BOD Status Update
Based on the actions of our current BOD majority I hold little hope for this BOD functioning normally: normal being defined as working in the best interest of the membership at large and not pursuing self interests.
I have been contacted by two different people advising me that some of the new majority on the BOD are canvassing the subdivision door to door in an attempt to have me removed from office for not accepting the assignment of Secretary. I can’t help but wonder why since I have already resigned my position effective with the election of a replacement. All that is necessary to get rid of me is to hold an association meeting and run an election. Maybe there is an ulterior motive – like trying to make me look bad.
Here’s what looks bad: The work of the association taking a back seat to the politics of name assassination.
Despite all the garbage being shoveled my way I will continue to focus on doing what I can to insure the BOD complies with our bylaws. In the spirit of working for the membership at large, today I forwarded to the President the documentation required by Article VIII, Section 1, as related informing the membership about the new policies passed at the last two BOD meetings. I also prepared and forwarded to her the required letters certifying the BOD is in compliance with the same Article and Section. These should be signed by the acting Secretary and returned to the BOD for inclusion in the minutes at the next BOD meeting.
Somebody's got to focus on doing the job right. It just happens to be what I enjoy.
Best Regards
Saturday, October 25, 2008
Wednesday, October 22, 2008
What the CCR's and Bylaws say about Officers in the Association
Here are the facts about BOD members holding a position as an Officer in the association.
According to Article VII, Item 6, of the CCR’s there are only three required Officers: President, Vice President, and Secretary/Treasurer. Item (b) of this section allows for more than one Vice President but does not require more than one Vice President. The following paragraph, labeled item 10, states the Secretary and Treasurer may be two separate officers.
The associations Bylaws further define the number of Officers required by the association in Article 5, Section 1, wherein it states that “No individual may hold more than one office at any time.” In order to comply with both of these documents we need to have a minimum of four BOD members holding Officer positions. Those Officers are: President, Vice President, Secretary and Treasurer.
The truth of the matter is that we are only required to have four Officers in the association.
Furthermore, we have yet to reach a consensus on who will hold what offices. What is frustrating is the no compromise attitude of some of our BOD members. At last night’s meeting Kent Duffy and I were the only BOD members to offer any suggested resolutions to the problem. All our suggestions were met with stone cold silence or statements of “Absolutely not”.
To her credit, Ms Koen did try to structure a system of shared Secretary duties between BOD members but I don’t believe that arrangement would be in compliance with the CCR’s and Bylaws.
Today I was informed by a friend that I had been” torched” again on the “Watchdog” website for not being a team player– anonymously of course. I asked my friend “Whats new?”
I only ask that you consider the source.
According to Article VII, Item 6, of the CCR’s there are only three required Officers: President, Vice President, and Secretary/Treasurer. Item (b) of this section allows for more than one Vice President but does not require more than one Vice President. The following paragraph, labeled item 10, states the Secretary and Treasurer may be two separate officers.
The associations Bylaws further define the number of Officers required by the association in Article 5, Section 1, wherein it states that “No individual may hold more than one office at any time.” In order to comply with both of these documents we need to have a minimum of four BOD members holding Officer positions. Those Officers are: President, Vice President, Secretary and Treasurer.
The truth of the matter is that we are only required to have four Officers in the association.
Furthermore, we have yet to reach a consensus on who will hold what offices. What is frustrating is the no compromise attitude of some of our BOD members. At last night’s meeting Kent Duffy and I were the only BOD members to offer any suggested resolutions to the problem. All our suggestions were met with stone cold silence or statements of “Absolutely not”.
To her credit, Ms Koen did try to structure a system of shared Secretary duties between BOD members but I don’t believe that arrangement would be in compliance with the CCR’s and Bylaws.
Today I was informed by a friend that I had been” torched” again on the “Watchdog” website for not being a team player– anonymously of course. I asked my friend “Whats new?”
