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HAMMOCK BEACH
ESTATES HOME OWNER’S ASSOCIATION, INC. P.O. Box 350668 Palm Coast,
FL 32137 .hbehoa.com Minutes
: Special Membership Meeting, Thursday,
August 2, 2007 Beginning at 7 PM Hammock Community Center, Malacompra Road The meeting commenced at 7:00PM. The following board members were present: President: Paul Zacharias, Secretary, Peggy Steele, Treasurer, Fred Black and Operations Manager, Joe Bowen. The following members, all invited by an e mail message and by notice posted on the community bulletin board, were present: George Vrany, Hana Vrany, Robin Coty, Joe Coty, Susan Fairley, Dave Miller, Marie Miller, Tom Bingol, Jennie Bingol, Sara Clarke, Harold Clarke, Dorothy Drexler, Bob Hamby, Betty Hamby, Harriet Vandervliet, Robert Vandervliet, Donna Vandervliet, Bob Rohr and Renate Sherwin. Paul called the meeting to order. Paul said that this special meeting was called to vote on 2 changes to the by laws and 1 change to the C&Rs related to how we collect dues. Paul said that there are voting requirements that need to be addressed. There is a different standard for passage between the C&Rs than there is for the bylaws. The standard for passage in the C&Rs is that the amendments shall require the approval of at least 2/3 of those owners who are present at a meeting called at which a majority of members (74 or more) are present or by proxy. Because this is a special purpose single vote meeting we said absentee ballots were the equivalent of a proxy for purposes of this meeting. We had only a total of 53 votes, i.e., members present. We will count the C&R portion of the ballot but there are not enough votes to approve a change. We have a C&R committee who are working on other changes for the C&Rs and that change will be incorporated into the future vote on those changes. If the bylaw items pass, we can still execute a change to the by laws and the by laws cover more specific aspects than the C&Rs.
Paul asked Peggy if we had proof of notice of the meeting. Peggy gave Paul a letter certifying that the meeting announcement was published to the membership on July 13, it was posted on the website on July 23 and posted on the community bulletin board on July 15 to meet the notification requirements for a special meeting. Paul asked if there were any comments to the minutes from the special meeting held on May 3, 2007. Peggy said that she has had no comments. Paul asked for waiving the reading of the minutes and the members agreed The minutes were approved as written. Paul asked for 2 volunteers to count the votes. Sara Clarke and Dave Miller volunteered. Paul opened the floor to questions about the 2 by law changes that are being voted on. Tom Bingol asked how we distinguish between betterments and maintenance--betterments being capitol expenditures in common areas and asked if these items are budgeted or not budgeted. Fred said that routine maintenances are budgeted reserve accounts. Fred said that we have 3 reserve accounts: deferred maintenance, replacement, and betterments. Fred said that if the bylaw change is passed the Board will not be able to budget more than $3000 for betterments in one year. If the Board wants to spend anything over that amount, it must obtain a member vote for approval. Paul said that we always have to specify what we do for betterments. The budget is made anticipating what will be needed for any betterment (example: pool beautification project). If the fence around the pool is replaced, that would come out of replacement account. A new item (such as markers for parking area at pool) would be a betterment. Sara Clarke asked if the limit on betterments could be approved tonight. Paul said it would because it is a by law change. The by law statement as to how the dues would be collected can also be approved. The corresponding C&R will not be approved because we do not have enough people voted on that issue. Bob Rohr asked which takes priority--the by laws or C&Rs. Fred said that by putting a limit on the by laws will not effect the C&Rs. The C&Rs are the driving documents of the association. You can add to the C&Rs but you can’t take away from the C&Rs. The intent at this point is to get one step closer to being consistent. A question about the method of dues collections being written into the C&Rs Fred said that it can be in the by laws, but doesn’t have to be in the C&Rs. Paul said the C&Rs were rather generic about dues collection, therefore, if the C&Rs are silent, the by laws will take effect. Fred asked if everyone understands why the Association wants to collect dues once a year, if possible. If dues get “crazy” and need to be paid in portions, the Association will have some money in the bank on which it can carry on its operations. This by law will allow us to cover ourselves down the road if necessary. A motion to close the discussion portion was approved and Paul asked for those who have not submitted their ballots would do so and Sara and Dave proceeded to count the ballots. While the votes were being counted, Paul mentioned a couple of items that were brought up at the board meeting in the afternoon · In upcoming election for board of directors in December Paul said that there will be 4 vacancies to fill. Debbie Clark has submitted her resignation and will not finish out her term, so there will be