Category: BOD

Who gets to decide who is eligible to serve on the Board?

Who authorized the Clarkson Law Group to block me from running for the Board?

Not the law. Not NRED. Not the SCA Board. I believe Adam Clarkson and his whole Law Group should be re-trained to better understand who their client is. No Association attorney has legal decision-making authority to control who is eligible to sit on a Board of Directors.

Follow this link for a 2012 article by Barbara Holland, “HOA directors should be held accountable“, in which she noted:

The majority of the people who have been found guilty in the current FBI investigation of the massive Southern Nevada HOA scandal have been on boards of directors.

Holland argued that HOAs needed to be protected from fraud, but note her warning about the potential for abuse

There should also be some discussion as to whether a homeowner should be disqualified from being placed on the ballot when he or she is currently in violation of the community’s governing documents.
Now, this is a touchy subject as this proposed law would be used improperly by HOA boards that could try and block homeowners from sitting on the board.

Why didn’t Clarkson disclose his former employment to SCA when it could be perceived as a potential conflict?

Adam Clarkson’s resume submitted to SCA during the 2017 RFP process did not disclose where he practiced law after he passed the Nevada bar in 2006 until 2014 when he incorporated the Clarkson law Group. Last September, AnthemOpinions reported that Clarkson was had been an associate attorney for the firm of Quon, Bruce, Christiansen early in his career.

Law Partner Nancy Quon was a principal player in the HOA corruption scandal from 2008 until her suicide in 2012. The massive conspiracy involved rigging HOA board elections and taking over HOA boards to steer legal and construction defects contracts to specific firms.

Adam Clarkson was never charged with a crime or even accused of knowing of the conspiracy that purportedly was led by Nancy Quon, a partner in the law firm that employed him. However, given the job Clarkson was applying for, shouldn’t he have disclosed to SCA, that his prior employment “would appear to a reasonable person to result in a potential conflict” ? Shouldn’t he held to as high a standard of disclose as he is imposing on me?

When I went on the Board, Clarkson demanded  that I “voluntarily” relinquish some of my legal rights to “avoid even the slightest appearance of a conflict” by signing an agreement to recuse myself from ALL SCA collection matters . This demand far exceeds the conflict of interest requirements in NRS 116.31084 and NRS 82 and seems pretty self-serving.

In fact, forcing me to recuse myself from current SCA collection matters did not protect SCA or homeowners one iota since my quiet title claim is for unlawful acts by SCA’s former agent, FSR.Stripping my access to information about collections as a Board member, and now trying to prevent my getting back on the Board, appears to a reasonable person to only protected Clarkson’s interests.

Clarkson Law Group is both SCA’s general counsel and debt collector which in my book creates a potential conflict of interest. Oh yeah, one of the ways Clarkson justified deeming my board position vacant was saying  I “put matters before the Board from which (I) stand to make a profit” when I proposed to the Board that some remedies to my complaint of harassment and retaliation would be to:

So who has the greater appearance of a conflict – me or Clarkson?

Clarkson has overstepped his authority

I am not in violation of any governing documents. I am a member in good standing. I have no financial claims against SCA. SCA is still in the quiet title litigation only because they refused at least eight attempts on my part to resolve the issue without litigation and before I got on the Board.

Why have homeowners had to pay the Clarkson Law Group tens of thousands of dollars to:

  • order me to cease and desist asking about the GMs excessive compensation
  • falsely accuse me of making a profit on my Board position,
  • having undisclosed  or “potential” conflicts, c
  • reating “employer liability”?

Did the Board declare me ineligible to run?

Not the Board. There was no Board vote to declare me ineligible to run.
At least there was no agenda or notice of a Board meeting to take such a vote.

There is no provision in law, SCA governing documents or SCA Board policy that creates a mechanism for the Board to take such an action. Compare this Clarkson/Seddon edict that I am ineligible with the FBI Russia investigation:

Even if the FBI investigation produced a finding that Russia manipulated the vote enough to make Trump win the Electoral College, there is still no mechanism in law for the Attorney General to invalidate the election, declare Trump ineligible, or to put Hillary Clinton in Trump’s place.

So, absent action by the Board, who decided I was ineligible and on what legal authority?

The GM, probably just did the same thing she did when she wanted legal cover for interfering in the recall election and cost homeowners $84,866 unbudgeted dollars to hire a CPA to make sure the recall failed.

But, given how Clarkson has buffaloed the Board into thinking that an Association attorney has higher decision-making authority than an Association Board, Clarkson might just as easily taken this action on his own initiative.

But whichever one did it, he or she acted without legal authority. And the Board let him or her or them do it.

Clarkson and the GM have done a fair amount of monetary damage to the Association that they have fought like hell to keep you all from finding out about.

I’m just saying.

Don’t you think it is weird that the same attorney who insists that I am a financial threat to SCA is the same joker who charged SCA $39,635 in 2017 for legal fees just to write me threatening letters and to help the GM threaten to sue SCA if the Board didn’t stop me from asking questions about her pay.

And it didn’t end. Clarkson sent me letter last month demanding that I  stop asking for SCA records that the law says are available to any owner. He sent another one to the KTNV keep Sandy Seddon’s pay confidential to protect her privacy. All SCA owners will have to pay $325/hour for these letters and for Clarkson to handle the NRED complaint. See a pattern?

Why is it a problem for the Board to act only “on the advice of counsel”?

Opportunity Costs – What owners had to give up to pay attorneys

A lot of it is unnecessary. A lot of it is by creating conflict, and common sense remedies are rebuffed. No effort to do best practices is rewarded when attorneys work on the principle of using the legal minimum as legal restraints.

This is the same guy that advised the Board that it was somehow magically exempt from black letter law in NRS 116 on such trivial matters as freedom of information and owner rights to know how their money is being spent.

This is same guy who says the GM can spend money that isn’t budgeted on her own initiative without measuring the opportunity cost to owner services where those funds were supposed to be spent. I personally would have much rather SCA spent some of the money that was wasted on attorney fees on

  • a better sound system for group exercise classrooms or
  • better pay for the fitness instructors or
  • enough funding to not cancel exercise classes.

This is the same guy who had no trouble with SCA’s 2017 expenditure for legal services that was triple the already ample $90,000 budget.

Really, in 2017, this Board expended 300% of what prior Boards needed to govern responsibly. Of course, those other Boards didn’t have a legal counsel who told them it was a violation of their fiduciary duty to make any decision without the approval of the attorney.

This same crackerjack attorney told me it would be considered practicing law without a license if I told people they didn’t need a legal opinion every time someone blew their nose.

