UNAPPROVED BOARD MEETING MINUTES
CALL TO ORDER
President Al Isaac called the meeting to order at . Board members present were President Al Isaac, 1st Vice President Marvin Frayer, 2nd Vice President Greg Hernden, Director Don Papesh, Director Sharon Bridges and Director Brian Kozlowski. Also present were Manager Gail White, Treasurer Priscilla Moore and Secretary Todd Graham. President Al Isaac opened the meeting with The Pledge of Allegiance. Director Brian Kozlowski followed with prayer.
ADDITIONS TO AGENDA
President Al Isaac called for a vote on the agenda. All in favor.
APPROVAL OF MINUTES
Director Brian Kozlowski moved to approve the minutes from the December 2006 Board Meeting. Second by 1st Vice President Marvin Frayer. All in favor, motion carried.
For the month of December 2006
Treasurer Priscilla Moore reported income of $13,970.56 and expenses of
$29,140.25. Cash on Hand at
President Al Isaac reported: DOW Corporate has informed us that they cannot donate the fence for the camper storage area due to our tax status being a 501c.7; they can only donate to a 501c.3. President Isaac was directed to contact the contract removing the fence from DOW regarding purchasing the fence. Information will be presented to the Board at a future meeting. President Isaac read the following letter to the membership: There has been considerable discussion during the last couple of months about workshops and what their intent and purpose should be. There has also been discussion as to whether these workshops fall under the title of meetings of the board of directors as outlined in Article IV Section 1 of the bylaws. I believe the intent of the bylaws was to ensure that all business conducted by the board of directors on behalf of the membership shall be executed in an open meeting of the membership. The business of the association includes paying the bills, approving the minutes, listening to committee reports and voting on business before the board. Not one of these things takes place in a workshop. A workshop is solely for the board members to gather information that may help them make a prudent decision when they vote at a regular meeting. I believe we owe it to the membership of this association to make decisions based on the most complete information that we can gather. There have been rare instances in the past where a decision must be sought due to time constraints. Such an instance occurred recently when the board approved the purchase of the new gate by phone vote because the contractor informed us that the posts must be in before the ground froze or else we would have to wait until late spring. I have served on three boards and on each occasion a vote such as this took place. The use of workshops has become a valuable tool used widely in both public and private institutions. The dictionary definition of a workshop is, “a seminar or discussion group which emphasizes the exchange of ideas”. One needs to apply some common sense to the discussion of whether any “meeting of the board constitutes a violation of the bylaws. Under a strict interpretation, anytime four board members met socially, it would constitute a quorum and therefore be in violation of the bylaws. This is of course ludicrous and reminds me of the accusations that abounded last year when it was thought that White Birch business was being decided around a campfire at someone’s house. In short the distinction is that a “meeting of the board” is for the purpose of conducting association business, and a workshop is for the exchange of ideas. Although it is certainly preferable that all business be conducted openly and freely, recent rumors and allegations make it difficult. If the membership recalls, correspondence was read at the last board meeting stating that the manager’s husband had requested an extended paid leave for the manager. It was rumored prior, that a board member wished to take over the manager’s position as a paid employee during the manager’s absence. This all resulted from a board member’s concern over having a plan in place for the management of the association should an unforeseen emergency occur. How that discussion got turned around so far from the intent is anyone’s guess. The result was that members of this board felt reluctant to bring up and freely discuss issues for fear that they would be misinterpreted and taken our of context.
President Al Isaac read a letter from Terry Obrecht,
Director Don Papesh – yes
Director Bob Adair – yes
1st Vice President Marvin Frayer – yes
2nd Vice President Greg Hernden – yes
Director Sharon Bridges – yes
Director Brian Kozlowski – yes
Motion is carried 6 – 0.
2nd Vice President Greg Hernden states that a portion of Mrs. Obrecht’s letter referred to Gail White as a “subordinate”. He states the Gail is in the highest status and this Board is very pleased with her performance. Manager Gail White states that the 90-day leave of absence referenced in Mrs. Obrecht’s letter was brought up at a By-laws committee meeting by Director Brian Kozlowski and not her husband. And this idea was presented for the manager’s position not specifically for Gail White. Director Don Papesh read a letter from Brian Hidden Lot 235 regarding sheds on lots. The manager in her report will address this today.
MANAGER'S REPORT AND APPROVAL OF PAYABLES
Manager Gail White reported:
Working on setting up a meeting with
supervisor to clarify once and for all exactly what the township guidelines are regarding sheds placed on lots. She needs the Board to give times they are able to meet. One half of the new gate is manufactured and the other half is currently being constructed. Project put off a couple weeks due to the Holidays. Since contracting with our collection agency 109 unpaid assessments have been sent to collections with four making payment arrangements. 13 lots are beginning the foreclosure process through our attorney. The electric in the campground has been completely closed down and plumbing drained for the winter. Campground income vs. expenditures report is in each Board members packet. More privacy stalls have been installed in the men’s shower and locker room area. Wireless Internet is installed at the Clubhouse. Signal is available in the living room and dining room. Vice President Greg Hernden asks if any response from our insurance carrier has been received regarding the destruction of the old gate. Manager Gail White states no response has been received and she will contact them again. Director Brian Kozlowski moves to accept the payables. Second by 1st Vice President Marvin Frayer. Director Don Papesh questions premium vs. unleaded on fuel purchases posted. Treasurer Priscilla Moore explains the reference to “premium fuel” is diesel. 1st Vice President asks if the campground utilities expense is for one month. Manager Gail White explains that it is and it includes hunting season expense with several members using the facilities. Director Sharon Bridges asks if hunters that were there have paid for this use. Manager Gail White states no one has at this point and invoices will be mailed. Director Don Papesh asks if the electrical use listed under lakes was all aerator expense. Manager Gail White explains that it is. Director Don Papesh would like to see research into more efficient ways to power the aerators.
