Chevelon Canyon Ranch Property Owners Association

Transcription

1 Chevelon Canyon Ranch Property Owners Association Minutes of Board of Directors Meeting February 15, 2017 Working Session and Executive Discussions Transcribed from tape and notes by; Fred Griisser, Corporate Secretary The President called the meeting to order at eleven AM. In attendance were; Dave Williams, Erik Test, Desiree Fish, Lisa McClure and Fred Griisser as well as members, Tony Tucci, Lindsay Larsen, Barbara Williams, Lisa Test, Maroni Dutch Verschoor, Mike Fish, and seven children. For an intermittent time, Rusty Hale, Gus Buzinski Erik asked what we thought of the offer on lot 189. A few of us did not know anything about an offer, A discussion ensued. Noted was that the purchaser is already a member of the association. (property owner) Unanimous consensus was to accept the offer. Erik suggested that Dave, as president, go to the title company and take care of the paperwork. Discussion was begun on the progress of the attorney (Shaw, handling the collections) and how his firm was sending bills directly to the management company instead of the association. In turn, the discussion continued that the management company was paying his unaudited bills with all speed and not notifying the association. Further, it was mentioned that the bills (once a copy was received by us,) were not descriptive enough to ascertain what exactly the billing(s) were for. The statement was also made that the amount of the invoices were over the quotes that the attorney gave at a previous meeting with board members. Discussion then shifted to changing attorneys. Dave stated he thought we needed to change attorneys. Fred Agreed absolutely stated that $68, for just collections was absurd. Discussion turned back to the lot 189 sale and real estate agents in general. A short discussion was held on the subject of electing a Chairman of the Board and how meetings would be run if we had one. Fred took the chair position (this meeting) to show the group how a meeting would be run. Fred asked if we had an agenda. Lisa stated that she was not sure what kind of meeting this was (executive or otherwise) and stated that she did not want to be secretary any longer. Fred Explained the difference between Executive Session and other types of meeting and suggested that interim meetings be called Working Sessions. Fred further explained that minutes must be taken and should be reported at the next regular meeting. Working sessions were open to all members. Executive session is used by a body for talking about strategy, contracts that involve personalities and other like matters.

2 Talking points in this executive discussion were: A five year plan, members who were more than one year late on dues, acquiring lots, Dave expressed dissent on a few of the subjects, but stated he thought talking about these items in the future was a good idea. Note: 230 +/- properties are two years or more overdue on community assessments. Discussion started on why we were using an attorney for basic collection procedures. Dave explained how the former president and the attorney (Shaw) interacted. Further stated that they (Board) had a quote (from Shaw) for basics and all of a sudden we are getting these tremendous bills. Dave thinks that they (Shaw) are comfortable (muddled tape) They are taking the bills directly to CPI (management company) which is across the hall (from Shaw) and CPI pays it no questions asked Fred. A similar question would be, why don t we handle our own bank account? Is it just because it s the way it s always been done? Erik: I think that s probably it. A discussion was held on how the treasurer handling bank accounts and what that would involve. Dave: If we find someone (referring to an attorney or management company) that is new and upcoming, I feel he (they) would work harder for us. Erik: the only favorable CPI is that (dollar amount withheld) for this and that was a reasonable value for the time he would have to put into it. Crosstalk ensued the figures stated were higher than thought. Fred discussed bylaws in general and how many Associations and corporations he had been involved with as related to this discussion. All bills must be approved at a meeting, this is the only group I have been involved with that does not adhere to that. A discussion ensued on different ways to handle bank accounts and check payments. Fred: for example: We have a bank account (assuming treasurer control) that requires two signatures on a check (standard) as invoices come and before a meeting, the treasurer would have all the pre work done in advance. Treasurer signs all printed checks. At the meeting, as the bills are voted on (usually read and passed en bulk) those checks are given to another authorized signator (usually the president) and a second signature affixed. Short discussion Fred: I really don t like the idea of anyone but us having access to our accounts. Sited previous example of the attorney / CPI They just cut a check and the only thing we know is a line item on a monthly statement. Dave: We don t have the opportunity to check the bill Erik: I will explore what we have to do as far as programming (check writing etc), equipment needs (dedicated check printer) and the time allotment of the process.