My commitment is to owners

Whether I get on the Board or not, I will fight for Board action to

1) prevent the overuse of attorneys,
2) prohibit the GM from using the attorney as her personal counsel against the association or individuals or groups,
3) require the Board policy manual section 4.10 be rigorously followed,
4) prohibit the use of attorneys in debt collection  prior to foreclosure,
5) use foreclosure as a last resort and not ever to benefit the debt collector over the homeowners,
6) to get the NRED or CIC Commission to rule that any fines or monetary damages come out of the attorney’s pocket so that he not be paid for causing the Board to violate owner protection laws and that he not be paid for the unlawful, abusive and threatening letters he sent me both during and after my time on the Board.

What’s the big picture statewide?

This interference in HOA elections is a much bigger issue than what happens to me. It affects every HOA in Nevada. The Clarkson Law Group claims to represent 300+ associations in Nevada, an amazing career trajectory for  firm that incorporated only three years ago. Adam Clarkson is the President-elect of the Nevada Community Associations Institute, a lobbying group geared primarily to serve the interests of the HOA agents – attorneys, managers, debt collectors, construction defect-related agents. CAI is NOT a homeowner advocacy group.

If Clarkson is allowed to get away with influencing the composition of the SCA Board for his or the GM’s profit or to support the political advantage of compliant and docile Directors, he could do it anywhere.

In fact, I bet he already has.

 

.

Surprise! SCA attorney makes SCA membership pay to lose their voice!

What happened?

As I told you last week, I timely filed my application to be a candidate for the Board. Although I meet the legal requirements to be a candidate, two hours after the closing bell for applications, I received a 43-page document entitled “Notice of Ineligibility“, generated by the Clarkson Law Group @$325/hour to be fully paid for by SCA homeowners, that said I was disqualified to be a Board member.

Don’t I meet the legal requirements to be on the Board?

Absolutely. The law requires that I disclose that I am a member in good standing.

I am, and I did.

And the law and our bylaws require that I

“[m]ake a good faith effort to disclose any financial, business, professional or personal relationship or interest that would result or would appear to a reasonable person to result in a potential conflict of interest for the candidate if the candidate were to be elected”

I did. In fact, I disclosed everything twice.

First, using the official NRED form 850, I made my candidate disclosures in good faith on time, and, by law, SCA SHALL distribute the disclosures on my behalf because they include nothing defamatory, libelous or profane.

And, just to be safe, I voluntarily did a second set of disclosures, although the NRED Form 850 form I signed above clearly states:

“Any additional information provided by the candidate to the executive board is voluntary and is not a requirement under NRS 116.31034.”

I submitted the SCA candidate disclosure form (rev.2 by Clarkson Law Group, but not approved by the SCA Board) since Clarkson’s crafty, creative corruption of the candidate disclosure requirements had obviously been tailored to exclude little, old me from eligibility:

Clarkson’s creative editing tailors SCA’s disclosure form to create the appearance of a conflict of interest where no financial risk to SCA existed when I served on the SCA Board before nor would exist if I were elected again.
Why did the letter say I was ineligible to run for the Board?

These self-serving rationalizations to keep me off the Board aren’t true, of course, and they are more than a little infuriating to have to deal with.

I consider this action to block my candidacy, and to disenfranchise at least the 2,000 voters who elected me to the Board last May, further unlawful, defamatory, politically-motivated retaliation for my outspoken advocacy for homeowners’ rights and my progressively more strident demands that the Board, Adam Clarkson, and the GM hold themselves accountable to the homeowners and not to their own power trips or financial self-interest.

In fact, much bigger potential conflicts have not been disclosed by Adam Clarkson and Sandy Seddon, and they are the ones who are financially benefiting from making these false statements (that I’m making a profit off being on the Board or that I’m failing to disclose that I could hypothetically make a profit) to keep me off the Board and to keep me from disclosing how much money they are actually making off the homeowners.

Anyway, here’s the gist of what the attorney’s letter says about why letting me run for the Board would pose a massive threat to SCA:

  • You are ineligible because you stand to make a profit from matters before the Board:
  1. Your outstanding August 10, 2017 demand to the Association that included the following demand for monetary damages: SCA to pay damages for the GM’s, CAM’s, SCA attorney Adam Clarkson’s and the Board’s misconduct and intentional infliction of emotional distress, attorney fees and other costs associated with my defense against the unlawful abuse of process, defamation, libel and false claims that I committed illegal acts, violated my fiduciary duty or created employer liability.
  2. You have a pending quiet title claim against the Association and additional claims that may be asserted against the Association.
  • Failure to Disclose Potential Conflicts of Interest and False Statement of Fact

The candidate form you submitted failed to identify the potential conflicts of interest associated with your candidacy including, but not limited to, the following: 1) failure to disclose that on August 10, 2017 you made monetary demands upon the Association that remain outstanding. See Attachment 3; and 2) in relation to your litigation against the Association, the failure to indicate that your claims against the Association that were dismissed without prejudice may be reasserted against the Association subsequent to your completion of the Nevada Real Estate Division (“NRED”) alternative dispute resolution procedures under NRS 38.310 et seq. See the Notice of Entry of Order attached as Attachment 4.

Are there matters before the Board that I could make a profit from?

No.
What about the August 10, 2017 “demand for monetary damages?

On August 10, I sent a NOTICE OF INTENT TO FILE AN INTERVENTION AFFIDAVIT against the Board, the GM and Adam Clarkson for harassment and retaliation, for withholding  SCA records, excluding me from Board meetings, and other violations of their fiduciary duty.

Look at the date – 2 weeks before they kicked me off the Board as I walked into the August 24 Board meeting  – without any notice, due process, cause, or legal authority.  Kicking me off the Board was the Board’s only response to my complaint that I was being bullied and retaliated against, and now Clarkson is saying my requesting reimbursement of attorney fees is a demand for monetary damages that makes me ineligible to be on the Board.

That’s like beating someone up and throwing her out in the street, then beating her up again if she came back and wanted her hospital bills to be paid.

Look at what is actually being done here.
It could apply to any owner who speaks up.

I have no demand for monetary damages against SCA. Period.

Quiet title litigation is not disqualifying per se.
NRS 116.31084 says what to do if a Director might make a profit from being on the Board:
1) Disclose it, and 2) Don’t vote on it.

Done and done.

Here’s why the quiet title litigation is not a disqualifying conflict except in Clarkson’s mind.

