 How's that? Good morning. Today is Friday, June 23rd, 2023. This is an adjudicatory hearing. It's on the Master's of Gaming Commission relative to the suitability of Vimla Black Guvdel as an individual qualifier for Penn Entertainment Inc. Which is the parent company of the category to gaming licensee, playing field, gaming and redevelopment LSE doing business as Plain Ridge Park Casino. My name is Kathy Judd-Stein and I'm chair of the commission and I'm joined today by my colleagues commissioner, Ileena O'Brien, Brown Hill, Makisha Skinner and Jordan Maynard. The entire commission will preside over the hearing and decision of this matter. This hearing will be conducted in accordance with 205-CMR-101.01, the informal fair hearing rules outlined in 801-CMR-1.02 and chapter 30A of the general laws. I'd also like to notify everyone that this proceeding is being recorded. The notice of hearing dated June 13th, 2023 was issued to the parties. The notice identifies the issues that this hearing is intended to address. Specifically, the commission will focus its review on whether the facts presented constitute clear and convincing evidence that the suitability standards set out in general law, chapter 23K, sections 12 and 16 and 205-CMR-1, 15.01, subsection one have been mapped. There are two parties before us today and each are represented. I'll ask that Mr. Mercer and then Mr. Sariano please identify yourselves and your teams and advise the commission as to whom everyone represents as applicable. I'm gonna start now with Mr. Mercer. Good morning, Zach. Good morning, Chair and commissioners. Zach Mercer, Enforcement Counsel for the IEB. Also present today for the IEB would be Division Chief of Financial Investigations, Division Chief, Monica Chang, Financial Investigators, Zongfei Zhao and GEU Trooper, Thomas Roger. We can see them in the conference room there. That's right. Good morning. And now Mr. Sariano. Good morning, Chair and commissioners. Nice to see you all. Chris Soriano, Vice President, Chief Compliance Officer for Penn Entertainment, parent company of Plain Ridge Park, casino. With me is the applicant, Vimla Black Gupta who I don't believe the commissioners have had the opportunity to meet. So I'd like to take that opportunity to formally introduce her at this time. Good morning. Good morning. Nice to see you. Nice to see you. Okay, thank you all. And at the conclusion of my opening comments is proceeding with comments with opening remarks. Each party will be offered an opportunity to make a statement, though it is not required. After opening statements, we'll move to the presentation of the evidence. In this matter, the IEB will be called upon to present its findings as described in the investigation report. Any commissioner may ask a question of anyone presenting information at any point during the following the presentation. And at the conclusion of the IEB's presentation, Mr. Sariano will be afforded an opportunity to ask questions of any individual who presented information on behalf of the IEB relative to any matter addressed in the investigation report or to which he or she spoke. At the conclusion of the IEB's presentation, Mr. Sariano will be given the same opportunity to make a presentation. He may call any witnesses and present any other evidence he desires. Mission has directed in the notice of hearing that at a minimum, Mr. Black would that be available if called upon to testify at this hearing. Additionally, the commission may require any of the IEB investigators to testify as to their findings. Neither party may raise any objection at desires at any time. However, the basis for all objections must be clearly stated. Finally, at the conclusion of the presentations of all the evidence, Mr. Mercer, Mr. Sariano will be provided an opportunity to make closing remarks, summing up their view of the evidence. Again, this is optional. And before we begin, I understand that there are two exhibits for consideration at this hearing that they've been exchanged by the parties in advance. These exhibits are exhibit one. It's a notice of hearing dated June 13th, 2023 and exhibit two. The IEB's investigation report dated April 24th, 2023. Are there any objections to either of these exhibits being marked and entered into evidence? Mr. Mercer? No, no, Madam Chair. Thank you. Mr. Sariano. No, Madam Chair. Thank you. Thank you. So those exhibits will be admitted into evidence. Thank you, Judy. Okay. If either party would like to have any additional documents entered into evidence during the course of the hearing, please ensure that they're properly introduced and marked with the mark. Commission anticipates that its inquiry at this proceeding will be related to the matters addressed in the investigation report and contained in the notice of hearing. The line of questioning conducted by the commission moves into an area that has not been included in the report or notice that is material to the final determination of this matter. Any party may request a recess in the proceeding to review the issue. Commission will deliberate privately and make a final decision on the conclusion of the evidentiary portion of the hearing. And I'll swear all the witnesses in council, I understand all the individuals who anticipate presenting testimony are on this call. And if there's anyone who is not present for a later testify, they'll be up to you to alert commissioners to having that be placed under vote. So anyone who'll be testifying this proceeding, please raise your right hand. Thank you. Okay, raise your right hand. You saw me swear the testimony you'll provide before the commission at this proceeding will be the truth. Madam Chair, before I don't know if the Ms. Gupta is raising her right hand, because there's a possibility you'll be asked some questions, so. Oh, I am sorry. I guess maybe you are. You are, okay. Yeah, sorry. I don't think she's got it. Yeah, I