I only ask that you consider the source.
What should my role on the BOD be?
Some have called into question what role I should have on the BOD since I have declined to accept the assignment of Secretary. The following is my response to Ms Koen when she asked that same question.
In my opinion my responsibilities should parallel my interests, just as other BOD members are working in areas of their interest. It has always been my goal to streamline the operation of the association by developing an awareness of how the bylaws and CCR's work together in the operation of the association and to develop additional guidelines (only where necessary) to accomplish this goal.
We are bound by duty and by law to operate according to both of these documents and there are still areas where they are in conflict. These should be resolved. The second area of interest is in compliance. We need to improve the method and manner in which the BOD complies with both of our governing documents.
I chose not to accept a position as an officer for multiple reasons including, time, area of interest, family responsibilities, and potential conflict with other BOD members.
In my opinion my responsibilities should parallel my interests, just as other BOD members are working in areas of their interest. It has always been my goal to streamline the operation of the association by developing an awareness of how the bylaws and CCR's work together in the operation of the association and to develop additional guidelines (only where necessary) to accomplish this goal.
We are bound by duty and by law to operate according to both of these documents and there are still areas where they are in conflict. These should be resolved. The second area of interest is in compliance. We need to improve the method and manner in which the BOD complies with both of our governing documents.
I chose not to accept a position as an officer for multiple reasons including, time, area of interest, family responsibilities, and potential conflict with other BOD members.
Monday, October 20, 2008
October 21, 2008 BOD Meeting Agenda
Good Evening,
The following is the complete text of the message sent by President Koen to the BOD members announcing the agenda for Tuesday night's meeting.
"Attached is the agenda for the Oct. 21st BOD meeting. Please bring your policy manuals to the meeting with you."
The following is the attached agenda-
ESTATES OF MILLBROOK
HOMEOWNERS ASSOCIATION
October 21, 2008
Regular BOD Meeting
Agenda
Call to Order
Public comments
Reading & Approval of Oct. 7th BOD Minutes
Reports
President’s Report
1st Vice President’s Report
2nd Vice President’s Report
Treasurer’s Report
Old Business
Capital Improvements Policy
Review of proposed policy regarding assessment and collection of fines
New Business
Discussion and review of Expense Reports and Bills paid
Liability insurance for BOD members and common
Review of Closing Documentation Policy
Review of Article IX, Section 1 – Lot Maintenance Standards
Review of Common Grounds Resolution
Review of Policy Statement on Use of Proxies by BOD
Management Firm
Discussion of BOD Realignment
Other
Adjournment
As you can see, there will be a repeat some of the October 7, 2008 agenda items with a purpose we will have to speculate at until the meeting itself.
In addition, it appears the policy manual will come under scrutiny with a purpose that is obvious to me but I will not speculate about at this time.
This association is falling apart at the seams - and there is nothing I, Mr Duffy, or anyone else can do about it.
The following is the complete text of the message sent by President Koen to the BOD members announcing the agenda for Tuesday night's meeting.
"Attached is the agenda for the Oct. 21st BOD meeting. Please bring your policy manuals to the meeting with you."
The following is the attached agenda-
ESTATES OF MILLBROOK
HOMEOWNERS ASSOCIATION
October 21, 2008
Regular BOD Meeting
Agenda
Call to Order
Public comments
Reading & Approval of Oct. 7th BOD Minutes
Reports
President’s Report
1st Vice President’s Report
2nd Vice President’s Report
Treasurer’s Report
Old Business
Capital Improvements Policy
Review of proposed policy regarding assessment and collection of fines
New Business
Discussion and review of Expense Reports and Bills paid
Liability insurance for BOD members and common
Review of Closing Documentation Policy
Review of Article IX, Section 1 – Lot Maintenance Standards
Review of Common Grounds Resolution
Review of Policy Statement on Use of Proxies by BOD
Management Firm
Discussion of BOD Realignment
Other
Adjournment
As you can see, there will be a repeat some of the October 7, 2008 agenda items with a purpose we will have to speculate at until the meeting itself.