  • SCA has no skin in the game. SCA was paid in full in 2014.
  • Nothing the Board has to decide will affect the outcome of the title decision that will be made by the court.
  • Judge Kishner is being asked to void a foreclosure sale defective because SCA’s former agents violated the statutory requirements for a valid sale.
  • SCA will lose nothing in the title dispute, It does not matter to SCA financially whether the judge quiets title to me, trustee of the Gordon B. Hansen Trust that owned it, to the bank, or to the guy who got the property on a fraudulent quit claim deed.
  • SCA will be out attorney fees which will be substantial because they are foolishly defending the former debt collectors who stole money from me on this one house, but stole from the Association on lots of houses.
What potential conflict of interest did I fail to disclose?

Nothing.
Accusing me of it is just wrong. The attorney’s logic is specious and speculative. All claims against SCA were dismissed at a hearing on May 25, 2017, except quiet title that SCA has no financial interest in, but SCA attorneys didn’t file the order until September 19, 2017, a month after they kicked me off the Board.  Why?

The attorneys have filed false litigation reports for the past year claiming that the current status of the case was back in February 1, 2017. Why?

The most recent litigation report defamed me by falsely stating that I had been removed from the Board for cause. Why?

When the Clarkson Law Group was hired, Adam Clarkson failed to disclose prior employment that would appear to a reasonable person to be a potential conflict of interest requiring disclosure. Why?

The blog, “Who gets to decide who is eligible to serve on the Board?“, discusses why the SCA membership has more to fear from over-compensated, power-grabbing attorneys than from me, a homeowner advocate who also is also trying to get title back to a house that was essentially stolen by SCA’s former debt collector.

January 25 BOD meeting wrapup

Nothing that I think is really important to tell residents about what happened at the January Board meeting is included in the meeting summary on SCA’s official website www.sca-hoa.org:

Here’s what I think owners might want to know:

Restaurant space decision delayed again

Here’s what appeared in the Board book:

There was a 17-minute verbal report explaining why the GM won’t have until April the recommendation (due last December) on whether to have a restaurant or not. She did not mention that it’s been closed during her entire tenure despite the fact that SCA CC&Rs require:

The GM, working with two Board members, analyzed past failures, legal issues and input from two workshops.

1/8/18 Issued an RFP to 9 potential bidders for restaurant

  • It is unknown who the potential bidders were or how they were selected
  • Gaming is still under consideration to subsidize a restaurant.
  • She held a bidders’ conference to see what were “operator expectations”
  • The RFP is not available for review by owners, but is promised for the February meeting
  • Bidders had until February 2 to put in a proposal.
Alternative use of space is being studied simultaneously

“If it can’t be restaurant, what can it be, given there is almost an insurmountable vote. If the board repurposes, then if 10% object then 50%+1 has to vote to make change.”

Forrest Quinn is focusing on construction and engineering and met with an architect, and he commented that the kitchen is disproportionately large:

  • The kitchen is 4300 square feet and the restaurant is 3300 square feet
  • With only 162 seats, probably a 700-square-foot kitchen is needed

The GM repeated several times how difficult it is because it is so emotional and important not to make a mistake. No matter what decision is made, there will be costs.

Tom Nissen, who is working on the restaurant part of the analysis, commented–

“What we’re trying to do is take a disciplined approach of the pros and cons to having a restaurant. Maybe there will be a subsidy, it’ll depend on what the responders say.”

My concerns were stated (and ignored) earlier:

“Our past failures have been due in substantial part by the the inability of Board members and management to allow an equitable arms-length selection and leasing process to be conducted by an experienced, independent broker who specializes in restaurants, bars, and gaming. Neither the GM, the Board or any individual Board member, regardless of their expertise and experience,  would be as effective in handling the selection process as a neutral expert would be. It would simply be a poor business decision to insist otherwise.”

I hope they prove me wrong.

Director’s Comments

Art Lundberg highlighted the successful fundraising of the Women’s Club for charities equaling $43,400 in 2017 and $400,000 since 2000.

Important, but not agendized: Future of Revere

Revere is safe from residential development in perpetuity!

Tom Nissen reported that because golf courses around the country have been converted to other uses, such as residential development, three directors visited City of Henderson officials and Revere management to determine if Revere was at risk of being plowed under for alternative use. The news from both fronts is good.

  • Revere has no plans to close as their business is good.
  • Zoning is currently PS (Public and Semi-public), and the City would make a zoning change difficult.
  • The best news is that a document, “Operating & Maintenance Instructions”, is on file with the City of Henderson, that limits future use and has a permanent restriction: “Residential development on the property of any type is prohibited.”

As an owner who lives on the golf course, I am thrilled that these directors took the initiative to research this concern. When Legacy Golf Club was threatened with permanent closure for residential development, an owner there told me her property value dropped $60,000 overnight.

My only concern is that this was done on their own initiative, and it was not handled by the SCA-Revere Golf Course Liaison Committee which  was abolished when we went to self-management. The GM felt that the only golf course issues were management-related and so the GM herself would be a more effective liaison than homeowners. I think that decision should be re-visited.

Board-Work Group report on Communications

Board Work Group (Aletta Waterhouse and Jim Coleman) are totally committed to the project of improving Board-owners communications,  and yet, they do not seem to see the irony that their little committee does not include any owners.

They reported that they will hold two workshops:

February 6 @ 11 AM to discuss their plans for improving communications and getting owner feedback

February 23 @ 1-2:30 PM to discuss:

  • The role of NRED and the Office of the Ombudsman
  • How the Community service Group plans to deal with durable medical equipment
  • Tom Nissen will give his presentation on self-management

GM’s Report

In another mis-step when it comes to truly effective communications, the GM’s report mentioned that a new website will be online by March. It is unknown if any owners had any input into the design. Probably not as I think the Owner Communication Committee was disbanded as not being needed under self-management.

Disappointingly, and contrary to the lip service being paid to transparency, the website will still require a password. Too bad when Tom Nissan was looking at self-management, he didn’t look at Sun City Summerlin’s website which does not require a password, and it has been self-managed since 1997.

Proposed Tow Policy was a big surprise

Continuing on the theory that telling owners what is being done to them after the fact is a form of transparency, the Board sprung on owners a surprise, fully-developed set of proposed parking prohibitions.

Fortunately, the Board tabled the whole proposed towing policy after many owners objected to being surprised by the proposal to prohibit ALL on-street parking in Pinnacle without consulting those most impacted and without offering an alternative solution.

ALL on-street parking in Pinnacle Village to be prohibited?

