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ORANGE PARK COUNTRY CLUB OWNERS ASSOCIATION
BOARD OF DIRECTORS
Meeting Minutes
January 18, 2005
The Country Club of Orange Park
BOARD MEMBERS
Present: Geri Groenert, Pat Harkness, Darlynn Kennedy, Frank Knafelc, Christlena Lawton and Ed Otocka
Absent: Terence Barfield
Guests: Karen Thompson, Ken Pendergras, Ray Hudson, Charlie Yow, LouAnne Wolff, Bob Wood, Harry Hausman, Don Traylor, Geotz N., Robert Somaro.
Quorum: Yes
I. Meeting called to order at 5:00 p.m. by President Knafelc.
II. Minutes of the December 13, 2004, Annual Meeting, were presented and corrected as follows: Annual Assessment was increased by $42 from $856 to $898. Under Roads Committee Report, Pete Vitullo’s name was changed to Ed Otocka, as BOD/POC. After corrections, Motion by Ed Otocka/Geri Groenert to accept corrected minutes. Motion carried.
III. President’s Report: President Knafelc stated that Clay County is still interested in purchasing land from the Association for their vast drainage program. Our attorney is searching out a “point of law.” Our original documents gave the Board of Directors power to sell with a 2/3 majority vote. Taylor Woodrow changed that with an amendment to read “2/3 majority Association Membership vote.” Being such a drastic change is questionable as to whether it is valid or an oversight in the wording. Our attorney is following through for a ruling.
IV. Committee Reports
a. Budget/Finance – Darlynn Kennedy presented monthly figures of Income and Expenses for the month ending December 31, 2004. Income of $36,657, Expenses of $34,590. Susan Bailey – Marsh Lading Management Company presented year end balance sheet showing Total Assets of $515,868.66, Liabilities $96, 645.58. Report made a part of these minutes. Ms. Bailey stated that Management firm was working hard to collect past dues and our current delinquency ratio is at 5%.
b. Steering Committee – President Knafelc stated that the Steering Committee met December 16, 2004 and that the budgets due in November were presented and approved. OPCCOA’S share of the Steering Committee budget is 61% and LRIA is 39% based on the Traffic Count made in November/December 2004. The Steering Committee Agreement is in need of being rewritten and this matter will be brought up at the Steering Committee Meeting to be held January 20, 2005.
c. ARB – Geri Groenert – ARB has moved their meeting date to the first Thursday o each month at the clubhouse. New ARB Policies and Procedures along with a revised fee schedule will be completed and presented to the Board for approval. One new construction package has been presented since last meeting. No written report offered.
d. CEC – Bob Wood – reported no referrals for the month.
e. Property Manage – Susan Bailey of Marsh Landing Mgmt stated that our landscaping company, Horizon, has not delivered an insurance policy evidencing liability as required by our Association. Will follow up.
Roof cleaning requests that went out proved to be helpful. Will follow up on those that have not responded. Weekly visits and inspections continue.
Pot holes on Country Club Boulevard near Sugar Grove have not been repaired. Greystone Road also needs repair.
Sign at Austin Rose and Country Club Blvd. Replaced at a cost of $468.
Bids of replacing fountain aerators have been requested. Cost of repair is greater than replacement costs.
Written report made a part of these minutes.
f. Roads Committee – Charlie Yow – stated that he is still working with Vince Dunn to come up with bids for our roads. Also for a recommendation on what has to be done to correct the road problems on Cherry Grove which are under warranty.
g. Lakes Committee – Frank Knafelc stated that Vince Dunn is still working with Taylor Woodrow Company to get the lakes permitted.
h. Grounds Committee – In the absence of Terry Kennedy, chairperson, no actual report was given but comments for the Board and membership were favorable towards the new landscape company, Horizon. Management Company is to contact Horizon to continue the clean-up and also to notify members to cut grass, edge and maintain lawn to keep the grass and weeds from clogging the street drains.
i. Communications – Pat Harkness – stated that she and Frank Knafelc have been in contact with a firm that will be helping the association launch our website. The Governing Documents will be the first to be put on the website along with the newsletter.
j. Rules Committee – Christlena Lawton – stated that since our last meeting she had received two requests for our Handbook of Rules, Policies and Procedures and that she had copied them an personally delivered the handbook to the requesting members. Ms. Lawton stated she was working with the Communications Committee to retype the documents in preparation for entering them on the website. Written report made a part of these minutes.
