Board Meeting Wrap-up – 9/28/17

What they did and what you need to know and do…

Jim Coleman was appointed to fill my Board seatI think the Board exceeded its legal authority by both, removing me from my Board position without a trial and proving legal cause, and appointing Jim Coleman to the Board without allowing others to compete for the position or the owners to vote. However, despite all that, Jim appears to be a man of integrity and principles and completely not complicit with the bad acts of the Board. I think that he deserves everyone’s support.

The 2018 budget of $10.6 million was adopted, doubling the attorney fees to $180,000 and projecting $53,000 in expenses for the restaurant (which is currently closed). The budget also maintains the current association assessments at $1,210. I think the Board’s discussion was over-weighted by the gushing over Sandy Seddon, the GM, and how her management performance has been better than the prior management agent we fired. Massive gratitude to Seddon for the way she answered questions, it was quite telling. Her reply of “Whatever you want, Forrest.” is diametrically different when compared to her refusing all my requests by saying, “Talk to the attorney, Nona.”

Note: A Tale of Two Faces is a coming blog article about the face of Sandy Seddon that the Board knows and loves, and the face she turns toward the large segment of the community. The face that produced 836 signatures testifying to their polar-opposite experience. Our community has been divided into Have’s and Have Nots, and we need to examine why.

Restaurant update
  • No temporary use of the restaurant space for clubs or member use will be allowed.
  • A new attorney opinion rules that temporary use is prohibited without a vote of the members
  • No plan, no timeline, and no hope of getting the restaurant back anytime
  • Despite the fact that there is no funding in current (or next year’s) budget, the Board is looking to hire a Restaurant Consultant, for an unknown cost, to tell us what we already know.
  • The GM has sent out a Request For Proposal (RFP) to an unknown list of consultants.
  • The parameters of the proposed contract are unknown because the RFP was not in the Board book

It is a violation of our CC&Rs 7.2b to keep the restaurant closed this long, and because the Board treats this issue as trivial, no attorney opinion has been sought. I believe that the Board is cherry picking which rules to follow and this violation is one of the complaints I submitted to the Ombudsman. The restaurant is a major amenity which can’t legally be left closed except for maintenance and repairs. What if the GM just drained the pool and left it empty for two years? Even if you never used the pool, wouldn’t you worry that an empty pool would hurt our property values?

Other announcements

CAM Lori Martin’s resignation was announced a month after staff knew she was leaving. – It should be noted that I have consistently questioned (and been harassed and retaliated against for asking too many questions) the need for employing two high salary people with CAM licenses when only one license is required. I advocated that we employ a single CAM at the appropriate compensation level with a management agreement per NRS 116A.620. My complaint is now moot unless the Board decides to replace Martin. 

 Stay tuned for a future blog that will discuss why it is important to examine the structure of the organization before replacing Lori Martin with another CAM doing the same job.

Board action:

Jim Coleman was appointed to the Board (to fill my Board seat that had been deemed vacant on August 24).

Musical Chairs: Why stop the music now?

  • The Board said they could declare a (my) seat vacant just because they said so. I say kicking me off the board without a trial or members voting me off is not legal.
  • The Board says they don’t have to wait for judgment on the legality; they can just pick whoever as a replacement.
  • Rana Goodman asked the Board to wait a couple of months until the legality of the (my) vacancy is confirmed, or there are other vacancies because of the removal election.
  • Rex Weddle said the Board was way too busy to leave a (my) spot vacant.
  • Rana asked what they plan on doing when they are ordered to reinstate (me) the Board Member.
  • Rex said not their problem.
Public humiliation – brought to you by your Board’s secret and illegal acts 

In his self-introduction, Jim Coleman quoted parts of an email from an owner asking him not to agree to fill my seat until my appeal was done to avoid being embarrassed or tainted by illegitimacy.

Jim rightly rejected the request to step aside but for the wrong reason. He thought it was a veiled threat. I don’t think it was.

I took it more like the writer didn’t want the Board to get away with pretending they had to power to illegally dump a disagreeing director on the strength of their six votes.

I don’t think the six voters on the Board should get away with usurping control of the seat from the owners who voted me in, and who next week may be voting some of them out, just by shifting the focus onto a non-existent fight between Jim Coleman and Nona Tobin over who gets to sit in the seat. 

A question of values: Who is Jim Coleman?

Rex read a bio of Jim’s accomplishments, status as a top athlete, Founding President of the African American Heritage Club, and more.

But Jim eloquently told the crowd that we needed to know his character: He will listen. He will not rush to judgment. He will be fair. He stated that at 75-years-old, born in Mississippi, nothing in this place scares him and he will not be intimidated.

Owners Need a Big Voice

And we got one in Jim Coleman. When I was first elected, I took a strong stand claiming that neither the Board nor the community would be as good as it could be unless we reversed the direction Rex Weddle was taking us as President. Not being one for ambiguity, I declared, “Take an about face or walk off the cliff.”

 My stance was a disaster, and I was branded an uppity naysayer who didn’t know her place. On day one, the tone for my tenure was locked and loaded.

 However, that did not (or has not yet) happen to Jim Coleman.