a 1 year term available. Paul, Peggy and Joe are not seeking reelection, so there will be 3 two year terms available. Fred will finish his term. Paul said that we will make the transition as easy as possible. Records are in order in a file cabinet. A list of responsibilities for each position will be developed by the current board for each office. So, NOMINATIONS ARE OPEN for the 4 Board vacancies. . If you are interested in serving on the Board please contact Peggy at 446 9094 or send an e mail to mfs618@aol.com. Between now and November, nominees will need to submit a short bio and a statement as to why they want to be on the board of directors. · Paul mentioned the referendum vote, which is being sought by Marineland-Hammock Political Unity Committee. See item l3 in the minutes from the board of directors meeting which was held on this day at 3 PM. Paul distributed the information and form that can be signed by lot owners to make enough votes to hold a referendum vote for annexation of the Hammock to Marineland. If you want more information, contact Dennis Clark at 986 3881. Dennis is an excellent source for information regarding projects in our area. · Betty Hamby asked if the pending lawsuit will affect changes. Paul said he hopes that a settlement will be reached before the end of the year and hopefully before the October meeting. · Paul mentioned the litigation being brought by an investors group in Michigan against Bobby Ginn saying that our association was served erroneously. Paul has taken steps to have us removed. See item 3 in the minutes today’s Board meeting · Tom Bingol asked if our insurance company will pick up any impact of legal costs that have been incurred. Paul said that the insurance company provided us with an attorney to defend us against any claims for damages, either to persons or property. The insurance would decide once any specific claims for damages were specified if such claims were covered by our policy. There were some legal costs that the association has incurred because the attorney provided by the insurance company is not representing the long term interest of the association. He is representing the insurance company. We have had to pay attorney time, which has amounted to $3046. If there is a final settlement, we will have to have our attorney look at it to make sure the association’s interests are intact. We are not paying for the attorney for the insurance company. · Susan Fairley asked about approval of the pool and fence for the Pavlos pool. . Susan asked how it was possible to give approval with this litigation and she understands that it was upon the advice of our attorney. As long as it has not been proven as to what an appurtenance is, she asked if we are not opening ourselves up for another litigation. Paul said that the approved pool is within the 40 foot width of the house and not affected by the eventual outcome of the litigation. In the opinion of counsel, the fence issue is governed by a specific C&R. The provisions of the C&R says that a fence can be up to 6 feet high, a chain link fence cannot be in the front yard etc. There has been a precedent set with fencing on Ocean Dune Circle. Susan asked about a particular fence being approved. Paul did not know whether other fences on that street had been approved, however it has been in place without objection for some time. Because they are not building an enclosure, fences have to be used around swimming pools. For these and other reasons our attorney recommended that the Board approve the fence proposal and the Board followed that recommendation · Susan asked about the potential change in ownership of the portion of lots 88 and 89 owned by the association, which is our dry pond. . Paul said that Stan and JoAnn Rosenbaum, who now own both lots, are paying for both their lawyer and our lawyer to create a legal document changing our ownership of the dry pond to an easement. Our attorney is working for the association but is billing her time to the Rosenbaums. The anticipated benefit to the Rosenbaums is that the dry pond acreage could be included in the official size of lots 88 and 89. The anticipated benefit to the Association is that the lot owners would take over from the association, the responsibility and expense for maintaining the dry pond area. Whatever is presented, the Board members will give it a long hard look before proceeding further. There are many questions to be answered before any definite plan is put into place. We need to know what appropriate consideration would be for HBE. We need to make sure that any agreement made now continues. We need to know that any subsequent owner must abide by the agreement. We need to check with St. Johns Water Management about who is responsible for the pipes that are there. These are only a few of the things that need to be considered before any decision is made. Our attorney will give us advise on these matters and if we are not happy with the conditions of the transfer, we do not proceed as we have the option to say “no” to the conditions proposed. Bob Rohr wonders if the board of directors has the authority to give away land in the association. He asked if there would be a vote for approval by 2/3 of the board or would there be a vote of approval by members. He said the developer has done nothing for the community. As to what is