The proposed towing policy section 5 uniquely impacts Pinnacle Village because it is gated and so the streets are Association property and not controlled by the City of Henderson:

On-Street Parking Is Prohibited Within the Gated Neighborhood of the Association Commonly Referred to as “Pinnacle” or “Pinnacle Village”[NRS 116.31031, 116.3102, NRS 116.31065; CC&Rs §§ 3.3(a), 3.6(m), 7.4; Bylaws § § 3 .1 7, 3 .18( f)]: Unless otherwise excepted by the express written authorization of the Association’s Board of Directors, on-street parking is prohibited within the gated neighborhood of the Association commonly referred to as “Pinnacle” or “Pinnacle Village”.

The Board tried to soft peddle it by saying that enforcement was not going to be “proactive”.  Rex even asked, after an hour of complaints, if it would be enough if the Board rendered the policy “inoperable”. It wasn’t.

Here’s the gist of what the speakers complained about:

  • No notice – just found out a few days before.
  • Shocked, thought it was fake news.
  • Taking away something that was a benefit when we bought in is awful, but even worse, there is no parking alternative proposed.
  • Why would anyone move into Pinnacle if there is no parking?
  • Why wasn’t the Pinnacle Neighborhood Advisory Committee involved, or preferably given the lead, to come up with a solution to the problem, if a problem even actually exists?
  • This is a lawyer’s dream. If you have a written policy you don’t enforce, then it is litigation for differential treatment the first time you do.

The proposed parking prohibition in Pinnacle dominated the discussion, but also mentioned was the negative impact on people with RVs. There is also a proposed prohibition of parking in ANY center’s parking lot – Anthem, Independence, and Liberty Centers – ANY night from midnight to 5 AM, but it not really discussed. It wasn’t clear what “not proactive” enforcement would mean.

President’s Report

Per usual, Rex Weddle reported out of the morning’s executive session multiple discussions and actions that had no relationship whatsoever to the agenda published for that meeting:

Here is Rex’s version of telling owners what they need to know about what the Board privately discussed:

  • The Board heard an architectural appeal.
  • The Board discussed its proposed response to an unspecified NRED complaint.
  • There was a legal update, and they discussed taking action on some unnamed cases.
  • A legal opinion was provided on something also without a name.
  • The GM’s performance objectives were discussed again, and again no mention was made of whether or not she received a bonus, and if so, for what.
  • A pending legal settlement was discussed.
  • An ADA accommodation request was heard.
  • An unspecified NRED complaint related to the Foundation Assisting Seniors was “dismissed as baseless”.

Rex didn’t mention the collection status report which was actually on the agenda nor did he explain why that report is not made in open session as required by our bylaws:

 

Proposed Publication Policy

This policy was not discussed, but it bears looking at before it comes up at the next Board meeting on February 22 @ 5:30 PM.

To me, it is ghastly, and a stunning example of why the over-reliance on attorneys is detrimental to our happy lives.

I bet this proposal is an over-reaction to the complaints filed when the GM refused to provide equal time to proponents of the recall. The proposed policy gives tons of power to the GM to refuse equal time to opposing viewpoints and to prevent a dissenting opinion from being published without providing “clear and convincing” evidence that their opinion is not defamatory.

Then, to add insult to injury, after official publications are inaccessible to the requester, merely asking to be heard is considered a violation of the CC&Rs worthy of a penalty.

How much money we waste on attorneys to come up with this crap is a topic for another day.

Rating Rex’s Self-Management Report Card

Demonstrating all the transparency and humility we have come to expect from our supreme leader, Rex Weddle once again used SCA’s official house organ, the Spirit, to stroke the ego of the Board and GM by giving a glowing Self-management Report  Card. Although Rex didn’t give any letter grades, let’s fact-check his assertions of outstanding performance, and I’ll offer the letter grade I think is warranted:

SCA made the right decision to be self managed.

True. The former Boards’ grade should be a B for taking action based on specific plans and goals to correct deficiencies.
The current Board should get an F for failing to follow through on good work done by prior Boards.

SCA’s management company FSR needed to be replaced, but for more reasons than either Board acknowledges. FSR was double dealing by being both the managing agent and the debt collector following the collapse of the real estate market.

Even with a solid management agreement, previous Boards did not keep FSR from grabbing profits from abusive collection practices. Prior Boards were unaware of the negative impact these abuses had on owners’ property values. Their attention was overly focused on deterioration of property values caused by excessive deferred maintenance of the common areas.

The current Board has also over-emphasized catching up on deferred maintenance, and has not held itself or the GM accountable for other critical areas (customer service, owner relations, transparent communications, fair and open culture, strategic planning, protection of individual property values, and maintenance of high quality amenities and other lifestyle options). Ultimately, this Board has a failing grade because their lack of accountability to owners is supported by paying an attorney to say that the rules don’t apply to them.

According to Rex, a Human Resources model was included as part of the transition.

False. This Board scores an unequivocal F.

Adequate human resource systems are not in place needed to protect SCA from “employer liability”. It is a disgrace that since 2015, the GM has not presented ANY plans or timetables for developing these internal controls or for incorporating essential expert owner oversight. The most important feature of transitioning to self-management is that SCA is now an employer. This failure has already resulted in:

  • excessive management compensation (the GM gets $100,000+ more than the market requires and three other managers annually take in more than a quarter million dollars more than SCA should be paying);
  • lack of performance standards (GM bonuses provided without justification despite massive owner dissatisfaction with her performance);
  • lack of contractual service level expectations (they remain undefined and unmeasured);
  • lack of written terms and conditions controlling GM employment (no management agreement makes her an “at-will employee” who is subject to the SCA Personnel Handbook. Unfortunately for SCA owners, SCA’s attorney has fabricated imaginary“rights” for her that she has asserted against SCA in threats of frivolous litigation and that allow her to act like a “super Board member” rather than as staff).

No 2018 assessment increase.

True, but the grade is still D.

Assessments were increased without clear justification in 2017, and those excess funds have been repeatedly used as validation of the quality of self-management. But, many questions remain unanswered:

  • Why were rates increased in 2017 if $300,000 in budgeted transition costs were saved by reducing the 9 of the 12-month budgeted overlap of the GM and FSR?
  • Why was a 12-month overlap of the GM and FSR budgeted anyway?
  • Why was the entire 2017 rate increase transferred to reserves? If the assessment increase was intended to reserve for walls & fences, what happened to the construction defects settlement for the walls if there was no remediation of the defects?
  • Was the 2017 increase intended to bring up the reserves funding level? If so, that has nothing to do with the difference in operating costs between using a management company and being self managed.
  • Was it for the Liberty Center? If so, why was it not a one-time assessment?

Whatever the reason the 2017 assessments were increased by over 10%, it can’t be ignored while the Board congratulates itself and the GM for not having another assessment increase in 2018.

Per Rex, Tom Nissen’s December Board report comparing SCA to other self-managed HOAs, shows the transition is going well.