In addition, it appears the policy manual will come under scrutiny with a purpose that is obvious to me but I will not speculate about at this time.
This association is falling apart at the seams - and there is nothing I, Mr Duffy, or anyone else can do about it.
Thursday, October 16, 2008
Timeline of Election Events
The following is the timeline of events as related to the election of new board members at the August 2, 2008 elections.
August 2, 2008 the election was conducted. Within two days the BOD discovered two types of irregularities with the ballots. The first was the fact that there were 22 ballots with the same handwriting. It has been claimed that the BOD destroyed the ballots and that they no longer exist. This is not true. The association’s secretary is required by our bylaws (Article VI, D.) to keep those ballots on file for a period of not less than one year. They were not destroyed and are currently a part of the association’s records. The second was the fact one individual, holding five proxies, was not a member in good standing due to unpaid association dues yet voted at the meeting. Our major concern was the 22 ballots.
August 15, 2008 the entire BOD met with the association’s legal counsel. The BOD reviewed the suggested course of action over a two to three day period with the majority decision being to follow the attorney’s recommendations.
August 19, 2008. I submitted a letter of explanation to the BOD for their review and approval. This letter was approved by the majority within two days. Copies were provided to Mr. Aschauer and Mrs. Mueller via hand delivery on the 22nd or 23rd and mailed to the membership over the weekend. In that letter it was clearly communicated that the BOD hoped someone would step forward with an explanation to help shed some light on the ballot discrepancy.
On August 27, 2008 I received a phone call from a member stating he was aware of the situation and offering to mediate a meeting with the goal of resolving the dispute. I stated the BOD was in favor of such a meeting and told him if we could get an affidavit from the individuals involved explaining the ballot discrepancy I felt the BOD would be willing to accept the election results.
By August 29, 2008 it was fast becoming obvious that the possibility of a mediated meeting was fading fast. On that day, via email, I asked the BOD their opinion on establishing direct contact with one of the individuals reported to have knowledge of the situation. Contacting this individual was a bit risky because the BOD, as a group, and I, personally, had already received threats of legal action from this person.
On August 30, 2008 I sent a certified letter to Mrs. Mueller advising her BOD would welcome any input she might provide concerning the election ballot discrepancy.
On September 4, 2008 I received a letter from Mrs. Mueller with a parenthetical reference to the fact that there should have been 22 ballots in her handwriting. This was the first time Mrs. Mueller offered any information regarding her part in the election discrepancy. While far from the explanation the BOD had hoped for we decided to move forward and put the entire situation behind us.
On that same day, September 4, 2008, Mrs. Mueller was advised via email the BOD was accepting the results of the election as valid and would move forward.
Five days later, on September 9, 2008, both candidates were notified via US mail that they would be appointed at the next BOD meeting.
Two days later, September 11, 2008, the BOD received notification of the legal action.
This is the reality of the situation – The BOD had committed to appointing both candidiates to the BOD at the next meeting. That commitment would have resolved the tied election problem in the quickest manner possible AND fulfilled the commitment the BOD made to appoint the individual receiving the second most votes at the next BOD meeting.
It is also clear that both candidates had full knowledge the BOD had accepted the results of the election as valid and was discussing the different possibilities of getting both on the BOD in a timely manner four days before filing the lawsuits.
August 2, 2008 the election was conducted. Within two days the BOD discovered two types of irregularities with the ballots. The first was the fact that there were 22 ballots with the same handwriting. It has been claimed that the BOD destroyed the ballots and that they no longer exist. This is not true. The association’s secretary is required by our bylaws (Article VI, D.) to keep those ballots on file for a period of not less than one year. They were not destroyed and are currently a part of the association’s records. The second was the fact one individual, holding five proxies, was not a member in good standing due to unpaid association dues yet voted at the meeting. Our major concern was the 22 ballots.
