January 27, 2009

Dear Fellow Contra Costa Republican Central Committee Member:

The purpose of this letter is to provide information regarding certain actions that were
taken at the January 6, 2009 organizational meeting, in violation of Committee bylaws.
My intent in sending this letter is to share information with all Committee Members to
facilitate prompt correction of this problem which, if unaddressed, could jeopardize our
county party’s credentials status, which is essential to voting at next month’s state party
convention.

Our common mission is to build the Committee into an effective team, to further
Republican principles and elect strong Republicans to public office. Unfortunately, the
events which transpired at the January Committee meeting have distracted us from this
mission. We are best served by taking action to resolve these issues without delay.

I believe that most Committee Members agree that following established rules is
necessary to any well-run organization. I also believe that most Committee Members
sincerely desire to follow our organization’s bylaws and act with integrity. That said,
please know that it is my sole purpose, in raising these concerns, to ensure that the
Committee follows its rules (i.e., Committee bylaws) and that the leadership is held
accountable for doing so. I have no desire to be a troublemaker or “take over” the
Committee or its leadership, as has been suggested by recent rumors – I just want to
see our Committee conduct itself in an “above board” fashion, consistent with our own
rules.

First, a review of the facts regarding the January 6, 2009 Committee meeting is in order.

At that meeting – specified as the “biennial organizational meeting” by Article XI of our

Committee bylaws – certain actions were taken which conflict with the Committee
bylaws, as follows:

1. Amending Bylaws Absent 14-Day Advance Distribution of Proposed

Amendments to All Committee Members.

Bylaws amendments were adopted at the January 6, 2009 meeting, despite the fact that
some members had not received the proposed bylaws amendments fourteen (14) days
prior to the meeting, as required (Article XIII, Section 1). At the meeting, several
members advised that they had not received the bylaws until arriving at the meeting that
evening. Because all members did not receive the bylaws as required, the Temporary
Chairman, Tom Del Beccaro, properly should have deferred the bylaws item to a future
meeting.

To rectify this issue, an annotated copy of the proposed bylaws should be distributed to
all members, by both e-mail and U.S. mail, at least 14 days prior to a Committee
meeting, at which the matter can be considered.

2. Filling Committee Vacancies in a Manner Contrary to Bylaws

Requirements.

Contra Costa Central Committee bylaws specify that Committee vacancies may be filled
after the following requirements are satisfied:
Letter to Contra Costa Central Committee Members
January 27, 2009
Page 2 of 3

• The Committee completes its biennial organizational meeting and its

Executive Board positions are filled consistent with bylaws Article XI, Section
2. Completion of this organizational process must precede any actions to fill
vacancies, because new members cannot be appointed until there is an
organized Committee (that is, with Elected Executive Board in place) duly
authorized to appoint them;

• Supervisorial District Chairs are elected by the Regular Members in each

District (Article VII, Section 1);

• The Supervisorial District Chair from the district in which the vacancies
occurs is to solicit the names of all interested Republicans residing in the
district in which the vacancy exists (Article IV, Section 8a);

• The Supervisorial District Chair shall call a meeting of the voting Regular
members who reside in the district, for the purpose of electing a qualified
Republican to fill the vacancy by majority vote (Article IV, Section 8b); and

• The Committee Chairman calls for an election to fill Committee vacancies

to occur at the next regularly-scheduled Committee meeting following
that at which Committee vacancies are identified (Article IV, Section 8c).

At the January 6 meeting the Temporary Chairman, Tom Del Beccaro, permitted the
filling of Committee vacancies prior to the organizational process and absent the District-
level publicity and recruitment process set forth above. Doing so clearly violates
organizational bylaws.

To rectify this issue, a new organizational meeting should take place, to properly seat the
new Executive Board and District Chairs before calling for filling of vacancies per the
procedure set forth in the bylaws.

3. Filling Executive Board Positions in a Manner Contrary to Bylaws

Requirements.

Contra Costa Central Committee bylaws require Executive Board positions to be filled by
a majority vote of Regular Members. Regular Members are those “members of the
County party elected to the County Central Committee by the voters in the biennial direct
primary election for the Republican Party” (Article III. Section 2.a.). Because Committee
vacancies were filled improperly, the election of Greg Poulos and Darcy Linn to
Executive Board positions was not permissible because neither Poulos nor Linn were
eligible for appointment to these positions (because they were not Regular Members, as
defined by the bylaws, on January 6, 2009).

To rectify this issue, a new organizational meeting should take place to properly seat the
new Executive Board and District Chairs before calling for filling of vacancies per the
procedure set forth in the bylaws.

It should also be noted that the unapproved draft minutes of the January 6 meeting,
recently distributed via e-mail by Committee Secretary Tom Fryer, contain an inaccurate
statement which should be corrected by the Committee, as follows:

• Under the Call to Order section of the minutes, it is stated: “As to the immediate
filling of the vacancies, it was pointed out by Temporary Chairman Del Beccaro
that this process would require a 2/3 vote as it was at variance with the sequence
of events set forth in the By-Laws. The intended process was reviewed for the
Letter to Contra Costa Central Committee Members
January 27, 2009
Page 3 of 3

membership’s consideration; the question was put to a vote, and it received the
necessary 2/3 vote.”

I do not recall such a vote taking place. The absence of a detailed record in the minutes,
regarding either the discussion or the procedural details (e.g., who made a motion to
take such a vote, who seconded the motion), suggests that the record is of questionable
accuracy or, at best, incomplete. This item referenced in the minutes represents a major
deviation from the bylaws. One would expect that such a suggestion – to deviate from
established rules and practice in a significant way – would have been sufficiently
noteworthy to warrant discussion at length.

In any event, this matter can be rectified by conducting a new organizational meeting at
which the new Executive Board and District Chairs are seated, before calling for filling of
vacancies per the procedure set forth in the bylaws.

In closing, I want each of you to know that I am optimistic about our Committee’s ability
to resolve these issues quickly and get this rough patch behind us, so that we can turn
our attention to our collective task of strengthening our party and getting Republicans
elected. Please help to do so by joining me in calling for a new organizational meeting
to be held in compliance with our bylaws.

It is my suggestion that this new organizational meeting be held at the soonest possible
date and on an evening separate from the scheduled February 11 Speaker Series
meeting (because a Committee meeting following a speaker would not commence until
late the evening, thus would not afford the time and energy necessary to bring these
matters to conclusion).

Please call me at 925-938-3066 if you support the course of action outlined in this
letter. I want to hear from you and welcome an opportunity to answer any
questions you may have.

I look forward to working with all of you to build a stronger Republican party in Contra
Costa County.

Sincerely,

Ken Hambrick
Member, Central Committee, District #3