# Board Colleague Conflict (Milligan) Auditor of State Dennis Milligan holds a statutory seat on the ATRS Board of Trustees by virtue of his constitutional office. In this batch he is also the originator and external advocate of the Israel Bonds investment that the Board considered and approved on 6/2/2025. Mark White's 5/22/2025 Board preview email makes both roles explicit in the same paragraph. The Board Rules production sharpens the structural picture. Per Board Policy 1 Section XII the Investment Committee includes the State Treasurer and State Bank Commissioner as ex officio members. Per Section XIII the Operations Committee includes the State Auditor and Secretary of Education as ex officio members. The two committees are mutually exclusive in substantive jurisdiction (Section XII(d) and Section XIII(d)). Investment proposals fall within the Investment Committee's purview. Milligan's office initiated and advocated for an investment proposal whose substantive consideration belonged to a committee on which he is not a statutory member. He nonetheless voted on the final action as a full Board trustee. The Trustee Code of Conduct (BP1 Section IV) includes provisions that bear on this fact pattern. Section IV(b)(2)(A): "Trustees should avoid any conflict of interest with respect to their fiduciary responsibility." Section IV(b)(2)(B): "Trustees shall not use their positions to obtain favorable treatment for themselves, family members, or close employees." Section IV(e): "Trustees shall decline any offer and shall not have any contact with an individual or anyone associated with a firm that the Board is considering employing through a competitive procurement until after the procurement process has concluded." The companion concept page [[trustee-fiduciary-and-conflict-rules]] addresses the application of these provisions. The relevant passage: "Our Board colleague, State Auditor Dennis Milligan, is asking the Board to consider making an investment in Israel Bonds. These are government bonds issued and guaranteed by the nation of Israel. The Auditor made a similar request last week to the Arkansas Public Employee Retirement System, and their Board's Investment Committee approved an investment of between $25 and $50 million. Jason Brady will be making this request on behalf of the Auditor, and we will have advice and materials from Aon on how the investment could be structured." White uses the phrase "Our Board colleague" while immediately framing Milligan as the requester pressing the action. The origination chain confirms the dual role. Milligan's office initiated the contact between DCI and the pension systems via the 10/23/2024 Brady email, which described the Auditor's prior policy advocacy as Treasurer for Israel Bonds-enabling legislation. Milligan personally hosted the 4/15/2025 in-person sales meeting at his Capitol office. The 5/22/2025 Board preview then asks fellow trustees to consider the investment Milligan has been working to advance. The materials in this batch do not document Milligan's recusal from any vote, his abstention, or his disclosure to fellow trustees of his role in originating the proposal. The 6/3/2025 message from Rod Graves to FIN Daily reporter Gar Chung characterizing the outcome as "all investment related items were approved as presented" does not break out the vote count or identify whether Milligan voted. The recordings and minutes that would establish those facts (the BoardDocuments PDF, the SignedResolution PDF, the 6/2 Investment Committee and full Board audio) were sent to Jennifer Lenow on 6/4/2025 in a separate response and are not in this batch. The structural problem documented here is the use of constitutional cross-membership (Auditor on the ATRS Board) as both the access mechanism (Auditor's-office channel) and the deliberative venue (Auditor as Board member voting on what Auditor's-office advocacy produced). This concept page documents the structural pattern in the ATRS-specific instance. Whether parallel patterns exist at APERS, ASHERS, ASPRS, and LOPFI is for ingest of those agencies' productions to determine. ## The Brady-as-Milligan-designee extension The 7/3/25 supplemental FOIA production introduces the 4/7/2025 ATRS Board meeting attendance roster (embedded in the 6/2 packet as part of the prior-meeting minutes for Board approval). The roster documents Jason Brady, Chief Deputy Auditor, attending the 4/7 meeting as Milligan's designee: > [!evidence] 04-07-25 minutes embedded in 06-02-25_BOT_Packet.pdf > "Jason Brady, designeed for Hon. Dennis Milligan, State Auditor" Brady at the 4/7 meeting moved the motion to approve the prior meeting's minutes, the motion to approve the GASB Report, and the motion to approve a Manifest Injustice Committee recommendation; all were seconded by other trustees and adopted unanimously. Brady also seconded the motion