3 Desiree: brought up a variety of points regarding the relationship between the attorney and the management company. A discussion was started of the board members do not take remuneration for their services. It was discussed that there should be no out of pocket costs for directors to be directors. Associated costs such as ink, data fees, copies etc., should be reimbursed. Fred discussed his take on the relationship between the attorney and management company in prior years (since the beginning) I feel they seem too comfortable dictating (to us) how we do business because early boards used their services beyond our actual needs. He added, that the new momentum of our association as a community, together with future bylaw changes, should actively spur more involvement among member owners once they (all members) have a chance to participate on an active basis. Many property owners do not participate because they don t want to put up with all the (expletive deleted) of the previous administrations. Fred asked Dave: So, can you tell us where we are concerning the former president and the ongoing recovery of our assets? Dave: Pretty much we are getting what we can out of there. I m sure some of it is not going to come. It will be easier to make our list up then, instead of sending all this (longer list) to the cops. I ve been in contact with him (former president) and told him I m holding off faxing him anything and we ll see what happens. It would be easier to fax him a small list than a large one. Dave confirmed that the two people authorized to go on his (former presidents) property have started moving equipment, but, we are finding bills for many unaccounted for things. Dave did not understand why we bought (for example) a washing machine to wash rags when there were only rolls of blue paper towels used. Yes, there was a washing machine purchased. Erik explained the reimbursement request for the washing machine and that is was post dated awhile after purchase., adding to the overwhelming amount of extra reimbursement requests from the former president. Further, it was not a normal home depot receipt; it was a special order receipt with only a part number and invoice for three hundred dollars (or so) Dave said he went to home depot to investigate and confirmed an Amana washing machine was purchased for $ Dave talked about torches (Praxair) and how one of our contractors insisted that they were using the former president s equipment. Dave insisted there was a paid bill for torches and upon further investigation the contractor found a new torch. Fred: are you telling me that we think that we cannot trust him (the former president) to return all that is ours? (you think) he would hold back item on purpose? Dave: Oh, I m sure of that.

4 Fred: Do you think we will be done (asset recovery) by the 25 th? (February 25 th, the next scheduled regular meeting) Dave: It should be Lisa: that s about a week n a half. Lisa discussed an attorney invoice that was labeled mojo that was issued the day he resigned. The questions he ed the attorney (Shaw) cost $ and we already knew the answers. Desiree: We all saw the questions Lisa: He ed the attorney personal questions regarding his situation. Dave: This was not approved. Erik: didn t find that we were getting all invoices each week Dave: well the one account is shut down and we may be opening another petty cash fund. Discussion on Wells Fargo s shortfalls Dave expressed disgust with WF and stated that they had been doing this stuff for years Discussion ensued on bank practices. (on banks and credit unions) Discussion returned between Erik and Fred concerning accounting packages (such as QuickBooks) and does he feel comfortable working with that package. Erik: Yes, I ve used it. Most of those programs are cloud based and easy to use. We can do auto-payments. Erik stated he preferred Bank of the West. Dave to Erik: Do you want to do this? Erik: I m comfortable with it. I need to think about the tradeoffs (in time etc) Fred (to Erik) we are just starting this discussion at this point. Once you (Erik) get the protocol down, we can always have someone assist you with the data entry. Erik: favorable reply. Fred: is that all on money? Erik: Yes, except for the 2017 budget (which is to be discussed later) Fred: well we ve talked about the forward progress being made on equipment and assets from the former president, are we pleased? (Consensus was positive) Erik explained that that there were (in the past) a lot of receipts to process because we wired funds to Mr. Maroney (directly to his bank account) and then one day he would just present (a large

