Coalition

They allege Edwards attempted to get the board to agree to expand its size and to seek additional capital despite the company board’s belief that those moves were not needed. The Gottesmans viewed it as an “apparent goal of taking control of the company.”

“Mr. Edwards’ role as DDC observer to the CommuterAds and other partner boards provides him with an advantage to potential new business and corresponding monetary benefit,” the Gottesman’s wrote.

They followed up with a March 8 letter to the board of trustees for another coalition affiliate, Development Projects Inc., asking that their complaints be escalated and expressing dissatisfaction with the coalition’s response to the January letter.

Neal said the Gottesmans were asked to provide more details and did not.

The two private companies Edwards is associated with are Gem City Business Solutions, a business consulting firm, and the Wilderness Agency, a marketing firm. Edwards and Linda Terrill, who is the coalition’s entrepreneur-in-residence, are managing directors of Gem City Business Solutions and co-founders of Wilderness Agency, both located at 2555 University Blvd., Fairborn, according to web sites for the companies.

Edwards and Terrill have no “conflicts of interest” with the coalition, said their attorney, Jonathan F. Hung of Green and Green in Dayton.

And, he said, the coalition “has no conflicts that may arise from Mr. Edwards’ and Ms. Terrill’s involvement with Gem City or its affiliates.”

He said the Gottesman’s are on a “malicious crusade” and their accusations come as negotiations are ongoing for a “buyout of CommuterAds.”

“We have strong reasons to believe the Gottesmans are using you as part of a media campaign to gain an advantage in the negotiations described above,” Hung said in an emailed response. “If not, their alternative, ulterior motive is to injure Mr. Edwards’ and Ms. Terrill’s reputation in the local community.”

The coalition’s most recent available tax forms are from 2015, when Edwards was the coalition’s entrepreneur-in-residence making base pay of $133,721.

CommuterAds is a digital transit media company that is proprietary owner of GPS-enabled digital media located on transit vehicles, said Hill-Gottesman. It was founded in 2009 in Dayton with help from the coalition’s DRSF, which assists entrepreneurs using a combination of public and private funding.

The coalition hired Taft, Stettinius & Hollister, a Dayton law firm, to review the Gottesmans’ conflict of interest complaints. In a March 31 letter to Hoagland, Taft attorneys David Reed and Jeffrey A. Mullins, wrote that the review found “no evidence of any conflicts of interest in relation to Rogers (sic) Edwards, Linda Terrill or other employees or representatives associated with the Dayton Development Coalition who are in any way involved with the Dayton Region Signature Fund.”

The law firm also found that the “conduct of Roger Edwards at the Jan. 25 meeting was appropriate and consistent with his role as the observer for the Dayton Region Signature Fund, L.P.,” according to the letter provided by Neal.

“We believe it is important for you to know that all of these allegations arose against the backdrop of active business negotiations that were occurring between the Gottesmans and their company, CommuterAds and the Dayton Region Signature Fund (“DRSF”) and other Commuter Ads investors,” Neal said in an email.

“The proposal under discussion was initiated by the Gottesmans and would have resulted in various investors (including DRSF) being bought out of CommuterAds at a fraction of their initial investment,” Neal said.

She also said the Russ Gottesman’s now defunct ESET, LLC still owes a $916,864 judgment on an unpaid loan from the DRSF.

Russ Gottesman declined to comment on that October 2014 judgment made in Montgomery County Common Pleas Court in a lawsuit filed by the DRSF against ESET, which was an Internet-based commerce company where Gottesman was managing director.

Hill-Gottesman said the couple was never contacted by the law firm so she questioned how thorough the Taft’s review was.

The Gottesmans also said they are also concerned that the coalition would release to the media information about the company’s private negotiations.