False. The grade is D.

Tom should be given credit for researching other HOAs, but should be given no credit for answering the wrong question and deserves no credit for  timeliness and no credit for owner participation.

Tom’s report simply reaffirms that going to self-management was the correct thing to do. It might also support the idea that it was good that the Board adopted a policy to increase the reserves by increasing assessments in 2017. Regardless, neither of these have anything to do with whether the Board and the GM are doing a good job in the transition to self-management.

Showing that SCA’s assessments are relatively low says nothing about cost-effectiveness or about any differences between using a management agent and being self managed. Further, comparing assessments with other HOAs is not really informative unless you eliminate all gated communities from the comparison.

“The Board has made it clear that the complete transition would take a minimum of three years. There is still much to do and more culture change to undergo.” -Rex

True, and yet, the grade is still a big, fat F.

If there is another 1 ½ years to complete the transition, what specifically is planned?

  • Why are there no written plans and timetables?
  • Why is there no transparency and no standards for GM accountability?
  • Why is this Board resisting the necessary culture change by treating owners who are even mildly critical of the Board or GM with such disdain?
  • Why has the Board strenuously rejected developing the committee structure needed to provide expert owner oversight over HR, legal services, insurance and other amenities that has been successful in other self-managed HOAs?
  • What steps has the Board or GM taken to change SCA’s culture to be more inclusive, fair and transparent?
  • What steps has the Board taken to ensure that SCA owners won’t be taken advantage of by unscrupulous agents?

The transition to self-management is very successful in handling deferred maintenance.

True. The grade could be an A, but since there is no transparency, no way of measuring cost effectiveness, and no standard for defining priorities, I can’t be that generous. But remember, no matter how well this portion of property management is done, the grade for it should count only as about 25% of an overall grade for a successful transition to self management, not be given the nearly 100% weight the Board has given it. 

What kind of HOA do we want SCA to be?

And what owners can do to make it that way

Taking a cue from Jim Mayfield’s article “Distinctions between Governance and Management” re-published below, here are a few action items.
In italics: how I see things are currently being done around here.

  1. Encourage owners to run for the Board who are willing to contribute to creating more transparent, competent and accountable governance, or volunteer to serve yourself.
    There is a battle for control of the Board between those who want a fair and open system created that’s good for all owners vs. those in power who want to keep centralized control by excluding anyone who has complained about this GM or who signed a recall petition. 
  2. Utilize the expertise of residents on a Personnel Committee to protect SCA against employer liability, to propose GM performance standards using customer ratings and  objective measures to prevent excessive executive compensation.
    These functions currently are done, if at all, by 1-2 Board members who don’t have the requisite skills, and the Board and GM have acted unlawfully to block necessary owner oversight.
  3. Require the GM to utilize an inclusive process and resident expertise to recommend goals and strategic plans to bring SCA back to be #1 Active Adult Community in USA.
    SCA had this #1 rating in 2011, but has slipped, and we currently have no adopted goals or shared vision about how to get SCA back on top.  Instead, the Board abdicates to a GM who has not evidenced any strategic approach to lessening owner dissatisfactions or community divisions.
  4. Demand that governance be completely transparent to owners.
    Right now, the Board pays lip service to improving owner communications, but allows the GM to use the attorney to conceal SCA records for reasons other than serving the best interests of the association. This secrecy allows SCA owners to be put at risk of being bilked by SCA agents, and it inhibits the SCA Board from being held fully accountable for its duty of care to owners.
  5. Get control of the budget out of the hands of the GM. Although the law prohibits the Board from delegating policy decisions about the budget and prohibits the GM from expending funds for unbudgeted purposes, the blurring of the lines of authority regularly occurs, and owners just have to pay the bill.
Former Director thinks SCA Board chose wrong path
Jim Mayfield served six years as an independent voice on the SCA Board. His experience with fractured governance in the last couple of years had some interesting parallels to what I  suffered during my short tenure:
  • President, GM, and attorney exerting excessive self-interested power;
  • Board rejecting any owner oversight and
  • punishing owners or individual Board members who complained.

Jim’s comments in his article, published in the November issue of the Community Association Institute magazine is re-published here with his permission.   – Nona

“Two and a half years ago, the Board was offered a clear choice between two forms of governance.
One form was the legal model embedded in NRS 116 and approved by CAI.  This form is based upon a model in which all elected Board members are considered equals and participate in a transparent, collaborative relationship, and the President (CEO) is directed by the Board and speaks only for the Board.  It also establishes the major responsibility is to protect homeowner rights and to establish processes for oversight of management.  This is the model described in the above article that was published in November.
The second form is a dictatorship that empowers the President (CEO) to exercise dictatorial powers, makes decisions, imposes his/her decisions on the Board (the Board reports to the President).  This model sees its primary responsibility to represent and protect management from the homeowners.  The model also expands the ability of the President, Board, and GM to operate in secret meetings and to empower its attorneys to use legal process to accomplish its objectives and those of the GM.
SCA is now reaping the fruits of this decision.  I hope all persons thinking about running for the Board in 2018 will read the article and commit to the principles outline therein.” -Jim Mayfield (see Page 10 in link below.)

Is SCA Board retaining lawful control of the budget?

Just saying that the Board acted “on the advice of counsel” doesn’t cut it

If the Board learned and followed these simple legal requirements, the GM and the attorney would be prevented from taking control of our budget and spending our money for something other than our benefit:

NRS 116.31151 (1)(a) requires the Board to prepare and distribute to owners a “budget for the daily operations of the association” which per CC&Rs 8.1(d) is deemed ratified “Unless 90% of all Owners reject the budget…”
The budget is distributed as required and is always ratified. No surprise. Hard to imagine 90% of all owners being mobilized to object to any budget the Board puts forward, but at least everybody knows what expenditures the Board has approved. 

NRS 116A.620 (1)(i) requires any management agreement to define spending limits for the GM.
Here’s the start of the slippery slope toward abdication. SCA Board and GM did not execute a management agreement nor have spending limits for the GM been defined. Pretty easy to rob Peter to pay Paul and then blame Peter for the missing money.

Per SCA bylaws 3.20, the SCA Board is prohibited from delegating policy control over the budget or, for that matter, deciding the amount of assessments, or deciding who can open bank accounts or sign checks or enforce the governing documents.
Here’s where SCA is really careening down that slippery slope. SCA is unprotected by not the Board not defining GM spending limits or service-level expectations in the legally-mandated terms of a management agreement.
Of course, without an agreement, the GM is not legally protected either. She is just an “at-will” employee, meaning she can be fired for any reason or no reason, just not a discriminatory reason. Her terms & conditions of employment are defined in the SCA Personnel Handbook and nowhere else.
But, don’t feel sorry for her. Not only does the Board coddle her, the SCA attorney has magically , albeit unethically, created “rights” for the GM that do not exist in black letter law and which are in direct conflict to the interests of the membership.