Report by Manager Gail White. Tom Forman has taken a new position. We do not currently have a “head” of security. The new security team is working very well together and the new schedule is working well.
Activities Committee – Report by Joe Romine. We had a very successful Christmas Party. Several members have commented on how nice it was to have The Nativity Scene back at the entrance. There is a Superbowl Party scheduled for February 4th . By-Laws Committee – Report by Jerry White. The committee has submitted a recommended change to the Board. The Board needs to decide if this recommendation should be placed on the ballot at the annual meeting in July. President Al Isaac appoints Barb Adair to this committee.
Campground Committee – Report by Al Willoughby. There were two campers over the weekend using power. There one was incident with an ATV user inside the camper storage area.
Communications Committee – Report by Todd Graham Todd Graham read the following email report from Jan Isaac: The December 2006 Birch Bark was emailed to S. Bridges, G. Hernden, B. Kozlowski, D. Papesh, and B. Adair on Dec. 20. It was hand-delivered to A. Isaac and M. Frayer Dec. 21 and mailed to the members Dec. 22. Five ads were included; costs remain in the $435 region. A lot of time was spent by Connie Hayer to fold the newsletter and a special thanks goes to her. Other labeling and stamping helpers were Ryan Racine, Sherry Graham, Joe Romine, Gail White, Mary Alice Harrington, and Gina Frayer. The Secretary to the Board, Todd Graham took care to provide me with Board Meeting Minutes that included correspondence and responses. I was then able to publish a 6-page version of the Birch Bark which was mailed and an 8-page version that is accessible online; go to http://www.whitebirch.org/birchbark/NL1206.doc. Hopefully, the January 2007 Birch Bark will include a notification to members of 2007 assessments, the 2007-2008 proposed budget, and an announcement of a Budget Hearing. There was no December Communications Committee meeting. Web Site Updates reported by Todd Graham: Correspondence page added: Now all official correspondence received by the Board and addressed at Board meetings will be posted on this page along with any official response. A page with information on our new gate was added including direct links to the manufacturers Web Site so members can browse information and pictures. All committee chairs please help keep the community calendar up to date by making sure you get meeting schedule information to the WBL Office as soon as possible.
Conservation Committee – No report given.
Election Committee – No report given.
Entrance Committee – Report by Linda Hernden. Thanks again to everyone who helped with the decorations at the entrance. The entrance will be decorated again this spring. Environmental Protection Committee – Report by Dennis Karlson. One tree removal, one new home which brings us to 303 homes including two being set this spring. Committee hopes to complete review of policies within the next three months.
Future Planning Committee – Report by Joe Romine.
Committee is going to take a new approach by looking back 10 years to see what should have been done to make things better today and then use that as a platform to look forward.
Seedling and Sapling Committees – No report given.
Director Greg Hernden reports that on Saturday January 6th he invited Board members to his home for a Work Group Session. In that session 35 hours were volunteered to discuss important issues to White Birch and he is totally in favor of continuing the Work Group Sessions. Director Brian Kozlowski moves for a brief recess. Second by 1st Vice President Marvin Frayer. All in favor, motion carried.
COMMENTS FROM THE FLOOR
Can be obtained from the office.
Director Don Papesh announces to the membership that the Association is now debt free.
Audit for fiscal year 2006 – 2007: President Al Isaac states that the previous Board accepted a proposal for three years from McMahan and Thompson but each year was handled by individual contracts. President Al Isaac asks Manager Gail White if this Board must use this firm? Manager Gail White explains she would need to check with legal council. Director Brian Kozlowski moves to have Manager Gail White gather bids for the audit for 2006 – 2007. Second by Director Bob Adair. Director Don Papesh states we must be sure to not violate any agreement that may already be in place. President Al Isaac allows a comment from the floor from member Ken Passage since Mr. Passage had served on the previous Board when this agreement has been signed. Mr. Passage recommends contacting McMahan and Thompson since they have not communicated with the Association they may not be interested in working with the Association on future audits. 1st Vice President Marvin Frayer asks if the invoice from our attorney that was questioned because additional charges were added due to members taking it upon themselves to contact our attorney instead of going through the proper channels had been edited. Manager Gail White explains that the invoice has
been paid in full – and not by the Association.
SET BUDGET REVIEW MEETING:
Director Brian Kozlowski moves to set the review meeting for members to review the proposed budget for fiscal year 2007 – 2008 be scheduled for on Saturday February 3rd . Second by Director Don Papesh. Meeting to be held and the Clubhouse and notices to be posted at the front gate, Clubhouse and the Web Site. Proposed budget to also be posted to the Web Site for members to view. All in favor, motion carried.
Recommendations of the By-Laws Committee: Manager Gail White explains these recommended changes are not submitted to the Board for them to pass as an actual amendment to the By-Laws but simply for the purpose of getting input from the Board to see if this Board feels the committee is heading in the right direction with its review. President Al Isaac directs each Director to review the recommendations and get back with him before the next By-laws Committee meeting on Friday, January 19. (See attachment 3 for By-laws Committee recommendations.)
2nd Vice President Greg Hernden moves to adjourn. Second by 1st Vice President Marvin Frayer. All in favor, motion carried.
Meeting adjourned at
Todd J. Graham