The six directors dumped me without a vote of the membership, and they filled my spot without any notice, any recruitment or competition or any vote to fill the seat. These things are wrong, unfair and illegal, but Jim Coleman still needed to take that spot to protect all of us. If he didn’t take my spot, the board would just have appointed someone else in secret, without competition, and probably somebody in Rex’s image who owners would like a whole lot less.

 Jim Coleman is a man who speaks of character, integrity, and principles. He deserves our support, and we must do whatever we can to ensure that he gets a different board seat should I be reinstated.

 My personal preference is for Jim to take Rex’s seat on November 1st, after more than 2,501 owners vote Rex out in the upcoming removal election October 9-26.

 Board Action: Received oral update of removal election to be held by mail only. No ballot boxes. No walk-ins.

Ballots will be sent out on October 9th and must be returned by mail and received by October 26 5 PM in the pre-addressed envelope to the CPA’s Office.

Art Lindberg read the update from (our very expensive) attorney about the removal election. However, no copies of the letter were distributed, and won’t be in the Board Book, thus continuing the pattern of making access to information as difficult as possible. Remember, over 800 people signed each of four petitions to call for a vote to remove from the SCA Board President Rex Weddle, Secretary Aletta Waterhouse, and Directors Tom Nissen, and Bob Burch.

 The Recall Petitions were received by management on 8/10/17 and were given to the CPA to verify the petition signatures. Again, it should be noted that Management, upon the advice of counsel, took away all the normal duties of the volunteer Election Committee to pay a CPA that was selected by the attorney, at a fee of least $10,000 to verify, distribute, collect and count ballots.

Of the four petitions, three (Rex-758, Aletta-734, and Tom-726) had more than the needed 715 signatures to be subject to a removal vote. Bob skated as he received 713 signatures. What they didn’t mention was that there were over 65 signatures submitted after the petitions were submitted, and even though the state law says there is no deadline, those signatures will not be considered.

The law makes removing a director much harder than the election to get on the board in the first place. The law (NRS 116.31036) says that the only way a Director can be removed from the Board is by a secret ballot in a removal election which is called by petition of at least 10% of the voters (715 of the 7,144 in the community) in which at least 35% of the possible voters (2,501 of 7,144 Lots in SCA) vote to remove each director and at least half of those voting in favor of removing that director.

Clearly, the Board’s claim that six of them voting to remove me is equally powerful to the 2,501 votes from owners that it takes to legally remove one of them is ludicrous, and the attorney who authorized it should be fired.

 I have a complaint to the Ombudsman, which has been referred to the HOA Investigations division, about the GM, attorney and Board president Rex Weddle interfering in the removal election process. The Election Committee was taken out of the process, and the Election and Voting Manual is being violated willy-nilly. This shows a continuing pattern of making the removal process even more difficult and further diminishes the value of each owner’s vote. 

  • Specific instructions will be sent out with the ballot and must be followed exactly, or the vote will not count.
  • Ballots will be mailed on Oct 9
  • All ballots must be received in the mail by 5 PM at the CPA’s office on October 26. No ballot boxes. No walk-ins.
  • Vote will be counted by the CPA without the Election Committee on Wed Nov 1st at 9 AM
  • Volunteer voting monitors welcome to monitor ballots

Just so that each homeowner is aware, the SCA By-laws specifically addresses the process by which a Recall Election must be organized.

3.6. Removal of Directors and Vacancies.

(a) Any member of the Board of Directors, other than a member appointed by the Declarant, may be removed from the Board of Directors, with or without cause, if at a removal election the number of votes cast in favor of removal constitutes:

(i) At least thirty-five percent (35%) of the total number of voting members of the association; and

(ii) At least a majority of all votes cast in that removal election.

(b) The removal of any member of the Board of Directors must be conducted by secret written ballot. If the removal of a member of the board of Directors is conducted by secret written ballot:

(i) The Secretary of other Officer specified in the By-Laws shall cause a secret ballot and a return envelope to be sent prepaid, by United States mail, to the mailing address of each Lot or to any other mailing address designated in writing by the Owner;

(ii) Each Member must be provided with at least fifteen (15) days after the date the secret ballot is mailed to return the secret written ballot to the Association;

(iii) Only the written ballots that are returned to the Association may be counted to determine the outcome;

(iv) The secret written ballots must be opened and counted at a meeting of the Association. A quorum is not required to be present when the secret written ballots are opened and counted at the meeting; and

(v) The incumbent members of the Board of Directors, including, without limitation, the member who is subject to removal, may not possess, be given access to or participate in the opening or counting of the secret written ballots that are returned to the Association before those secret written ballots have been opened and counted at the meeting of the Association.

Upon removal of a director, a successor shall be elected by the Owners entitled to elect the director so removed to fill the vacancy for the remainder of the term of such Director. 

Look for more information on my blog, coming soon, as to what you can do to help remove Rex Weddle, Aletta Waterhouse, and Tom Nissen in this election.

For now, if you know you will be gone or your neighbor will be gone, let the front office know at (702) 614-5800 to get the ballot sent somewhere else. We want to make sure all owners get a ballot and get a chance to vote. Ballots will be mailed out Monday, October 9 and must be received back by mail by 5 PM, October 26.

 

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