 6. This Count alleges that when Attorney Richard Cassidy (Cassidy) was engaged by
Sorrell for the Jack McMullen proceedings in late 2012 and early 2013, Cassidy was
representing two persons under investigation by the Consumer Protection Division of the
Attorney Generals Office. It goes on to allege that because of this, there was a conflict of
interest that should have prevented Cassidy from representing Sorrell in the McMullen litigation.
Judge Mello issued his McMullen decision on January 28, 2013, ruling against McMullen for
lack of evidence. Count 6 asserts Sorrells engagement of Cassidy violated Sorrells ethical
duties to the State of Vermont. Complaint at page 15. The Count also suggests that Cassidys
services, if provided without charge, should have been reported by Sorrell as an in-kind
campaign contribution.
The Response asserts that Sorrell had no knowledge that Mr. Cassidy had a matter pending
before the Attorney Generals Office; that the Office has many, many lawyers in different
divisions; and that he never discussed that matter with Mr. Cassidy. Sorrells sworn testimony
backs this up. Cassidy avers that he and Sorrell never discussed the consumer fraud proceeding.
Alleged attorney conduct concerns are the exclusive jurisdiction of the Vermont Professional
Responsibility Board under the aegis of the Vermont Supreme Court, or with the Boards Bar or
Disciplinary Counsel. The committee declines to pursue any further investigation of this Count
in deference to those established venues. No inferences about the content of these allegations
should be drawn from this deference.
The investigation determined that Cassidy did not charge for his services in the McMullen
proceeding. The definition of contribution (17 V.S.A. 2801(2) and 2901(7)(B)) clearly
excludes services provided without compensation by an individual volunteering his or her time.
This carve-out covers the Cassidy representation such that the law did not require the value of

the Cassidy services to be reported. The AGO itself has consistently taken the position that
donated legal services in this context are not reportable in-kind contributions.
Action: These allegations do not establish a campaign finance violation; the appropriate place for
an attorney conflict of interest concern to be discussed and reported is by contacting the Bar
Counsel or Disciplinary Counsel.

Conclusions and Next Steps.

The committees recommendations for action are set forth above, and repeated here.
Count 1: The Count 1 investigation concluded that there is insufficient evidence to support a
finding of any violation of Title 17 or, therefore, for any enforcement action. The committee
plans no further action.
Count 2: The DAGA CJF PAC investigation under Count 2 will continue through completion
with an assessment of possible enforcement action. Appropriate further review of the three
allegations of failure to file violations (DAGA PAC and CJF PAC) will be undertaken. Count 2
does not allege campaign finance law violations against Sorrell. The additional DAGA PAC
allegations will become the subject of a joint committee-AGO effort, maintaining the intra-AGO
firewall. We conclude that there is insufficient basis for a wilful neglect of duty proceeding
against Sorrell.
Count 3: There is no basis for enforcement action on Count 3. We agree with the Secretarys
admonition about best practices, etc., and encourage the Secretary to give serious consideration
to adopting rules to further implement the reporting statutes and to expressly require more
detailed information about reimbursement expenditures. Candidates for offices of public trust
and power should treat the campaign finance reporting statutes as the floor amount of
information to provide to the public not the ceiling.
Count 4: The alleged facts do not show a campaign finance violation. Incumbents running for reelection and their campaigns, however, must be vigilant and diligent about refraining from using
the incumbents office in a manner that crosses the line into activity that triggers Chapter 61
disclosure and reporting obligations.
Count 5: Any investigation regarding the allegations contained in this count is beyond the scope
of this investigation into campaign finance violations and would need to be done by the
appropriate investigative body.
Count 6: These allegations do not establish a campaign finance violation; the appropriate place
for this type of concern to be reported is by contacting the Bar Counsel or Disciplinary Counsel.
Comments About the Investigatory Process Under Chapter 61.

This investigation has caused the committee to reflect on whether there may be a better way to
address an allegation of campaign finance law violations against an Attorney General when filed
in the future. A committee of States Attorneys and special counsel suggested by the Governor
and engaged by the committee may be a cumbersome or at least a less than nimble way to
structure and undertake an investigatory effort. It is clear that any alternative must satisfy at least
these criteria and concerns: it must be nonpartisan, reasonably well resourced, able and
competent, have clear authority, be unlikely to generate conflicts of interest, and have abundant
integrity.
The committee brainstormed about possible alternatives when the Attorney General has a
conflict of interest or for some reason fails to act, looking at: (1) designating the Washington
County States Attorney, as all filing must ultimately be done with the Secretary of States Office
in Montpelier; (3) designating the Secretary of State and providing that office additional
investigatory and legal counsel resources; or (3) appointing a credible, well defined and
resourced independent counsel alternative where none now exists. These are only three
possibilities. The committee encourages all stakeholders, including the General Assembly, to
explore better ways to set up a process to readily and thoroughly respond to campaign finance
complaints where the Attorney Generals office is conflicted or fails to act.
The fact that a distinct, June 2015 complaint investigation was launched independently by the
AGO suggests two somewhat conflicting points. First, the AGO may well be able to establish an
effective firewall where the Attorney General has a conflict of interest, and of then conducting
and concluding a tough, thorough and fair investigation through a final outcome. But, secondly,
it is not clear that such an investigation could ever earn the publics trust firewall or no
firewall, where the allegations potentially implicate the Attorney General as opposed to a PAC
that supported the Attorney General. These scenarios should be carefully explored in the course
of the effort to discern a better way of handling these infrequent conflict investigations, perhaps
giving due consideration to some form of clearinghouse for complaints so that all of those with
jurisdiction are given notice of the complaint and appropriately involved.