to accept the Executive Director evaluation recommendation. Brady's role at the ATRS Board on 4/7 is therefore not purely observational; he is a substantive procedural participant making and seconding motions. The Brady-as-Milligan-designee finding extends the board-colleague-conflict concept from a single-person framing (Milligan as both Board member and Israel Bonds advocate) to a two-person framing. The same Jason Brady who: - Drafted the 10/23/2024 Israel Bonds outreach seed to ATRS and APERS (per Auditor R1) - Orchestrated the April 14-15, 2025 Capitol tour for DCI's Berman and Young (per Spadoni R1) - Personally attended the 1/15/2025 DCI Rothenberg briefing (per Milligan R1) - Drafted the 4/7/2025 Milligan letter to Sen. Dotson and Rep. Warren (per Spadoni R1) - Drafted the 4/24/2025 Milligan SFOF Spring National Meeting speech (per Auditor R2 Brady) - Ghost-wrote the mid-May 2025 follow-up Sen. Dotson email "from the dm account" (per Auditor R2 Residual) - Tracked "Larry's next contract" with Chief of Staff Corrigan four days before the 6/2 ATRS vote (per Auditor R2 Residual) ...also sits in Milligan's seat at ATRS Board meetings when Milligan is absent, making and seconding substantive motions. Whether Brady attended the 6/2 meeting in Milligan's seat or whether Milligan attended personally is not knowable from the 6/2 packet (which is pre-meeting). The 4/7 designee pattern combined with Brady's documented operational role in the Israel Bonds advocacy creates the conflict structure documented here at two layers rather than one. The Investment Committee membership question (whether the substantive Investment Committee that recommended the Israel Bonds investment to the full Board included Milligan or his designee) is not knowable from the 6/2 packet. Per BP1 Section XII the Investment Committee has eight members; the State Auditor is not on the Investment Committee. Whether Brady attends Investment Committee meetings as Milligan's designee is not documented; Brady's 4/7 Board meeting designee role is documented at the full Board level, not at the committee level. ## Evidence > [!evidence] Mark White Board preview, Emails3.pdf p.28, 5/22/2025 > "Our Board colleague, State Auditor Dennis Milligan, is asking the Board to consider making an investment in Israel Bonds." > [!evidence] Mark White Board preview, Emails3.pdf p.28, 5/22/2025 > "Jason Brady will be making this request on behalf of the Auditor, and we will have advice and materials from Aon on how the investment could be structured." > [!evidence] Jason Brady to Amy Fecher and Mark White, Emails1.pdf p.1, 10/23/2024 > "the Auditor in his time as treasurer of state requested the legislature to pass legislation that would allow the state or at least the treasurer of state to invest in Israel bonds" > [!evidence] Dennis Milligan to Mark White, Emails3.pdf p.1, 4/11/2025 > "Mr. Larry Berman, National Managing Director, and Mr. Brad Young, Executive Director - Southeast Regional Office on Tuesday, April 15, 2025, at 10:00 a.m. in my office located in room 230 of the State Capitol" ## Cross-References [[dennis-milligan]] [[jason-brady]] [[mark-white]] entities [[auditor-as-dci-channel]] companion concept page on the office-as-channel mechanism [[trustee-fiduciary-and-conflict-rules]] companion concept page on the BP1 Section IV provisions [[atrs-board-governance-structure]] concept page on the committee membership distinction [[atrs-resolution-2025-22]] concept page on the action [[atrs-foia-r1-staff-emails]] [[atrs-board-rules-r1]] [[atrs-bot-packets-7-3-25]] source pages ## Tensions This concept page surfaces one first-class tension tracked under the Hegelion layer of the wiki's methodology. - [[T031 - Milligan Dual-Role Conflict Under BP1 Section IV]] (`framing`, `status: open`) — Whether Milligan's documented dual role (Auditor-office Israel Bonds originator/advocate and statutory ATRS trustee voting on the resulting Board action) constitutes a conflict of interest under BP1 Section IV that the documentary record does not show was disclosed or addressed (Statement A), or whether the statutory ex-officio structure of his trusteeship contemplates exactly this kind of inter-office policy advocacy as ordinary ex-officio cross-membership activity (Statement B). The Brady-as-designee structure documented at the 4/7 ATRS Board meeting adds a structural layer: Brady is both the documented advocate and a documented eligible designee for Milligan's seat. The tension's resolution turns substantially on documents not yet in the wiki corpus: the 6/2/2025 Investment Committee and Board of Trustees minutes (transmitted to Lenow on 6/4 in the BoardDocuments PDF), the 6/2 IC and BOT audio, and any Section IV(g) written report from any trustee to the Board Chair on the Israel Bonds action. See [[methodology]] § II for the dialectical workflow and schema.