August 15, 2008 the entire BOD met with the association’s legal counsel. The BOD reviewed the suggested course of action over a two to three day period with the majority decision being to follow the attorney’s recommendations.
August 19, 2008. I submitted a letter of explanation to the BOD for their review and approval. This letter was approved by the majority within two days. Copies were provided to Mr. Aschauer and Mrs. Mueller via hand delivery on the 22nd or 23rd and mailed to the membership over the weekend. In that letter it was clearly communicated that the BOD hoped someone would step forward with an explanation to help shed some light on the ballot discrepancy.
On August 27, 2008 I received a phone call from a member stating he was aware of the situation and offering to mediate a meeting with the goal of resolving the dispute. I stated the BOD was in favor of such a meeting and told him if we could get an affidavit from the individuals involved explaining the ballot discrepancy I felt the BOD would be willing to accept the election results.
By August 29, 2008 it was fast becoming obvious that the possibility of a mediated meeting was fading fast. On that day, via email, I asked the BOD their opinion on establishing direct contact with one of the individuals reported to have knowledge of the situation. Contacting this individual was a bit risky because the BOD, as a group, and I, personally, had already received threats of legal action from this person.
On August 30, 2008 I sent a certified letter to Mrs. Mueller advising her BOD would welcome any input she might provide concerning the election ballot discrepancy.
On September 4, 2008 I received a letter from Mrs. Mueller with a parenthetical reference to the fact that there should have been 22 ballots in her handwriting. This was the first time Mrs. Mueller offered any information regarding her part in the election discrepancy. While far from the explanation the BOD had hoped for we decided to move forward and put the entire situation behind us.
On that same day, September 4, 2008, Mrs. Mueller was advised via email the BOD was accepting the results of the election as valid and would move forward.
Five days later, on September 9, 2008, both candidates were notified via US mail that they would be appointed at the next BOD meeting.
Two days later, September 11, 2008, the BOD received notification of the legal action.
This is the reality of the situation – The BOD had committed to appointing both candidiates to the BOD at the next meeting. That commitment would have resolved the tied election problem in the quickest manner possible AND fulfilled the commitment the BOD made to appoint the individual receiving the second most votes at the next BOD meeting.
It is also clear that both candidates had full knowledge the BOD had accepted the results of the election as valid and was discussing the different possibilities of getting both on the BOD in a timely manner four days before filing the lawsuits.
President's October 7th Report
The following is the report I filed at the October 7, 2008 BOD meeting. I was asked to post it on the association's website and submitted it for posting but those in controll of the website have refused until the minutes are approved.
President’s Report
October 7, 2008 BOD Meeting
The last two months have been interesting to say the least. Never have I encountered a situation with such conflicted circumstances. We are experiencing a trial of wills with respect to the method and manner in which this association operates. I fully realize that I am at polar opposites with some board members regarding how the association operates. There has been and probably will continue to be a tendency to carry on in this conflict with both sides claiming victory in the name of what they perceive is best for the association. When counting the cost of this battle of wills I want to encourage all parties to focus, not on the winner, but on the perspective of the real loser in this conflict – the people who live here, the membership at large.
First I want to review the agreed to court order. (this was read into the minutes at this time and is availble for viewing on the association's website).
We, the defendants in this litigation, as individuals and as a BOD, have complied with every decree in the agreed to court order.
Next we all need to remember that this BOD, any BOD for that matter, is accountable to the entire association – not just any minority group regardless of how vocal they may be. The BOD has walked a fine line between keeping the membership fully informed and maintaining a level of discretion that would resolve the matter as quickly as possible and keep it out of the legal arena. It has been the goal of the BOD to ensure the interest of all members is equally represented. Just as there are those who were incensed that it took five weeks to determine the validity of the election there are just as many in the association who were very upset that we allowed the election to stand.