5 number) of receipts and say process them. It was overwhelming. September for example: in discussion with the former president the bottom line was we owed him a few hundred dollars. But upon further investigation he owed us about six hundred (which he paid $606.55) (about assets we may never recover) Further discussion on the attorney bill on the former presidents last day. Further discussion on seeking other attorneys. Discussion on attorneys included: Fred: insisted that any attorney we hire be versed in Private community law (for example) WE (members / property owners) own everything here. The rights of way, the roads, the signs and we need not only an attorney that handles POA s, but, one that understands and AGREES with the concepts and principals of law regarding our private property rights. Fred asked if we knew any property owners who were attorneys. (Unknown) Note: to the members following in the minutes: If any property owners are members of the bar, can/will you drop a note to the secretary? Thank You. Erik: it would be nice to have member paralegals that can assist in the baby steps needed before an actual attorney was needed. Discussion on baby steps: Fred recounted the first heated discussion he had with (former treasurer) Julie. After she stated at a meeting that her (the associations) attorney said it would cost $17, to foreclose on someone. I was astounded at that statement and remarked that anyone can go to a courthouse and file almost anything for around a hundred and fifty dollars. When attorneys are charging $ an hour and must talk to you Dave interjected: or to answer your (Dave) or send you an . Fred: it s not right. Dave Well yes, we all need to come to agreement on that Dave to Erik: What kind of rough estimate did you come up with on the budget? The Chairman reminded the president that we agreed to discuss the budget later, You were flippin burgers. We need to go inside to use computer. Discussion returned to lot sale. Since we owned the lot outright, we should realize about 15K. Dave to Erik again: Wanted to know if treasurer plugged in the hundred and twenty thousand to the roads budget. Erik: yes, further discussion of flat fee contractors and diesel costs. Dave reiterated about wages and fuel (on contractor fees) Discussion: (gist) All volunteers and contractors should be cross trained on all equipment.

6 Discussion on lunches: Lisa reminded everyone that all of those policies from last year were to the end of They are all now null and void. Discussion. (Summary) Volunteers should always be fed whenever possible. Fred mentioned that a man in Heber was selling two 2 x 20 culvert pipes for $ Is that a good price? Dave: I don t know. Fred: I thought they were usually around a thousand dollars each and I was thinking about Otterson (the wash area) which needs them. Dave: Stated he didn t understand why we were not fixing problem spots (on roads) as they happen after rainstorms. Desiree: I want to talk about the storage of equipment. (on storing equipment and contractors) Discussion on what roads to finish first. Fred asked: I thought I remember a road assessment plan that was contracted for awhile ago. I believe we paid for it. Is there any paperwork on that? Dave: I don t know. I m just going to assess (the roads) as I go Fred: So we do not have a piece of paper report on road conditions? Did we pay for it? General discussion on grading, road assessment, trucks and equipment. Back to the paid assessment report: Lisa: I m not sure but we just got two maps laminated for the former president. Dave: (on road repair) I just want to get it done. I don t want to get paid, that s why I m in this General discussion on specific roads. Dave indicated he had quite a few volunteers. Fred: I have some notes on volunteers. As you know I am big on a volunteer force. At some point we should create a volunteer committee with a chairman and assess as to where they want to help roads, park, signs etc. (on contractor) Fred: I d like to draw up a draft of a volunteer force. Dave: sounds good. Fred discussed volunteer training once a month. For example: You want to work on wells; This day we have well training. Discussion

7 Desiree: I must say how I love how this feels (The meeting) as opposed to just a month ago. Discussion Fred wanted to see if we could just throw some ideas out not necessarily to discuss them, but to get ideas rolling among us. Lisa: I have one of them: (ref; Dumpsters) We change the one dumpster about every ten days to two weeks. Discussion about incident at dumpster last Sunday. We want a dumpster at well 2. (well security) Fred: in conjunction with that Lisa, you and I did meet months ago and we did assess another trash contractor. I contacted them, they were very accommodating but the company is not set up to service someone so far out. Plus, we would have to buy new dumpsters because they do not have extra dumpsters to service us. They gave us a price but it s higher than we pay now plus dumpsters, new, were about seventy five hundred dollars. Now, I know where we can get dumpsters for about five hundred each, used, very used, and recondition them with our own tops etc. we could get our own dumpster truck to haul to dump. Outside that, which I am not recommending at this time, I suggest that we stay with our current vendor and get another unit for well 2. (on waste vendor) Discussion on what and what not should be in dumpsters. Fred said he would like to see some kind of fenced recycling area at well 1. Where instead of throwing everything in dumpster, members could put usable wood, building materials, cans, bottles etc in one place and other members are free to take and use those unwanted items. Desiree: One man s trash is another man s treasure. Lisa: I have to deal once in awhile with things outside dumpster. It was decided to discuss the recycling center another time and write up a draft proposal. Fred Suggested that next to one side of the dumpster(s) we build a deck so that short people can actually reach to doors to dump. When vendor swaps out the containers, he just places the new one on the other side of the deck and takes the full one. That way there is still a drive-up side that people can use. Lisa Test: I think we should consider a subcommittee for the recycling idea. Discussion Others: how about a smaller version of Habitat for humanity. I ve seen full size doors and windows in the dumpster. Another suggestion was made about a used motor oil tank. Dave mentioned that he thought that people who used, used motor oil would take from the tank (and keep the level low) No more comments. Fred: I want to touch on the subject of the bulletin boards. Why are there locks on the bulletin boards? Discussion. Lisa: I agree, we don t need them and we could use the space. Fred: Also, All messages

