Subject: Re: Taxes owed by the Truman Project to the Commonwealth of Virginia and potential lawsuit
From: "Rachel Kleinfeld" <[email-masked]>
To: "Mike Breen" <[email-masked]>
Cc: "john driscoll" <[email-masked]>, "Paul Murphy" <[email-masked]>, "John Friedenrich" <[email-masked]>, "Sally Painter" <[email-masked]>, "Hunter Biden" <[email-masked]>, "Pierre Chao" <[email-masked]>, "Craig Hanson" <[email-masked]>, "Matt Spence" <[email-masked]>, "Alvin Loshak" <[email-masked]>, "Mike Signer" <[email-masked]>
Date: Tue, 13 Dec 2016 05:09:28 -0700

I spoke with the Commonwealth of Virginia after receiving this information,
and I am now absolved of the matter. However, only after a month of great
worry and many hours wasted on phone calls with the tax department.

It's a pity that I had to involve the Board and reengage an attorney to get
such simple information about a name change, and that even after doing so,
I never received a response directly. Had the tax authorities not been
reasonable, I would still have no remedy. I know better than to take this
personally - I hear constantly from members that their calls and emails go
unreturned. But this is a town with long memories, and this is not a good
way for this organization to operate.

Best
Rachel

On Fri, Dec 9, 2016 at 3:11 PM, Rachel Kleinfeld <[email-masked]>
wrote:

> Dear Mike and John,
>
> I very much appreciate this stance, and am glad to hear of it.
>
> Please provide me with any written documents you have provided to the
> Commonwealth of Virginia regarding your understanding that there are no
> back taxes owed by an entity with FEIN: 20-1597444, whatever the name.
>
> I would also like to receive a legally binding statement from the Truman
> Project's attorney that would solidify in a concrete manner the promise to
> "stand behind" me should Virginia continue to pursue me personally for
> these funds.
>
> With appreciation,
> Rachel
>
>
>
> On Fri, Dec 9, 2016 at 2:48 PM, Mike Breen <[email-masked]> wrote:
>
>> All,
>>
>>
>> John and I discussed this immediately after being contacted by Rachel in
>> the first instance. We do not believe that the organization has any
>> liability whatsoever to Virginia for back taxes, given that the Truman
>> Project has not issued a paycheck at all since we changed the paymaster to
>> the Truman Center on January 1, 2015. We contacted the appropriate
>> authorities in Virginia immediately after Rachel notified us of the issue,
>> and are continuing to take all appropriate and necessary steps to resolve
>> this error on the part of Virginia.
>>
>>
>> John and I also agreed that, in the extremely unlikely event that the
>> organization does have some potential liability, we will stand in front of
>> Rachel both legally and financially. That understanding has not changed.
>>
>>
>> Please feel very welcome to contact me with any additional questions or
>> concerns. You all have my contact information, but just in case my cell is (603)
>> 828-9550.
>>
>>
>> I hope you’re all looking forward to a wonderful weekend.
>>
>>
>> Best,
>>
>> Mike
>>
>> On Fri, Dec 9, 2016 at 2:06 PM, Rachel Kleinfeld <[email-masked]>
>> wrote:
>>
>>> Dear Mike and John,
>>>
>>> I am writing for the second time regarding this tax matter. I have taken
>>> the liberty of cc:ing the Board, as I believe these financial issues merit
>>> Board attention, although I hope you have already discussed this with them
>>> at that level.
>>>
>>> As you know from my email a month ago, attached below, I received a
>>> letter from the Commonwealth of Virginia indicating that the Truman
>>> National Security Project owed taxes for an employee whose withholding had
>>> not been withheld in 2015-2016. The letter indicated that as the name on
>>> the founding documents, I could be held personally liable for the over
>>> $12,000 in taxes owed. I wrote to you asking for you to clear the matter up
>>> with the Commonwealth and to provide them with updated information on the
>>> leadership of Truman so that I was no longer attached to this FEIN. I asked
>>> you for information regarding what you were doing so I could be certain it
>>> would be resolved, and I also asked if D&O insurance could be extended to
>>> me, should there be an ongoing issue.
>>>
>>> I received an email from John containing two words, "on it" -  but heard
>>> nothing from Mike, nothing about D&O insurance, and learned nothing about
>>> what had been done to resolve the matter.
>>>
>>> I have subsequently spent hours of my working days on the phone and on
>>> hold with various Virginia tax bureaus attempting to remove myself from the
>>> problem the organization has created.* I have just received a second
>>> notice from the Virginia collections office. The Truman Project now owes
>>> $12,417.30 in taxes to the Commonwealth of Virginia for failure to withhold
>>> in 2015, and it has all been ascribed to my SSN, despite having nothing to
>>> do with the organization at that time. *The letters are addressed to my
>>> former married name, as that was the name under which I filed Truman's
>>> founding documents.
>>>
>>> This is an extremely serious matter. I can have a lien placed on my bank
>>> account, my name goes on public, web-searchable records for not paying
>>> taxes, it can affect my credit, and the documents are in force for 20 years
>>> or until the taxes are paid. As this matter happened years after I had any
>>> leadership role at Truman or was even employed by Truman, I clearly should
>>> not be held liable. However, *until Truman pays its taxes to Virginia
>>> or resolves the matter, I am left in an extraordinarily problematic
>>> position.*
>>>
>>> I have spent a month waiting for you to resolve this and to provide me
>>> with information that it is resolved. Now, I would like to receive
>>> information more rapidly.
>>>
>>> *I would like to receive, by Monday close of business, a scan of the
>>> check Truman has sent or will be sending to the Commonwealth of Virginia to
>>> resolve the matter, or a copy of the letter that Truman will be sending or
>>> has sent, if you believe the Commonwealth is acting in error. If this has
>>> already been taken care of, I would like to be sent documentation proving
>>> that.*
>>>
>>> In the meantime, I have spoken today to the attorney I retained when
>>> Truman refused to pay me the $25,000 in back salary I was owed when,
>>> following my time in leadership, I was working on an occasional, hourly
>>> basis and Mike had suspended my paycheck for months due to the failure of
>>> the organization to maintain good bookkeeping and cash flow. The attorney
>>> is back on retainer, and *we will be filing suit should this matter not
>>> be resolved shortly.* Since he already has ample record of the poor
>>> bookkeeping practices that have, apparently, continued since I stepped down
>>> from leadership, he has significant documentation for such a suit. I do not
>>> wish to spend my holidays concerned that ongoing bookkeeping problems will
>>> destroy my credit and that I will need to deal with liens and so on.
>>>
>>> I am deeply sorry that it has come to this. Suing Truman does no one any
>>> good, and it is hardly how I wish to be spending my time or using your
>>> time.
>>>
>>> *For years since stepping down from leadership, I have attempted to
>>> resolve things quietly with Mike alone, and when that failed, with Mike and
>>> John Driscoll, whenever things have arisen in which Truman's financial
>>> issues have led creditors to seek funds from me. It has always been my aim
>>> to protect the organization from any bad publicity that could arise from
>>> such poor financial management.*
>>>
>>> I cannot, however, see any other way to get you to pay your taxes and
>>> provide me with the information to release me from these potential liens.
>>> The recklessness with which the Executive Leadership has treated financial
>>> matters has, frankly, been shocking to me. This is no way to run an
>>> organization. And the organization's failure to communicate with me in any
>>> way regarding this matter is no way to treat a founder or any fellow human
>>> being.
>>>
>>> I hope that we can resolve this by Monday and that you can provide me
>>> with documentation that you are paying these taxes, as well as
>>> documentation that you have asked the Commonwealth to remove my name from
>>> their records connected to FEIN: 20-1597444.
>>>
>>> Sincerely,
>>>
>>> Rachel Kleinfeld
>>>
>>>
>>>
>>>
>>>
>>> On Mon, Nov 14, 2016 at 6:18 PM, john driscoll <[email-masked]>
>>> wrote:
>>>
>>>> On it.
>>>>
>>>> On Nov 14, 2016, at 5:04 PM, Rachel Kleinfeld <[email-masked]>
>>>> wrote:
>>>>
>>>> Dear Mike, John, and Paul,
>>>>
>>>> I know this is at the bottom of all our lists, given the horrific
>>>> happenings of the past week (my take on those will go through this
>>>> international syndicate tomorrow: http://www.themarknews.com/201
>>>> 6/11/14/the-fruits-of-oligarchy/)
>>>>
>>>> *But on Saturday, I received a Notice of Personal Responsiblility from
>>>> the Commonwealth of Virginia, saying that the Truman National Security
>>>> Project owed back taxes of $12,369.15. *The letter claimed that I
>>>> could be held personally liable under Section 58.1-1813 of the Code of
>>>> Virginia. Having just bought a house and moved states in September, I don't
>>>> have that sort of money laying about - nor am I keen on paying withholding
>>>> for employees after my tenure there!
>>>>
>>>> So - I have contacted the state of Virginia to try to determine what is
>>>> going on but have not yet heard back. The letter was mailed to an address
>>>> in Virginia I have not lived at since 2004, and using my previous married
>>>> name, which I haven't used since 2005, so it took a month to reach me - it
>>>> was mailed on October 11 and required a response by October 24. I assume I
>>>> am being contacted at that name and address because that is where I may
>>>> have filed some early papers for the organization - but until I talk to
>>>> them, I don't know whether I can actually be held liable or not.
>>>>
>>>> *Meanwhile, apparently there is an employee or employees from Truman in
>>>> Virginia who the state believes have not been withheld properly. The
>>>> assessments are from 1/1/15-7/31/16, all well after my tenure at Truman -
>>>> and there seem to be missing returns as well as unpaid taxes.  *
>>>>
>>>> I've attached the letter and the list of taxes. I assume they would
>>>> have contacted you before going after me, so can you let me know:
>>>> 1) What dealings you have had with Virginia regarding this issue?
>>>> 2) Whether you will be paying these taxes?
>>>>
>>>> *Meanwhile - if I can be held liable, we need to change that
>>>> immediately.* *Mike and John - might it be possible to ask if Harmon
>>>> Curran can look up that statute and determine my liability? *When I
>>>> was there, we had D&O insurance to cover just this sort of thing - I
>>>> realize I am no longer covered by that, but hope that you can extend this
>>>> as a courtesy.
>>>>
>>>> With appreciation, and with you all in national sorrow,
>>>> Rachel
>>>>
>>>>
>>>>
>>>>
>>>
>>
>>
>> --
>>
>> *Michael Breen*President & CEO
>> Truman Center for National Policy | Truman National Security Project
>>
>> Office: 202.216.9723 x2325
>> Cell: 603.828.9550
>> @TrumanProject | @TrumanCenter
>> www.TrumanProject.org | w <http://www.trumanproject.org>
>> ww.TrumanCenter.org
>>
>>
>>
>> *Save the Date:* TruCon 2017 will be June 22-25 in Washington, DC.
>>
>