SCA bylaws 4.6 requires two Board members must sign all checks for any amount, and bylaws 3.25 requires that directors act on an informed basis while carrying out this duty, i.e., sign a check only if it is for something that has been approved in the budget.
Two Board members do sign all checks, but they may as well let the GM use a rubber stamp.

SCA Board Policy Manual 4.10 limits authority to request legal opinions to the Board as a whole or, in narrowly defined circumstances, to the President for the purpose of “…assessing the legal risks on actions under consideration…”. This provision specifically limits the GM’s authority to “…contact legal counsel regarding NRS 116 or other compliance issues…” not to act only “on the advice of counsel”. The SCA-Clarkson Law Group legal services agreement ONLY allows the attorney to provide legal opinions in response to specific Board requests. The attorney has NO decision-making authority over SCA policies.
Previous Boards had enough common sense to govern SCA without having to spend four times the budget to get the attorney to bless every action before it’s taken.
But then, Clarkson is a bully who has, using tactics bordering on elder abuse, and in clear violation of his professional standards of conduct, convinced the Board that it is a violation of their fiduciary duty to act without consulting him even in areas outside his firm’s practice specialty.
As a result, the President and the GM blithely use the attorney far in excess of what is legally permissible for self-serving purposes and in defiance of all common sense.

In conclusion…

The GM’s takeover of the SCA budget is happening on a grand scale because the attorney has blessed it (thereby being unjustly enriched), and the Board (who thereby gets to stay in power) self-righteously allows such foolishness as:

  • Spending an unbudgeted $85,000 for a CPA to do the Election Committee’s normal job to mess up the recall election was allowed by the GM solely “upon the advice of counsel”, but absent the inconvenience of legal Board action.
  • Six months spending for legal services was approved in the budget to cap at $45,000, but four times that amount, $185,000, was spent by the GM without any formal Board action to approve it and without conforming to the laws governing civil actions (NRS 116.31088), or sanctions for violations of governing documents (NRS 116.31085, CC&Rs 7.4) or limits on authority of the Board (NRS 116.3103, NRS 116.31036, NRS 116.31084) or owners rights (NRS 116.1104, NRS 116.31083, NRS 116.31175), or good faith  (NRS 116.1113, NRS 116.1112), and prohibition against harassment and retaliation (NRS 116.31183, NRS 116.31184).

I’m as amazed as you are at their gall.

Who benefits from spending SCA homeowners’ money?

Assessments levied against the unit owners’ property can only be used for the sole and exclusive benefit of the membership of the Association, e.g., maintenance of the common areas, actions to protect the property values of all our homes, preserving amenities and high quality lifestyle.

It is not ever acceptable for the Board, the GM or the attorney to put their personal, financial or political interests ahead of the interests of owners AKA “the common good“.

Therefore, allowing SCA management or agents to spend owners’ money for highly controversial and unbudgeted purposes that provide no benefit to SCA membership should not be tolerated.

Board decisions must always be evaluated against the standard of “Who benefits by it?”
If the answer is anybody or anything other than “the common good“, don’t do it.

Here are some examples where no benefit accrued to “the common good“, but they did it anyway.

  • The SCA membership lost when the Board vindictively evicted the Foundation Assisting Seniors after the GM failed to mediate a mutually-acceptable solution to CSG’s problems, blamed the Foundation President, and made up a silly story to justify forcing members to pay more after damaging a valued community resource.
  • Paying $85,000 for a CPA to conduct the recall election in a manner designed to keep the current Board majority from being recalled for cause provided no benefit to the association. It was more than a waste of owners’ money to keep those Board members in power. It allowed the attorney and the GM to keep their over-compensated jobs, too.
  • Paying untold thousands of dollars to make repeated threats of frivolous litigation of defamation against a Board member and unlawful orders for her to  cease & desist making inquiries regarding GM compensation clearly wasted owners’ money. It’s easy to see how using the attorney this way was protecting the GM and her fat paycheck. But, it’s impossible to see how such extreme action was protecting the association.
  • There is no benefit to the association for the Board to unlawfully remove an elected Board member on the false charge that she is making a profit from her Board position. It is simply a power trip and a nasty way of showing 2,000 voters that their votes don’t matter.

The cautionary tale of the City of Bell

What we can learn from The City of Bell Scandal

The Bell scandal involved the misappropriation of public funds in Bell, California, United States over a period of several years in the first decade of the 21st century. In July 2010, the Los Angeles Times published an investigative article on possible malfeasance in the neighboring city of Maywood, revealing that the city officials of Bell received salaries that were reported as the highest in the nation.[1] Subsequent investigations found atypically high property tax rates, allegations of voter fraud in municipal elections and other irregularities which heightened the ensuing scandal.[2] These and other reports led to widespread criticism and a demand for city officials to resign.[3][4]

In the end, seven Bell city officials, including former mayor Oscar Hernandez, former city administrator Robert Rizzo, assistant city administrator Angela Spaccia, and four city council members were convicted on graft and corruption charges, and were given sentences ranging from probation to twelve years in prison.[5] – Wikipedia City of Bell Scandal

In order to pull this scam off, step one was to conduct a fraudulent election to become a charter city so controls on salaries imposed by the state would no longer apply. The voters were poor and 90% Latino which made them easy marks. The City Council gave themselves salaries and so they turned a blind eye when the Manager authorized excessive compensation to the Attorney, Police Chief  and other top managers Manager Rizzo’s salary during the final year of the scam was $1.5 million, five times what the L.A. country executive earned.  Rizzo was unapologetic for years, falsely claiming he could have made that amount in the private sector.

Could that happen at SCA? Or does SCA have adequate internal controls to prevent such corruption?

Let’s see, how would we know if adequate protections are in place?

The Board, GM and attorney claim that unit owners cannot access information needed to evaluate the adequacy of internal fraud prevention controls.  They put lipstick on this pig by claiming it is their fiduciary duty to keep confidential whatever they say is confidential – even if there are specific provisions in the law that prohibit SCA records being withheld by SCA agents from owners or individual members of the Board.

It is an abuse of privilege to demand that routine business correspondence/emails or training sessions must be treated as “confidential”. To prevent owners from knowing about these Board or GM actions that are supposed to be exclusively for the benefit of the owners violates both the spirit and the letter of the law.