think we see it. Yeah, it's all where we are posted in the box as I look at all the boxes. Thank you. So you saw me swear that the testimony you'll provide before the commission at this proceeding will be the truth, the whole truth, and nothing but the truth. I do. I do. Thank you. I'll have responded in the affirmative and I suppose it will be for that. So given the nature of a suitability review, there is necessarily a significant amount of personal or commercially sensitive information of the commission is being called upon to consider. Public discussion of such information may result in an unwarranted invasion of an individual's personal privacy or replace an entity at a competitive disadvantage of such information or to be publicly disclosed or discussed. For the commission to be able to effectively and diligently execute its legal obligations prior to making a civility binding must be at liberty to fully inquire relative to any of these sensitive matters without compromising the individuals or entities involved. If you otherwise would be at a minimum unfair and potentially unlawful. Accordingly, my colleagues and I may elect to exercise the discretion afforded in accordance with 205 CMR 101 by 01 paragraph seven to close this proceeding to the public and fully address certain matters. Before we begin, it's my understanding that a pre-hearing conference was conducted with representatives of the applicant, the IEB and our legal department at which procedural and evidentiary issues were discussed. Do I have the parties have any preliminary issues or objections they'd like to raise? Mr. Mercer? No preliminary issues with the evidence. I would say I was remiss earlier in that Chief Enforcement Counsel Heather Hall is also present for the IEB today. That was my mistake earlier. But in regard to the evidence, I believe we worked through everything at the hearing. There's nothing from the IEB's end. Thank you. Mr. Sarriano? Nothing from the applicants and Madam Chair, we're ready to proceed. Okay, I'll set that. With that, I'll ask Council to please proceed with any opening remark he would like to make on behalf of Ms. Black Gupta. If it is your intention to stipulate to some or all of the investigation report, which has been marked as exhibit two, I invite you to do so at this juncture as well. Yes, good morning, Chair and commissioners. We'll stipulate to the IEB's report by way of opening comments. Again, Ms. Black Gupta is before you for a determination of suitability as a member of the Board of Directors of Penn Entertainment Incorporated. We concur in the IEB's recommendation that finding suitability be granted. I'd like to thank the commission as always for its consideration, staff for its diligence, particularly the IEB for as always a thorough and comprehensive and collaborative process as we work there. Ms. Black Gupta is available to answer questions and certainly Chair, subject to your earlier comments that if any of those questions relate to anything related to her personal background, we may seek to do so in a private session, but she is certainly here and available to answer any questions the commission may have. Okay, excellent. And is it your intention to stipulate to the investigation report, which has been marked as exhibit two? If so, let's be good to go. We so stipulate. Okay, thank you. I'm sorry if I missed that. All right, I'll turn to Mr. Mercer and ask that you make any introductory remarks that you'd like to make and then move directly into IEB's presentation. Thanks, Zach, appreciate it. Thank you, Madam Chair. I don't have any introductory remarks. I'm prepared to enter right into the IEB's presentation. Ms. Black Gupta is a qualifier for Penn Entertainment in the role of independent director on the board of directors. As the commission is aware, Penn Entertainment is the parent company of Plain Ridge Park Casino. Ms. Black Gupta submitted the required forms and complied with the IEB's request for additional information. She was also interviewed by IEB investigators and was available to answer follow-up questions from investigators related to her background investigation. Following the IEB's protocols for background reviews for casino qualifiers, the IEB verified identity, confirmed financial stability and integrity, conducted a search for criminal history and civil litigation history, confirmed that no prohibited political contributions were made in Massachusetts and conducted open-source and law enforcement database checks. Ms. Black Gupta had no prior gaming experience prior to accepting the independent director position with Penn Entertainment and thus did not hold any gaming licenses at the time of the submission of the application. Ms. Black Gupta assumed the role of an independent director on the board for Penn in June, 2021. In addition to her position on the board at Penn Entertainment, Ms. Black Gupta serves as the CEO for ourself, a skincare company and is on the board of directors for three other companies, SOMA Ayurvedic Skincare Company, Agrecycle Global Inc., a food recycling company and Lime Crime, a cosmetics company. In the time following the submission of her application in Massachusetts, Ms. Black Gupta has applied for gaming licenses in Ohio, Colorado, Louisiana, Michigan and Maryland. Investigators sought verification information from those jurisdictions and verified that Ms. Black Gupta was in good standing with no derogatory information in the jurisdictions that supplied information. This investigation did not yield any known facts that would disqualify Ms. Black Gupta from a finding of suitability in accordance with the gaming law and regulations and the IEB recommends the commission issue a positive determination of suitability. That concludes the prepared remarks. The IEB is now available for any questions that the commission may have. Thank you. Commissioners, do you have questions from Mr. Mercer? I