I believe a timeline review of the events will promote an understanding of why the BOD took that action we did. I will not continue to fan the flames of controversy by reviewing it here and now but I will be glad to share a factual, verifiable timeline with anyone interested. Just give me your email address.
So why did the BOD agree to a court order which in effect gives Mr. Aschauer and Ms Mueller everything they asked for? In a word – expediency. Those of you who know me know I loath the thought of making decisions on the basis of expediency over principle. Most of my fellow BOD members share this perspective but in this case once the BOD had cleared up the ballot controversy and announced we were accepting the election results there was no reason not to put Mr. Aschauer and Ms Mueller on the board. In fact we had already informed Mr. Aschauer and Ms Mueller we were recognizing the election results before the legal action was filed against the BOD. By entering an agreed to settlement we were also able to eliminate any future threat of legal action related to this matter and to save the association a lot of heartache and a lot of money.
Now is the time to move forward.
Some of the unfinished business we need to focus on is as follows-
1. We need to take appropriate steps to insure this type of event does not occur again. One of the biggest problems areas our legal counsel suggested we address is the manner in which we deal with proxies. I plan to ask the BOD to present to the membership a logical plan aimed at providing for better use of proxies.
2. The association’s legal counsel also recommends conducting future elections by mail. This would promote better participation and provide for a more balance BOD. I will ask the BOD to investigate the feasibility of election by mail.
3. We need to address the south entrance issue. Now that Hines is out of business we need to start again. I have written Mr. Hines, who has agreed to document his cost for the work accomplished to date and to refund the balance. I have yet to receive a reply. It’s time to get out a clean sheet of paper and develop new plan for the south entrance. One that is in line with new capital expenditures policy overwhelming approved by the membership at the August membership meeting.
4. We need to get the common property up to standards. No one is happy with the current state of the path. I spoke with the county again today. Mr. Depaulo has until tomorrow, October 8th, to respond to the counties demands to repair the path. Today their preferred contractor to do the work, Yingling Landscaping, informed the county they are not interested in working with the association on this matter. On October 14th, the Kendall County Planning, Building, and Zoning Department meets to discuss open issues in the county and will address the path at that meeting. The association is welcome to send a spokesperson to that meeting to express out preferences. The county engineer has reviewed the work to be done and believes the amount of money held by the county will be sufficient to complete the necessary repairs. Regarding the common property, a majority of the members have expressed an interest developing a master plan which promotes the natural beauty of our subdivision. We need to have consistency in our approach to maintaining common property and we need to reestablish access to the common property north of the creek.
There are many more worthy projects we could pursue but I believe we need to get this era of dispute behind us first.
In closing I want to address an issue that I believe is causing more problems in this association that anything else. That is the operation of the anonymous website dedicated to a constant barrage of lies, misrepresentations, innuendos, harassment and intimidation. I place those individuals operating the “watchdog” website among our citizens least deserving of any respect. When I am asked why I don’t dispute their postings or start my own anonymous website to attack them my thoughts turn to some sound advice my father gave me years ago when he said “ Tony, arguing with people like that is like wrestling with a pig. The pig loves it and all you’re going to get is dirty.” We all would enjoy a cleaner community if we would take a stand by quit reading that garbage then collectively and publically demand that whoever is behind it to stop.
President’s Report
October 7, 2008 BOD Meeting
The last two months have been interesting to say the least. Never have I encountered a situation with such conflicted circumstances. We are experiencing a trial of wills with respect to the method and manner in which this association operates. I fully realize that I am at polar opposites with some board members regarding how the association operates. There has been and probably will continue to be a tendency to carry on in this conflict with both sides claiming victory in the name of what they perceive is best for the association. When counting the cost of this battle of wills I want to encourage all parties to focus, not on the winner, but on the perspective of the real loser in this conflict – the people who live here, the membership at large.
First I want to review the agreed to court order. (this was read into the minutes at this time and is availble for viewing on the association's website).