It’s particularly troubling when the attorney gives the bizarre interpretation of SCA bylaws 6.4c to falsely claim that the attorney has the authority to restrict an individual Board member from inspecting ANY SCA records. While I was a Board member, I was ORDERED to stop asking questions about GM compensation and denied access to ANY SCA documents until they were partially released a month after I was kicked off the Board on false charges.

It doesn’t take a genius to figure out why concealing records from a Board member who is trying to ascertain the adequacy of fraud prevention controls looks a little suspicious.

Excessive secrecy is a giant red flag.

Owners have a right to know:

  • Does SCA pay extraordinarily high executive salaries without using a process that would justify them as a rebuttable assumption?
  • Have there been failed attempts to remove elected officials followed by allegations of election interference by the highly compensated GM?
  • Are board actions taken in secret without tolerating any owner involvement?
  • Do SCA agents make policy decisions which NRS and SCA bylaws prohibit the Board from delegating?
  • Has the system for owner oversight been decimated under Self-Management?

My conclusions

Prior Boards should be congratulated for the excellent start toward a good governance system that they accomplished by the creation of the Board Policy Manual. It’s tragic that the current Board President led the Board away from the simple task of following it.

As a result, SCA is now swinging without a net. We do not have a fair and open system. Owners must be involved to strengthen the system so the rules apply equally to us all and the rules protect us all equally. And we certainly don’t need an attorney to charge us $325/hr to tell us how to do it wrong.

It is a waste of time to keep bickering over whether the individuals on the Board are corrupt or not. It is enough to say that the Board is not exercising enough competent control over SCA’s agents to adequately protect owners from the negative consequences of their actions, intentional or not.

Make your vote count

We simply need to elect people who are willing to be trained to ensure that a governance system is established that is transparent, FAIR, and strong enough to protect owners no matter who is in charge. This process cannot simply be delegated to the GM for a “recommendation”.

But, even if it such delegation were appropriate, the GM has not demonstrated that she would have the necessary leadership or analytical skills to lead an inclusive, collaborative process to a satisfactory conclusion that meets the needs of the SCA membership.

Is SCA Board protecting owners from scams?

Owner oversight, the bedrock of good HOA governance, has been decimated by this Board

SCA Board has gone a step further than just emasculating owner oversight by committees. It has also developed a self-righteous strategy to delegitimize ALL owner complaints about Board members, the attorney, and the GM (performance, pay, and recall election interference).

Their claim,

“It’s just CAVE (Complainers About Virtually Everything) people”,

has worked well for the Board (kept the majority in power). But, there is a huge downside. Marginalizing a large segment of the community has not been good for SCA as a whole and has divided the community into factions.

SCA Board refuses to listen to both sides of the story and acts according to their own spin

The Board puts the entire SCA community at risk by arrogantly ignoring well-substantiated complaints simply because they don’t agree with the complaint, or don’t like the person who complained. They’re not doing their job if they don’t address these issues fairly:

  • Paying the GM $100,000+ over the market rate for the job without having done any due diligence;
  • Allowing the GM to compensate at least two other managers double the going rate for their jobs;
  • Refusing to allow ANY owner oversight of personnel matters;
  • Having no system for GM accountability – no management agreement, no performance standards, no salary survey or bonus criteria, no spending limits, no insurance requirements, no written terms & conditions of employment;
  • Allowing the GM & attorney to unfairly influence the recall election in their favor;
  • Abdicating control of the budget to highly compensated agents;
  • Blaming the recall proponents for the GM expending $85,000 for an incompetent execution of the petition counting and ballot distribution/collection which benefitted at least one Board member unfairly;
  • Making unbudgeted expenditures of more than $150,000 in six months over the normal budget for Legal Services which is in conflict with NRS and SCA bylaws provisions as well as defies good common sense.

The Board either has refused to respond AT ALL to these issues, or worse, has used SCA official communications (as well as its sympathetic blogger) to viciously attack whoever speaks up about these Board failures to properly govern.

Worse still, the attorney enables the Board’s dysfunctional (lack of) response to owner complaints by wrongly advising that the Board and the GM don’t have to answer.

Good governance = a fair and open system

Good governance depends on a fair and open system that SCA has yet to develop.

Good governance can best (and perhaps only) be guaranteed if there is a transparent system of checks and balances to prevent fraud, errors, and omissions.

Owner oversight is the bedrock of a good governance system in any public agency or in any non-profit corporation like SCA is.  Owners (like taxpayers or donors) are ultimately responsible for footing the bill.

Agents and elected officials are there to serve the owners and not the other way around.

SCA Board, GM and attorney have a lot to learn before they can claim SCA has a system of good governance. They act as if SCA agents and the Board are co-equal branches of the association/government and that the owners are like wards of the court. This is nuts.

What if you contracted with a Realtor to sell your house, and he refused a great offer without telling you? What if he failed to disclose a relationship with a different potential buyer that he was pushing? I imagine you’d fire him and get somebody that would work SOLELY to get you the best deal.

It’s the same with SCA agents. It is their duty work SOLELY and EXCLUSIVELY in the best interest of the SCA membership. It is unlawful for them to put their self-interest before the best interests of the owners, but it’s a little harder to see what’s going on if the Board is helping (even if unwittingly) the agents  to act in ways that are not the best for the owners.

It is a major failure of the Board’s duty of care to the membership to abdicate, i.e., just hand over to SCA agents independent authority, power and rights over SCA policy and our wallets that neither you nor I would so cavalierly hand over to agents in our personal lives.

 

December 7 Board meeting: Part 4 Penny wise, pound foolish

SCA agreed to pay $55,000 to settle dispute over $4,400 delinquent dues

In his President’s report, Rex reported the Release and Settlement of A-14-702071-C.  SCA agreed to pay Citi Mortgage  $55,000 as full and final settlement of all claims in a case where the homeowner defaulted and so the fight was between SCA and a bank. This is an example of how the Board is very wasteful by not avoiding problems or solving them when they are small. The excessive use of attorneys is a core failing of this Board under Rex.

Rex stated that Citi insisted on confidentiality and so he could not comment further. I seriously doubt that because what I’m going to tell you is in the public record. I happen to be familiar with this case from before I went on the Board. I learned nothing about it as a Board member because I was forced to recuse myself from ANY SCA collection matter “so as to prevent even the appearance of impropriety” regardless of whether it had any bearing on my quiet title case whatsoever.

Long story short.