have just one. Madam Chair, good morning, Attorney Mercer. Good morning, Mr. Sariano. And good morning, Ms. Black Gupta. Attorney Mercer, there were a couple of instances and noted in the report where Ms. Black Gupta did not report certain assets as part of the qualify application with no real indication as to why. Can you speak to that? And do you have any information around that? Particularly in regard to reasons why something may have been missing, I would defer to the qualifier, to the applicant at this point. I know that the factual basis of everything we were able to compile is present in the report. So any reasons as to any additional reason why something was missing or there was an issue, I would defer to Ms. Black Gupta. But with respect to IEB's investigation, there was no concern about the withholding of that information at being intentional or anything else nefarious. Is that correct? The IEB was ultimately able to obtain information and those issues that you brought up did not factor negatively into the IEB's pain at the stage. Thank you. Other questions for IEB? Either Attorney Mercer or, of course, we have the investigative team and the conference room. Good morning again to the three of you. And then we have our some reports from the council hall. No questions. Thank you for the thorough report. We understand the complexities of the financial investigation. So thank you to the, I think the three of you who are sitting in the conference room. Very, very well done and very clear. Thank you for the report, Attorney Mercer. Thank you. Thank you. All right, then we'll turn next to Mr. Sariano. Did you want to make any further introductory remark or move into your presentation? Thank you. Thank you, Chair and commissioners. No further remarks. Again, we stipulate to the reporting and agree with the IEB's recommendation by way of affirmative presentation. We have nothing further and would yield tiny questions from the commission. Commissioners, do you have questions for Mr. Sariano or Ms. Black-Gupta? Mr. Ska. Thank you, Madam Chair. I would pose the same question, Mr. Sariano that I posed to Attorney Mercer. And I'm happy to repeat it if you'd like. No, I think we read all the questions, right? I would certainly defer to Ms. Black-Gupta to add anything to my response, but certainly if anything was missed during the filing of a very complex application, it was simply an oversight administrative error and by no way intended to omit or read or in any way leave anything out of the application. I think Ms. Black-Gupta had to pull a lot of information together, this being her first time going through this process that so many of us have gone through so many times and certainly was fully cooperative with the IEB provided that information, again, based solely on administrative oversight. General, if you have anything to add, please do. No, that's correct. Thank you, Mr. Sariano. Any further questions? Commissioners, am I sensing that you have no need to go into a private session then? Okay, excellent. Then I'm just gonna double-check because my notes tell me to double-check from legal. Is there any further questions, commissioners? Anything you'd like to address? And I am guessing that there's no need for any closing remarks, but this is an opportunity for you. Should you have one? Turn right, sir. No closing remarks from the IEB. Thank you to the commission and thank you to Mr. Soriano and Ms. Black-Gupta for their cooperation. Okay, great. And Mr. Sariano? Now, save on behalf of the applicant, Madam Chair, again, we'd like to thank the commission and again the IEB for their thoroughness and for their collaboration as we present these complex background investigations to the commission. Ms. Black-Gupta is a valued member of our board. She's the member of a number of our committees, including our compliance committee. I've had the opportunity to work very closely with her. And I think she's certainly an asset to the company and we concur with the IEB's recommendation that she be found suitable and respectfully request that the commission so find. Thank you. And Ms. Black-Gupta, I wanna thank you for appearing today as a witness. And we thank you in terms of all the submissions. It's a different, it's a different company than the other boards that you serve. And that is that if you're working on compliance with Chris then you understand the complexities of our review and I appreciate that very much. All right. Anything else commissioners? Okay, so that's our any further matters from either the parties or my fellow commissioners will conclude this portion of the proceeding. And then commissioners will deliberate about the matter in private. I believe we have a treaty commit, make sure that we have a link to a different meeting space. And we'll end this virtual meeting and shift to that other virtual room now unless there's anything else. Are we all set, Trudy, for a different link? Yeah, that should be in the calendars, so. All righty, so you could just click on that one. Yeah, I don't. Okay, great. All right, commissioners all set. Okay, thank you to IEB. Thank you to Tenor Detainment. Have a great day. Thank you. Thanks, Kevin. Thank you so much. Thank you a lot. Incredible. Why is it only showing half a screen? Do you see it? Oh, now it's there. It was like, oh, we have. Mckisha said they can't get into that meeting. The graces? Yeah. Maybe because Grace is in on it. Let me check. Yeah, Judy just sent me one too. Yeah, so. Nope, she didn't. I'm getting in. Oh, you got in? Yeah, I'm in. I'll see if I can get other people in. Okay, hello. Yeah, Crystal's walking on it to get you guys in. Okay. What is it? What's that look up on now? I'll be clear. One, two, three, eight. I think we just have one more. That's next one. Oh, yeah, I don't know, bro. I don't know, bro. Oh, I don't know. I don't know. I don't know, bro. Bye, women. Mm. Let's try another one.