On the agenda of the 2024 NIADA Convention and Expo, the time allotted for Monday’s general membership meeting was one hour.

It wound up lasting almost three times that long, as members of the National Independent Automobile Dealers Association debated and voted on the fate of president-elect Michael Darrow.

When the meeting in a ballroom at the Wynn Las Vegas finally ended, Darrow walked out as NIADA’s new president — by the slimmest of margins.

The motion to remove Darrow from the position of president was defeated in a 143-141 vote, with 27 members abstaining, the association said.

“The dealers have spoken,” said previous president Gordon Tormohlen, who now assumes the role of chairman of the board of directors. “It was a very close vote, but everybody had an opportunity to speak and they were satisfied with the fact they were listened to and the process was transparent. And I’m particularly proud of that, because it’s the dealers’ association and nobody else’s.

“So, we’ve got a new leader and I wish him the best. He’s going to do a good job, I’m sure of that.”

Darrow declined comment immediately after the meeting, saying he was “too emotional.”

Darrow’s ascension from president-elect to president came into question after his wife and business partner, Carol, who served as controller for The Auto Finders — the Durham, N.C., independent dealership they co-own — pleaded guilty on April 16 to a felony charge of failing to pay almost $350,000 in withheld employee payroll taxes to the Internal Revenue Service over a span of five years, from 2016-2021.

Michael Darrow was not charged and said he knew nothing of the issue or the investigation by the IRS and U.S. Attorney’s office until Carol called him on her way to court to enter her plea. But concerns about the implication of Darrow’s business and the optics of the situation — especially given the used-car industry’s perpetual struggle against reputation issues — had many dealers calling for him to step down.

Early in Monday’s meeting, Darrow asked for and received a chance to state his case directly to the dealers in attendance. In his eight-minute statement, he said his purpose was not to lobby for votes, but to explain what happened and “to protect the reputation of myself and my business that I’ve dedicated my professional life to establish and maintain.”

Darrow said he has “invested thousands of hours” to the association in his years of service on the NIADA and Carolinas IADA boards.

“Because I love this industry,” he said. “I love the dealers, I love the vendors that provide to us. I want the dealers that follow us to have a much better chance of survival in this industry.

“I want to elevate the image of the independent dealer. I have a vision for the future of the independent dealer, and I’d be honored to serve in membership and finish my term in service and leadership at NIADA.”

Darrow told the dealers he had repaid the IRS on April 26 and the matter was closed. He said questions about his ability to effectively work with government officials on legislative and regulatory issues were answered two weeks ago when North Carolina State Rep. Brenden Jones told him, “A mistake was made in your business. You fixed it. What else can anybody ask of you?”

“Bottom line, I’ve done nothing wrong,” Darrow said. “No one was harmed, other than my wife who is being punished — and me because I have to stand here to defend my good name and reputation.

“It seems to me that being persecuted by just a few dealers without cause, these few members or non-members feel that I should be punished even more,” he said.

“Trust me, I do not want anything to harm NIADA. But in the same breath, may I say I cannot stand here and allow NIADA to harm me for a situation I have not caused or had anything to do with. For the many of you who know me, you know that I’m an honest man.”

Following Darrow’s speech, there was a 10-minute recess to allow the state delegations to confer. In accordance with NIADA’s bylaws, voting is done by state, with each state association getting one vote for every 50 members in it. Members in attendance at the meeting get an additional vote.

When the meeting reconvened, NIADA cleared the room of all non-voting observers.

The membership approved the slate of nominees for the board positions in a 201-108 vote, which automatically moved Darrow into the office of president, setting the stage for motions from the floor to vacate that position and a long afternoon of debate.

The motion that wound up being voted on followed Article VII of the NIADA bylaws, which says, “Any director may be removed from office at any time for cause by the affirmative vote of a meeting of the members.” As the cause, the motion cited “close business partner committed tax fraud.”

That turned out to be key because some dealers said that cause was insufficient to justify a vote to remove Darrow, and abstained. With the vote so close, the abstentions helped swing the outcome.

“I came into the meeting thinking I was going to vote to have him removed,” said Joe Mok, owner of GMotorcars in Arlington Heights, Ill. “But I don’t think I had enough facts to approve or deny his presidency. I abstained. There wasn’t enough evidence for or against him.

“I think it was the right thing to do. I’m upset with myself a little bit, but I know if I was under that same scrutiny and I wasn’t being charged with something, I should not be crucified for it.”

With Darrow now in place as NIADA’s president for 2024-25, NIADA’s focus is on unifying a membership split by a divisive issue. That was made clear even before the debate and vote — during his invocation for the meeting, past president Joe McCloskey’s theme was togetherness.

“Even if we have different opinions,” he said, “give us unity in spirit.”

After the meeting, that spirit was everyone’s hope.

“I spoke with the parliamentarian and there’s no procedure for a group hug,” Tormohlen joked. “But the dealers handled it like businesspeople. They were professional, they respected one another. They came together, there was a vote, we’re done, we’re moving on and we’re going to propel our association forward.

“I really believe that. The strength of this association has always been its dealers. They did what they wanted to do with their association. That’s only right and proper.”

Many dealers echoed those sentiments following the meeting.

“I see both sides of this,” said Ajet Zalli of Highline Motors in Loveland, Colo., who voted to keep Darrow in office. “We all have our own dark spots. I think the decision was right when it was made, and I hope the new president is going to leave all this behind and will go out there and work for the people who elected him — and for the people who did not vote for him.

“Leave everything behind and move forward united together.”

Bert Straub of 1st Choice Auto in Fairview, Pa, president of the MidAtlantic Regional IADA, said his association cast its 15 votes to remove Darrow. But now that the new president is in place, Straub said, “The important thing for us is unity.”

“Even though the vote didn’t go the way some wanted it to,” Straub said, “we need to come together, moving the full association in one direction. I did congratulate Michael, and now we need to see the actions. He’s obviously invested a lot of his time and resources in NIADA, and we thank him for that. And even though there was a conflict, we need to stay unified and move forward.

“He’s got my support. He said his piece. He won the vote. Now it’s time to prove it.”