In 2014, SCA’s agent RRFS refused to accept Citi ’s tender of the $825 super-priority portion of SCA’s lien for delinquent assessments claiming it was less than the full super-priority amount due. After four years of nonpayment of assessments ($275/quarter x 16 quarters = $4,400), RRFS claimed Citi owed $17,591.81. Citi paid it under protest, and RRFS cancelled the SCA foreclosure sale. Citi filed to get $16,766.81 back from RRFS that the NV Supreme Court said it was unlawful to force Citi to pay more than $825, the amount that has “super-priority” over the bank’s loan.

The Court ruled in Citi ’s favor against SCA, a year ago, stating:

“…(SCA’s) position ignores the question presented in this action, whether a homeowners’ association can force a first-security lienholder, or agent acting on its behalf, to satisfy the entirety of its lien, rather than pay the super-priority piece to protect its secured interest. The Court concludes it cannot.”

Even though this overcharging was done by SCA’s former agent’s, SCA was on the hook for it since RRFS was acting on SCA’s behalf. I don’t know why SCA even stayed in the fight. Why didn’t they make RRFS pay it and get out of the litigation years ago? Anyway, SCA deposited $5,000 with the court last December toward the $16,766.81 the Court ordered SCA to pay Citi . Then,  Citi demanded $51,000+ in attorney fees and court costs.

Bottom line:

SCA owners are on the hook for $55,000 to settle with a bank over the misdeeds SCA’s former agent in collecting delinquent assessments of less than $5,000.

  • Wouldn’t writing off $3,575 in delinquent assessments have made more sense?
  • Or even better, shouldn’t SCA handle assessment collection in house rather than being on the hook for the wrongdoing of unscrupulous attorneys and debt collectors?
  • Can you see any risk SCA homeowners face by my telling you about all this?
  • Can you see any way I would profit by sharing this information with owners?

I guess you can see that the real risk is to the attorney’s profits. That’s why attorney Clarkson (SCA’s current legal counsel and debt collector) insisted that I be forced to recuse myself from all SCA collection issues even if they are not remotely connected to my quiet title action. 

Cost of collections and fraud by SCA agents are other reasons SCA needs to be (better) self-managed.

Here is another reason SCA needed to go to self-management that Tom didn’t mention and probably isn’t even aware of. FSR was actually unfairly profiting from failing to pay SCA asset enhancement fees and new owner set up fees when there was a foreclosure. This happened twice with my late fiance’s house so it’s a better than even bet that this scam was done when other houses were snatched for a few dollars of delinquent assessments.

October Financial Report

This issue is also connected to a good reason why SCA needs to be self-managed, but also needs to have better control over its agents and managers.

The CFO reported that the revenue from Asset Enhancement Fees are $103,268 over budget. SCA gets 1/3 of 1% of the sale price when a home is sold, and other fees associated with home sales are up a similar amount. This is due to an increase in the number of sales reported to SCA which is, in small part, due to SCA’s former agents not crediting SCA with these fees upon sale of foreclosed properties. Title to my late fiance’s house was transferred three times in country property records, and FSR twice failed to record that SCA was paid any of those fees as if two of those three sales never happened. Those two incidences can’t be the only times that SCA was shorted fees due to us.

I mention this not just because it’s something nobody else would notice, but SCA’s way of handling collections is flawed and when I offered evidence of it, I was seriously and wrongfully attacked. I reported this problem to Lori Martin and Rex Weddle before I decided to run for the Board and they refused to even talk to me about it, let alone assess the degree of loss to SCA. I included it in my court filings in the quiet title case, and our current attorney (who is also SCA’s debt collector) used it as a bogus justification for kicking me off the Board (putting matters before the Board from which I could make a profit) rather than looking at how SCA was getting ripped off by our agents who are supposed to be fiduciaries.

CFO Jim also reported that there are 45 cases in collections with $77,000 outstanding. This is a small amount, a fraction of the nearly $9 million in annual assessment revenue, but it is a completely unsatisfactory level of accounting and reporting to prevent problems. This level of Board control/owner oversight is insufficient to prevent possible mismanagement, theft or fraud by SCA agents.

Turning collections over to attorneys when there is only a budgeted projection of having to write off $12,000 in 2018 is a gross waste of money. It is truly fighting fire with Napalm, and then making owners pay for all the collateral damage.

 

December 7 Board meeting wrap-up: Part 3 Board owner communications

 

Board Communications Task Force Report

Rex appointed two Board members (and no owners) to propose solutions to poor Board-owner communications. This is like appointing two members from Anthem Council to propose solutions to communication problems between SCA and Anthem Council. Not involving all stakeholders in the development of shared solutions is a core failing of this Board under Rex.  

Transparency and inclusiveness are not Board values. They seem to be primarily motivated by risk aversion. They are afraid of letting go of control because without clutching onto control, SCA will be sued or stormed by barbarians or something really bad. It’s unfortunately  counterproductive strategy and actually brings on the problems they are trying to avoid.

The Board has the same problem over and over because the Board does not trust or utilize the expertise in the community to bring the community together or to provide  necessary oversight over the GM, oddly referred to as the “self-manager”, or the attorney who have been given more power than is healthy for the organization and been put in inappropriate roles.

For example, the Board should never have assigned the GM to “mediate” the dispute with FAS. A mediation can only be successful if it is conducted by a skilled and disinterested neutral mediator. Acting as if that structure had a snowball’s chance in hell of working is like Jered Kushner claiming he could mediate a two-state solution after Trump recognized Jerusalem as the capital of Israel. Even if Kushner had some skill, the message that about which side the mediator is on overpowers any individual skill or pretense at neutrality.

Suggestion: timing of first owner comment period

Tim Stibbins suggested that the first owner comment period should be after the President’s report because Rex does not put his remarks in writing in the draft Board book. (I say this suggestion would enhance protection of owners’ rights. Rex frequently self-servingly biases his President’s report to obfuscate that he personally usurps and/or abdicates the authority of the Board, e.g., to create false legitimacy for executive session actions or to conceal them instead of noting such actions properly in minutes.)

Rex unhelpfully suggested that maybe owner comments should be after the GM’s report since hers wasn’t in the draft Board book either. Tim said fine, but that was less important, and then the matter was dropped. (Do you think any action will be taken on this request?)

Anthem Council  – November 16 meeting

No report.

When they kicked me off the Board, they also kicked me off as SCA’s representative to the Anthem Council even though there is no requirement that SCA’s rep be a Board member. After all, Jean Capillupo was just leaving the at-large seat on Anthem Council in which she served even though she was n longer on the SCA Board. I guess they thought I could make a profit from sitting on the Anthem Council or i was somehow going to cost the owners money by my service.

Anyway, my replacement did not file a report to the Board about what happened at the November 16 Anthem Council meeting. So, I guess we’ll never know.