Ms. Lawton also addressed a “point of order” pending since September 2004. She was asked to give a ruling on the procedure the Association Board of Directors should take when a grievance is lodged against the ARB. Her report is attached to and made a part of these minutes. The “point of order” request was presented and acknowledged by Association member, Robert Rumble, who stated before the Board the following: “I presented the point of order, therefore, I request a copy of the Rules Committee report. I want it entered into the records that this ruling will be used as part of my submission to the State of Florida regulators against Jack Hanson’s license.”
Ms. Lawton requested that her repot be added to and made a part of these minutes. The motion was made by Ed Otocka/Darlynn Kennedy that the Board accept the report and that it be made a part of the minutes. Motion carried.
V. Old Business:
1. President Knafelc stated that we are proceeding with a directory for the Association but every homeowner can opt out of it if they so choose.
2. Motion made by Otocka/Lawton, that the Board of Directors names appear in the Directory but not their phone numbers. Motion carried.
3. Management Company was asked to check with the Clay County Fire Department to determine when the last time our fire hydrants wee flushed out and that they are operable. Also check that the water pressure is sufficient when needed.
VI. New Business:
1. The question of a special easement granted to Charles Spencer giving ingress and egress through our property has surfaced again. Marsh Landing Mgmt. Company has been instructed to check its existence and procure a copy.
2. A cover has been put over our sign near the wing walls to prevent vandals from removing the letters. We are now attempting to light up the sign so that it can be seen at night time.
3. Management Company has been instructed to check the date and time that a street sweeping company has been on our property to sweep the streets. We have been billed for $980 for street sweeping that has apparently not been done.
4. Ms. Bailey stated that the fountain cleaning service is not effective and she will pursue the matter.
5. Charlie Yow brought up the difficulty of finding house numbers on houses after dark. President Knafelc stated that OPCCOA and LRIA are working together to get the best possible job and least cost of painting house numbers on the curbs in front of all homes. This will be brought up at the Steering Committee meeting on January 20, 2005.
VII. Resident’s Comments/Questions
1. Ken Pendergras stated that since the golf course relocated their blue tees on #11, he is getting deluged with golf balls in his yard, getting 13 balls in his yard one day, 4 balls hitting the house in one day.
2. Don Traylor asked about what’s being done to the “yield to golfers” signs. President Knafelc stated that those signs will be replaced with a uniform sign stating “Caution – golfers.”
Mr. Traylor asked about roof and driveway mildew. Resident Knafelc stated that it is the responsibility of the homeowner to keep his roof and driveway free of mildew and inspections will be made by the Management Company for compliance.
3. Goetz Neubauer stated that he felt that it should be spelled out to the members why the annual assessment dues were increased.
VIII. Next scheduled meeting will be February 15, 2005.
IX. Meeting adjourned at 7:02 p.m.
Minutes compiled by Christlena Lawton in the absence of Terence Barfield.
POINT OF ORDER
As Rules Chairperson, I have been asked to address a point of order relative to the proper procedure that should have been taken when the Board of Directors is faced with a grievance against the Architectural Review Board.
There appears to have been some misunderstanding as to what procedures we are to follow when a lot owner, who wants to build, has his plans rejected by the ARB.
The true purpose of the ARB is to ascertain that any lot owner wishing to build will submit his plans and specifications that meet all of the requirements of our ARB as set forth in our governing documents and that the building is built accordingly. Among all the other requirements, ARB requirement #36 plainly states “no improvements may begin prior to the ARB granting approval. This includes lot clearing and filling.”
The CCRs state “any party aggrieved by the decision of the ARB shall have the right to make a written request to the Board of Directors within 30 days of such decision, for a review thereof.”
The CCRs further state “the determination of the Board upon reviewing any such appeal shall be DISPOSITIVE.” Therefore, it is the Board of Directors that rules for or against the aggrieved party and notifies that party in writing of its decision. The Architectural Review Board’s responsibility ceases upon notification to the member when a submission of plans is disapproved.