required for approval, the Board will obtain the advice of our attorney, as there seems to be nothing in the C&Rs about a vote on an issue such as this proposal. If it were the recreational facilities, there would be governing rules. Paul said that he recognized that in considering this proposal, members will bring a range of negative and positive feelings toward Mr. Rosenbaum. However, if there is an agreement with a win-win situation for the association and the Rosenbaums, it should be looked at seriously and objectively and not with vindictiveness. If it is determined to be in the best interest of the association to walk away--then we walk away. · Harold Clarke asked of we have accepted the pipes between the ponds and wonders if we are responsible for the ponds or is the developer still responsible for them. Paul said that the association has the ownership of the land which incorporates the water. Paul thinks that under the permitting of St. Johns Water Management, the pipes are under our storm water management system and the Association is responsible for maintaining them. Harold asked if the developer turned over ownership of the pipes under the roads and is he still responsible for the roads. Paul agreed that this is an issue that should be researched. At this point the vote counters returned. Paul asked Sara to announce the outcome of the vote. Sara said that Resolution 1, the bylaw change limiting betterment expenditures, was approved with 44 yes votes and 9 no votes. Resolution 2, the bylaw change regarding dues collection was approved with 50 yes votes and 3 no votes.. Resolution 3, the C&R change regarding dues collection, had 48 yes votes and 3 no votes but, as noted earlier, the total number of votes was insufficient for approval. Discussion resumed: Paul asked if there were any other questions. · Susan Fairley said that she feels badly about the litigation between the Joyce’s and the Weiss’. Paul agreed that it has affected all residents. · Bob Rohr said that our roads are getting worse, to the point where people have tripped and fallen. In front of a house on Cottonwood there is a notice by one crack where someone has tripped or fallen. Bob asked who owns the roads. Bob said that the cracks are bad-- weeds are growing in the cracks and along the edges of the roadways and are causing hazards. He said if something isn’t done, we may be into another litigation if someone falls and is hurt. Joe Bowen said that he has called the county about a sign that fell on Armand Beach Drive and the county never got back to him. He feels that the county doesn’t know who owns the road. Joe said that he thought that Solee Road and Armand Beach Drive have always been county roads. The only private road is Ocean Dune Circle. The developer had to post a bond for road repairs before the county takes them over. The bond money would pay for repairs made before the county takes them over. Paul said that he believes that several years ago the county did an inspection of the roads and accepted the roads from the developer. This was a provisional acceptance. The developer had to put up a bond and the final county acceptance is 7 years after the provisional acceptance. Sara said that we are about 1 ½ years from the time when the county makes a decision as to whether to accept them as is or exercise the bond to repair the roads at the developers expense before they accept them. After that time, the roads would be the county’s responsibility. Paul will check to find out where we are in that time frame and repairs might not happen for 2 years down the road. Some repairs need to be done now and can’t wait for 2 more years. Paul will find out who is responsible for repairs now. Paul will report on his findings at the October meeting. · Sara said that she understood that at the board meeting today there were volunteers to form a new pool area beautification committee to go forward with the project Sara said she would like to volunteer and others in the audience indicated an interest. Paul announced the names of the three volunteers: Renate Sherwin, Jean Mattson and Alicia Anderson and asked Renate if she would give Sara’s name and any others o the other 2 volunteers. Paul noted that this is not a long term effort. The committee is to come up with a plan that the Board can use for the budgeting process at the October meeting. We need to know what the best strategy is and the approximate cost and the priority for the elements of the project. · Harold said that the property on Cottonwood Trail (Haas) had needed lawn maintenance for sometime. Someone just cut the grass a few days ago. Harold said that the backyard of Humphrey’s property on Solee Road is like a jungle and people are complaining. Paul said there was an ongoing ownership dispute on the Cottonwood property. Paul said he was able to contact Kari, the former wife of Joe Haas, and she responded immediately by having her son cut the grass. As for the other complaint, the Board members had not noted this as a problem at its meeting. Paul noted that with four vacancies on next year’s board, this was an excellent opportunity for members to volunteer to serve so that issues are handled in the way that they think they should be. With no other business, the meeting was adjourned at 8:10 PM Respectfully submitted, Peggy Steele, Sec. HBEHOA Specialaugmeet2007 |