Some Gardners get seedy before they die.

Mary convinced Mom the trust that she and Dad put together wasn’t good enough – so she shepherded Mom into Trust 2.0.  Then that wasn’t good enough, so she moved on to an LLC, which all of us siblings were encouraged to sign on short notice with too few answers to questions.

This spring, in March, having viewed a draft of the new Operating Agreement, Monica and I chose to leave the LLC behind.  First, we were told that we couldn’t leave.  Wrong. Why would they try to force us to stay?  Never answered.  Then Mary was then informed that she didn’t know what she was talking about.  Then more demands for our dissociation letters – to which we complied. 

Then silence for almost three months.  Then we received an “agreement” from Mary’s lawyer demanding we return it within 9 days of the agreement date.  A.  At least my copy arrived so late it was impossible to return by the deadline.  B.  The document contained typos.  C.  The document contained several items that had nothing to do with dissociation or returning our portion of the LLC – that could only be described as Cover Your Ass requirements to protect Mary.  Why?  She never answered “why” though she did acknowledge the requirements were in fact: CYA.  One requirement committed me to executing unspecified “necessary” future actions as required by yet an unspecified person.  Would you sign that?  Not unless you are a fool.

Mary claims we didn’t try to negotiate.  A bald-faced lie.  I proposed several versions of the agreement, all of them were rejected. Our lawyer proposed a version with some additional language (including a number of legal corrections to Mary’s lawyer’s agreement), and it was ignored.  The so-called final version from Mary’s lawyer still contained all the offensive phrases along with one minor modification that didn’t substantially change the negative tone of the “agreement”.  Remember, all this crap so we can walk away from the LLC and return our tiny share.  What is Mary so afraid of that she needs all the legalese to protect herself?  Creative accounting? Some big faux pas in the original LLC operating agreement? I wish I knew what it was……..

NONE of that agreement was necessary.  All Monica and I needed was a simple acknowledgment of the receipt of the TINY share (0.9545 %) of the LLC (yes, that is less than 1%).  Why the hell wouldn’t Mary just let us go?  I don’t know, but I can imagine all sorts of underhanded, Chicago-style reasons.  Mary has never explained what difference our leaving could possibly make.  So, now Mary (who holds the largest interest in the LLC after Mom) is now free to kowtow Joe, Jeanne, John, and Matt into doing whatever she wants done.  All through this fiasco, Mary pretends that Mom is “in charge”. The MANTRA from the siblings has been: “Mom can do anything she wants!”. And that is true, if she understands what it is she’s being guided to say or do. Some emails “from Mom” looked suspiciously as if they were cut and pasted from someone else (completely different font from the signature or a writing style ANYONE could see wasn’t Mom). As for Mom – she has not demonstrated any ability to discuss either the Trusts or the LLC in any meaningful way.  Every question to Mom was either ignored, answered wrong or deflected with “talk to Mary”.  I am not convinced Mom is of sufficient sound mind to be signing LLC documents.  I love my Mother, and to a limited degree, my siblings.  But this fiasco has all the hallmarks of Mom being USED for financial gain.  

Here is what Mary posted on HER web page today.

And finally, dissociation matters with Gardner Mountain LLC have come to a close as of 9/1/2023, as Mike and Monica incomprehensibly refuse to intelligently negotiate or sign the Dissociation and Transfer Agreement, to confirm what they have been declaring all year: that they want out. As a result, they are now transferees (per WI LLC law) with no rights of membership or voting rights; and no right to any LLC information after 3/8/2023. We will now move on to drafting a new operating agreement for the LLC… and a new chapter.

This paragraph contains more lies and falsehoods than I have time to deal with.  This is the kind of “negotiation” we have been putting up with all year (except some of it has been far nastier).  But she won’t let us out; she wants to keep us in the LLC limbo with a tiny percentage while she changes all the rules (New Operating Agreement is in the works). Why? It can’t be anything good.

UPDATE – you won’t believe this – but if you know Mary, you likely will. She actually demanded Monica and I pay a portion of HER lawyer bills. She calls them Mom’s bills and she is trying to get Mom to pay for them, but the lawyer bills are SOLELY Mary’s responsibility. She started this fight. She refused to end it. Some huge balls….. Obviously, this is just another attempt to drive a wedge between Mom, Monica and I.

Mike