8 come down after 30 days. Date any notices members put up that are not dated and after 30 days they go down automatically. Dave: wouldn t bother me. Discussion Consensus: Remove the locks Fred: Food for thought. We are known as Chevelon Canyon Ranch. What about being known as, The Private Community of Chevelon Canyon Ranch? Discussion. No action. Discussion on subdivided lots and community fees. Lisa: if someone divides say into 5 lots. (e.g.: 13A, B, C, D, E) Each individual lot gets charged a full fee. Discussion turned to owners who subdivided and do not notify POA. Discussion on specific lots with this issue. Further discussion on whether there should be a discussion on limiting subdivision for example: if 800 ranches subdivided that would be upwards of 4,000 potential home sites Question: Would any of us live here if every five acres had a home on it? Overwhelming NO. No action Fred: Further discussion on why homeowners do not contact POA when improving or fencing. For example: The county has no jurisdiction out here when it comes to fencing. We The 800 (or so property owners) own all rights of way and roads. Every lot has a 30 right of way on all sides. That means that there is a 60 right of way required between all ranches. No fences or anything can be put in the right of way. The 800 OWN those rights of way jointly. They are for wildlife access and thru fare and the use of The 800. We have many owners who have complied but there are a growing number putting fences in the wrong place and a few that I have talked with say The county said it was ok well it s NOT OK and they are encroaching on the land owned by all the property owners together. Fred Continued: Fences are also subject to the approval of the rancher (The grazing rights owner) by deed, but the rancher told me that no-one has ever contacted him about a fence. A discussion ensued about how to present (to the 800).. Hey, before you go to the county, come to us, we can better answer you. Discussion Fred: I think The 800 need discuss and have a consensus regarding whether we want to live in a community of 5 acre lots. Any more food for thought Security Fred: If I had to put one thing at the top of my list, it s keeping trespassers out and off of our (The Eight Hundreds) Private Roads, Rights of way and our individual ranches. As you know, I have identified 12 actual entrances to our ranch. A discussion on securing our boarders needs to be had. At this time I would ask for permission to discuss security with members (property owners). I have a few in mind who seem to have expertise in the subject.

9 Lindsay posed a question: How much security are you talking about? Fred: none yet, just want the discussion to start but in my opinion I d like to see fence and gates to enclose the entire ranch. Desiree: Don t mind fences, but gates are a pain in the ass. Discussion (Gist) Gate 9 of the 12 entrances with warning and private property signs (and gates) Have a security committee assess how best to secure (or not) the 3 main entrances. Fred: May I start to talk to property owners about security? Consensus: Yes Fred: We were informed of a person (property owner) who has been caught in someone else s home. I think there needs to be a discussion (either internally or externally) within this community about people who are thieves. Discussion involved.. Offer advice to people with support on who to contact if something happens, We need to know what our rights are as property owners, short discussion on lethal force, Can this board publish pictures of criminal offenders within the community, Statement: The person who caught them could always put a notice on the bulletin board. Another person reported (within the group present) that someone was in their home yesterday and they didn t know who it was. (on security and thieves) Chairman explained that non-board property owners in attendance may not talk about the executive subject being discussed with anyone all agreed. Last food for thought subject for me (Fred) Fred Disclosed that he and Lisa had talked alone a few days ago and she expressed a desire to transfer the duties of the secretary. Lisa did not want be secretary again next year and due to the stress of the past few months that she wanted to transfer duties now. The Board discussed briefly about who is interested in what officer position come April. (also about the communications committee.) Desiree stated that she felt That if you are the chairman of roads and the chairman of wells, you need to delegate the work out a little more. Dave: well if someone wants to take over the wells, it s kinda low key right now.. I mean if someone really wants to do the wells it s not a really hard job. (more statements) much discussion (gist) Fred was willing to be well chair. Desiree expressed a desire to be president and gave some talking points on the subject. She could also consider secretary. Erik: I would accept treasurer again. So we have a secretary and a treasurer. Fred to Desiree. I ve been a corporate secretary before and I can show you how to be a great corporate secretary.