Since July 1, 2004, we have had one such appeal to our Board of Directors. Unfortunately, at that time, our knowledge and lack of experience on how to handle the situation, compounded with the failure of our then management company, to follow the rules, caused some misunderstandings between the Board of Directors, the Architectural Review Board and the Aggrieved Party.
Because of the Board of Directors’ eagerness to try to help a member obtain a partial approval to clear a lot, there was a series of events that led to a POINT OF ORDER which was brought up last September by an Association Member.
I have made a careful study of the matter. Based on what I personally know about the matter, conversations about the matter and more importantly the recordkeeping regarding the matter, I have come up with the following scenario.
1. There was some mix-up between the Management Company, the then consulting architect and our newly appointed Architectural Review Board as to what the original package really contained and the whereabouts of certain items.
2. A request for approval package was considered incomplete when received by our ARB and was ruled Disapproved. Subsequently, many phone calls and e-mails between all the parties involved led to a grievance.
3. A Special Meeting was called on August 11, 2004, to attempt to resolve the matter. The Aggrieved party attended the meeting and stated his case. He was asking for a partial approval just to clear his land. In the absence of our Board President, the Minutes of the August 11, 2004, meeting stated that the “majority of the Board voted to draft a resolution to retroactively grant partial approval to the Aggrieved party’s submission to the ARB. This resolution will be taken up at our next regularly scheduled Board meeting. In the meantime, the Vice President will work with the ARB in search of an acceptable solution so that the draft resolution can be withdrawn before a vote is required.”
The minutes of August 14, 2004, do not state who made the motion and as you can see, if the above was to have been a motion it was very broad and vague.
The resolution was never drafted and the matter as never brought before the Board of Directors to be voted upon. The Minutes of the August 17, 2004 Board Meeting do not show that a motion was made or that a vote was taken to approve the resolution. The minutes do state, however, that the BOD approved the Resolution but that statement is in the ARB report given to the Board of Directors by Board Member and not a Board of Directors’ action.
4. At some point in time, the “then management company” was instructed by a Board Member, either verbally or by e-mail to notify the aggrieved party that he had been approved to clear his lot. A letter was sent out by the “then management company” backdated to August 5, 2004, stating the ARB had approved such request. In reality, the ARB had already rejected the package and had no responsibility or authority to act beyond what they had already acted upon. AND in reality, there had not been a forma Board of Director’s approval as stated in the Board Minutes of August 17, 2004.
This Board came into existence early in July when we met and elected our Board Offices. The procedures in all fields were new to us all and we have been faced with some rather serious situations. Being an inexperienced Board, some of our actions have been less than correct. We are all working to learn and to correct things that we inherited as well as some of our own actions. BEAR IN MIND that at the time all this happened, there was no Rules Chairperson appointed to search out the proper procedure, no attorney to turn to for guidance, and a management company who was oblivious to our needs.
This example has been brought before this Board to clarify and explain the events that actually happened so as not to infer to the Aggrieved Party, the Board of Directors, the Architectural Review Board or any other members, that this was the correct procedure.
It happened---it should not have been handled the way it was, and on behalf of the Board of Directors, I apologize to the Association Membership for our ineptness in the matter.
The lessons to be learned here for all of us should be:
1. Know, understand and follow the rules.
2. Board Members and Committee Members should not only read the Governing Documents, but be sure that they understand what they read.
3. Board Secretary should record the Motion verbatim so there will not be any misunderstanding as to its intent.
4. Board should follow up pending business from month to month as stated in the minutes. Any old business should not only be carried over to the next month’s agenda but every effort should be made to see that it is brought before the Board for action.
5. Board should follow the Golden Rule of “treat all members fairly and consistently.”
A more clearly defined procedure for the handling of a grievance approval will be inserted into the Handbook of Rules, Policies and Procedures in the near future.
I would like this report to be added to and made part of the Minutes of this Meeting.
Christlena Lawton
Rules Chairperson
These minutes are subject to Board Approval before becoming an official document of the OPCCOA.
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