We, the defendants in this litigation, as individuals and as a BOD, have complied with every decree in the agreed to court order.
Next we all need to remember that this BOD, any BOD for that matter, is accountable to the entire association – not just any minority group regardless of how vocal they may be. The BOD has walked a fine line between keeping the membership fully informed and maintaining a level of discretion that would resolve the matter as quickly as possible and keep it out of the legal arena. It has been the goal of the BOD to ensure the interest of all members is equally represented. Just as there are those who were incensed that it took five weeks to determine the validity of the election there are just as many in the association who were very upset that we allowed the election to stand.
I believe a timeline review of the events will promote an understanding of why the BOD took that action we did. I will not continue to fan the flames of controversy by reviewing it here and now but I will be glad to share a factual, verifiable timeline with anyone interested. Just give me your email address.
So why did the BOD agree to a court order which in effect gives Mr. Aschauer and Ms Mueller everything they asked for? In a word – expediency. Those of you who know me know I loath the thought of making decisions on the basis of expediency over principle. Most of my fellow BOD members share this perspective but in this case once the BOD had cleared up the ballot controversy and announced we were accepting the election results there was no reason not to put Mr. Aschauer and Ms Mueller on the board. In fact we had already informed Mr. Aschauer and Ms Mueller we were recognizing the election results before the legal action was filed against the BOD. By entering an agreed to settlement we were also able to eliminate any future threat of legal action related to this matter and to save the association a lot of heartache and a lot of money.
Now is the time to move forward.
Some of the unfinished business we need to focus on is as follows-
1. We need to take appropriate steps to insure this type of event does not occur again. One of the biggest problems areas our legal counsel suggested we address is the manner in which we deal with proxies. I plan to ask the BOD to present to the membership a logical plan aimed at providing for better use of proxies.
2. The association’s legal counsel also recommends conducting future elections by mail. This would promote better participation and provide for a more balance BOD. I will ask the BOD to investigate the feasibility of election by mail.
3. We need to address the south entrance issue. Now that Hines is out of business we need to start again. I have written Mr. Hines, who has agreed to document his cost for the work accomplished to date and to refund the balance. I have yet to receive a reply. It’s time to get out a clean sheet of paper and develop new plan for the south entrance. One that is in line with new capital expenditures policy overwhelming approved by the membership at the August membership meeting.
4. We need to get the common property up to standards. No one is happy with the current state of the path. I spoke with the county again today. Mr. Depaulo has until tomorrow, October 8th, to respond to the counties demands to repair the path. Today their preferred contractor to do the work, Yingling Landscaping, informed the county they are not interested in working with the association on this matter. On October 14th, the Kendall County Planning, Building, and Zoning Department meets to discuss open issues in the county and will address the path at that meeting. The association is welcome to send a spokesperson to that meeting to express out preferences. The county engineer has reviewed the work to be done and believes the amount of money held by the county will be sufficient to complete the necessary repairs. Regarding the common property, a majority of the members have expressed an interest developing a master plan which promotes the natural beauty of our subdivision. We need to have consistency in our approach to maintaining common property and we need to reestablish access to the common property north of the creek.
There are many more worthy projects we could pursue but I believe we need to get this era of dispute behind us first.
In closing I want to address an issue that I believe is causing more problems in this association that anything else. That is the operation of the anonymous website dedicated to a constant barrage of lies, misrepresentations, innuendos, harassment and intimidation. I place those individuals operating the “watchdog” website among our citizens least deserving of any respect. When I am asked why I don’t dispute their postings or start my own anonymous website to attack them my thoughts turn to some sound advice my father gave me years ago when he said “ Tony, arguing with people like that is like wrestling with a pig. The pig loves it and all you’re going to get is dirty.” We all would enjoy a cleaner community if we would take a stand by quit reading that garbage then collectively and publically demand that whoever is behind it to stop.
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