10 Discussion(s) by all Erik and Lisa expressed that Fred (probably inadvertently) makes a great case for him being secretary. More Discussion. Fred expressed that he would do anything the body wanted, but wanted all the other directors to be comfortable with what they want. Desiree: In that case I would accept, Vice President Lisa: I want to be the lowest man on the totem pole at this point. Desiree to Fred: I know you want to work on the bylaws and the CCR s so secretary would be a great fit. Fred compared the vice president s position to a character in the HBO show Game of Thrones (The Hand) That the VP is in fact The Hand The ruler in the president s absence and must work hand in hand with the president, especially in this association because of what has happen in the past. Dave walked away to deal with lunch so Erik brought up another subject, until Dave returned. The discussion was about Fred s knowledge with deliberate bodies and Roberts Rules of Order (with reference to discussions at the beginning of the meeting) and if this would help the board and association have more formal meeting(s). Fred discussed periods from his past and gave the following: As a parliamentarian, in the past, I would have rated myself a nine (out of ten). Now I would say I m a firm seven, but most of Roberts that would deal with our society is so obscure in fact that 60% of Roberts would likely not even apply or be used. He further explained You cannot read Roberts (the book) front to back, It doesn t read that way. Lisa: That s right I ve tried, if anyone wants my book.. and continued on how thick it was and the print is so small you need glasses. It s horrible Fred: It (Roberts) is a treasured document that has been around for hundreds of years. Discussion Erik: I think I have the dummies version. Fred: I believe that Roberts puts out a preparatory version which explains the most relevant ideals. It s like a what you need to know before you read the book. Erik: I don t think we need to be the US Senate, but we could be doing a little better. Lisa: Cliff Notes. Dave returns. Chairman recaps officer lineup discussion for 2017 and suggested we consider a new position of entertainment officer and the unofficial title would be Mayor. This person would be out front with the membership, host our on-ranch events etc. (no action) Dave was updated on the discussion of Roberts and being more formal with meetings. Fred brought up that this association has never utilized the position known as Chairman of the Board. This position is the person who runs the meetings. Fred: If you make me chairman of the board, I will run the meetings (under Roberts) You (Dave) are still president, Desiree still VP, all positions the same. I would stand and run the meetings (with agenda) Much humorous talk and comments. Fred Continued; to teach people how to present motions, teach people how to be effective at bringing up issues at a meeting taking into account that our current bylaws allow very little actual participation (by members) in actual discussion, but we can grant certain powers to all of our members which

11 should spur more participation and a kinder, gentler, happier association.. In teaching Members how to present issues and ides that would be effective in getting things accomplished. Dave expressed he thinks it needs to be discussed more. He didn t know if he was comfortable changing our system. When we (the 2016 board) were trying to make it work because of the (name deleted) thing. You know, it was like a dictator thing do as I say, not what I do, don t question me, you know, like that s none of your business, like the finances and all (other statements) Fred: I m offering this as a solution because last meeting Lisa said she didn t want to run meetings and you said (Dave) you didn t want to run the meetings. Desiree: That s why I thought I would be good as president, because I don t mind running meetings. Dave indicated that he did not remember what he said at last meeting. Fred answered you said you would rather not get up and talk. Dave: well may be. Fred commented that maybe his notes could be wrong.(?) Well, replied Dave I ve slept since then, I do want everyone to work together though, I don t want any more of what I call this Hitler crap, dominating, dictator (expletive). That s gotta go. Desiree: I don t know. As President, you could still speak for yourself (short discussion on cooking hot dogs) Erik: You could take the position that a chairman, running things by rules, is a long standing tradition in meetings. You would avoid some of the Hitler type styles you were mentioning Dave. Like when (past president) tried to close the meeting the other day (referring to meeting of January 21) I mean if you have someone who s being ridiculous, they would not get away with that because we would be following rules and we could leave the emotional side out of it. Dave: we were originally going to sit in there so I could cook, eat and talk (at the same time) short discussion on lunch and weather. Fred to Dave: So you want no further discussion? You, Dave are going to start the meeting (February 25 th )? Dave: You know, if you want to get up and do meetings and stuff and chair the meetings, I don t really have a problem with that. You seem to really like.. (stops) Fred: The president is still the president I m hoping that within the first couple meetings I can get the crowd (attending members) to see a deliberate pattern instead of chaos. Dave: What I would like to see though is not to get too many things going at one meeting. Fred: we still follow an agenda. Dave: well let s just try to get something rolling along here then we can start inputting some things as we go and then add more. Fred: OK, what time and date is the next meeting. Lisa: February 25 th at ten AM.

