Meeting Minutes


HAMMOCK B EACH HOMEOWNER’S ASSOCIATION

SPECIAL MEETING

March 11, 2010

5:00PM @ THE HOME OF SARA AND HAROLD CLARKE

 

            Members in attendance: Susan & Gary Fairley, Karen & Mike Joyce, Debbie Healey & Harold Clarke.

 

            Board Members present, President Bob Hamby, Vice President Sara Clarke, Treasurer Steve Robinson, Operations Peter Healey, and Secretary Larry Amuso.

 

            The President called the meeting to order at 5:00PM and asked for a proof of notice. The Secretary advised that the meeting notification was placed on the bulletin board at the pool, and listed on the Web page and sent by e-mail to all e-mail recipients.  Upon acceptance the President presented the following: “After spending several hours researching the Association C&Rs, By-laws, and meeting minutes, I conclude non-revision of the C&Rs to reflect a Board operated versus a Developer controlled Association has been a major source of the confusion within the Association.  However with regards to the Association purpose and powers of the Board the C&Rs together with the By-Laws (which have been revised) are clear:

·         C&R: Article V ASSOCIATION Section 1. Purposes and Powers… The purposes of the Association are to promote the health, safety and welfare of the members and to implement, administer, enforce and interpret the provisions of the Declaration. In furtherance thereof, the Association has the following powers:

C. To implement, administer, enforce and interpret the provision of this Declaration, the Articles of Incorporation and the By-Laws.

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  • By-Laws: SECTION 5 POWERS AND DUTIES OF THE BOARD OF DIRECTORS.

5.1 All of the powers and duties of the Association shall be exercised by the Board of Directors, including those existing under common law and the statutes, the Articles of Incorporation of the association, these By-Laws and the Declaration of Covenant Restrictions and Easements

 

            These provisions together mean the Board has the right, responsibility, and obligation to not just enforce but also interpret C&R provisions including the meaning of appurtenances for Lots 1-12.  In addition to researching past interpretation of Article IX Section 8, we also researched whether there was any applicable Florida law with regard to the word appurtenance and found there is none.  From the review of past Board decisions, I conclude that past Boards have not acted in any egregious manner to flagrantly violate any Article or Section of the C&Rs.  Instead I can only conclude these Boards consistently interpreted that Article IX Section 8 that air conditioners, pool equipment, patios, and fences do not constitute appurtenances.  These numerous past approvals serve as precedence and guidance for this Board in the absence of any clear Florida law governing the term appurtenance.  The Board in approving the Terms of Settlement agreement on Joyce-Weiss matter did not admit that it had ‘…incorrectly approved construction of the screen.’  The Board merely acted in a manner to facilitate to facilitate the agreement between parties after the Weiss’ had already voluntarily constructed the screen within the 40’ dimension in question.  The Board did not rescind approval of the patio.

 

            The C&Rs also do not clarify Architectural Review process other than by the developer who may appoint a committee of 3 people.  The By-Laws do allow the President to appoint committees.

 

  • ‘the power to appoint committees from among the members of the Association from time to time, also he may in his discretion to determine appropriate, to assist in the conduct: of the affairs of the Association.’

 

            I can find nothing in the C&Rs or By-Laws to support the concern about the ARC not being cut in on the action for review of the 23 Ocean Dune Circle since the appointment of the committee is optional and nothing in C&Rs specify a requirement for this process.  I did find evidence that work was done for transition from Developer to Association control to research what an ARC should do.  But I can find no documentation on a final set of authorization or directives for this function.  I did find that previous Boards appointed ARCs but found nothing to clearly specify any authority or responsibility for an ARC until on May 4, 2006.  This Board adopted some procedures and made it clear that this was to be an advisory committee only with powers of approval remaining with the Board.  The power to appoint such a committee still resides with the president of the Association.

 

            On December 22, 2009 when Gary Fairley and I met at his house about the request with a sketch for approval of a pool and fence installation at 24 Ocean Dune Circle, no new ARC had been appointed since the new Board was elected on December 3, 2009.  Gary, Alicia Anderson, and I were the ARC appointed by the past President and were the only semblance of an ARC on the date of our meeting.  Gary and I talked to Alicia and the past President on phone and my understanding was that we all agreed to my response sent to 23 Ocean Dune Circle property owners on December 23, 2009.  In fact Gary commented on a draft before I sent the e-mail.  I believed we were acting as the only ARC existing at that time and in accordance with and the urgency of the situation, I acted for the Association as President I was acting as CEO of the Association by sending the email 12/23/2009.   I also sent a copy of this email to all Board Members and discussed this matter at the regularly scheduled Board meeting January 14, 2010.  Since the fence has been installed in accordance all past Board interpretation of the C&Rs I consider this matter as settled.

 

            Because we represent 147 lot owners, Article IX section 8 of the C&Rs only affects Lots 1-29, but all lot owners have been subjected to considerable expense on this one provision in the C&Rs, I would now like the Board to consider establishing a definitive statement of how the nebulous term appurtenance as used in Article IX section 8 of the C&Rs will be applied in the future.”

            After a lively discussion with much input from those in attendance, Steve Robinson presented the following motion which was 2nd. By Larry Amuso; “The HBEHOA Board of Directors request the lot owners/residents of Ocean Dune Circle (ODC) reach unanimous agreement and propose language for interpretation of the term “appurtenance” as used in Article IX Section 8 of the Association C&Rs.  This request will be mailed to all lot owners.  A reply stating the ODC consensus definition will be requested within 24 days from the date of mailing the request. 
             If the language agreed to by the lot owners/residents of Ocean Dune Circle is not contrary to any county or other governmental ordinance, and if it is not contrary to any HBEHOA bylaw or other article of the C&Rs (other than Article IX Section 8), the Board will meet and consider adoption of this language as official board interpretation of the term “appurtenance” as used in Article IX Section 8 for any projects on Ocean Dune Circle that are submitted from the date on which the revised language is approved.
             If the lot owners/residents of Ocean Dune Circle are unable to reach unanimous agreement on revised language for Article IX Section 8, the Board will continue to be guided by 20 years of precedent when considering applications covered by Article IX Section 8.  —specifically, that an “appurtenance” refers only to a building structure that is an extension of the existing structure, and that extends the existing building structure beyond a 40-foot overall building width.” The motion developed in to further discussions with the end result that those residents in attendance and other residents of Ocean Dune Hammock seek meet and present in- put within in ten day from this date to the board. Steve Robinson moved that the motion be tabled until such time that the president schedules a meeting to broach the subject. Larry Amuso 2nd.  Motion passed.

Adjournment: The meeting adjourned at 6:30PM

Laurence Amuso, Secretary