12 Fred: and just so everyone knows, it needs to start AT ten o clock Dave: Right Fred: not 10:01, Not 10:35 Dave: Yea, we been starting late. Fred: It (the meeting) must start at 10 o clock. The gavel needs to fall for business to legitimately happen. Lisa discussed what time the board needed to be there. Dave: so get there 15 or twenty minutes.. Fred: and if you are not there, the meeting starts anyway. Lisa suggested arrival at 9:30. Dave: I m a man of few words, but let s not drag it out and talk on and on and everyone is going (snoring noise) Ok, Alright? Discussion about (name deleted) who still owes us money from their foreclosure. Fred suggested that he could go to his home and actually just ask for it (the money) Fred apologized for some long windedness. Lisa: Can we adjourn? Erik: we still need to approve the 2017 budget, inside. Discussion and personal discussions The board went inside Erik discussed the 2017 projections and spreadsheet. He went into detail. Erik went into detail on line items, talked about actual expenditures on collections and felt that a loss would carry over (from 2016) because of what was spent. He discussed how effective the attorney (Shaw) was at collections. Estimated maybe 13K from efforts already paid for. Fred: You mean 13k against 65k that was paid to him? Erik: we already collected $8,200. There was talk about Park, wells and other operations. Dave We were keeping (well) reserve at ten grand. As you know I am not going to spend the money and waste it. Explained that we went with five thousand because we were going to buy spare pumps, lets hold off on the pumps, keep it at ten grand for the wells and toward the end of the year we can see what happens, uh, road (the roads budget) I m suggesting as Joe did. Erik: so at 120K that would include aggregate if we needed it? Dave: No, just to do roads, pick up the dirt, (discussion on fuel) Dave: It s gonna be tight we won t be renting peoples stuff or nothing like that. There will be quite a bit of volunteer work. The problem is that all that money we had before was Erik: Ok, More discussion on line items. Erik: (on legal counsel line) True legal counsel should be almost nothing.

13 Dave: How much was our legal again? Erik: approximately $71,000.00, so all I want to spend (2017) is around $26,000. Dave: I think one of the things we need to discuss is are we going to keep this lawyer. Lisa: No Erik: What about the 8 items they (the attorney) still has. Dave: Why don t we finish up the ongoing? Fred: because we should ask (our future attorney) how he rates the 8 cases and work off his recommendations. He may suggest that it was OK, or, he may suggest that we are getting raped. Lisa: I think that is what he is going to tell us. (on line items and bringing some functions in house) Fred: do we have to use a management company by law? I doubt it. Lisa: I don t think we do. Dave and Desiree discussed other management companies and fees. The was then a full discussion by all. Much cross discussion Chairman: Mr. President, we have a motion on the floor. (all quiet) Chairman: There is a motion on the floor from the treasurer that we pass the 2017 budget as amended and present it to the membership 2 nd, discussion: Chairman: all in favor say eye. Motion passed unanimously General discussion Fred: One last thing, to clarify (asking Dave) you want me to start the meeting on the 25 th? Lisa: I move to make Fred Chairman of the board to run meetings and such Erik: 2 nd, Passed unanimously General discussion On wells and Fred taking over Desiree: I want to ask (to Fred) will you be chair of the road sign committee, and I will be co-chair? Discussion: Consensus approval Fred: by the way I did get green road signs from Mr. Maroney, with 2 cross holders, (no poles yet). Some of the signs are not useful some are misspelled, others we don t have roads those names. Tape cut off (rest from notes) Motion: That the road sign committee be chaired by Fred and co-chaired by Desiree

14 Passed unanimously Motion to adjourn: passed unanimously approximately one PM With Respect: Fred Griisser Corporate Secretary