Annual Meetings of the Twin River Ranch Property Owners Association

Twin River Ranch Property Owners Association
Annual Members Meeting Minutes

Hoots Café, White Bird

Call to Order:  President Pete DeSantis called the Annual Meeting of the Twin River Ranch Property Owners Association (“TRRPOA”) to order at 10:42.   President DeSantis commenced his remarks, but not long into the remarks the Association members endorsed by voice vote not having the meeting proceedings recorded via a video camera.

The following items were topics on the President’s agenda, and each topic was opened for discussion among the Members present:

1. TRRPOA equipment, and the lease signed with the Equipment Operator to store the equipment;
2. Road maintenance and priorities, including the estimates of which roads currently supported full time residents and which supported part time residents;
3. Third party bids received to improve  portions of Shuck Creek Road and Pine Ridge Road;
4. Contract awarded to Wild Web West for the TRRPOA website development and maintenance;
5. Dues increase of $20 for a total of $200 per annum for lots not served by the Doumecq Highway District
6. Board Rules as introduced in the May Mailing.  Tammara Otto moved that the rules be amended to state that all Board meetings will be open meetings.  The motion was seconded by John Raynor.  Prior to a vote, the Secretary asked the volunteer greeters/tellers for the voting power within the meeting; a minimum of 33 1/3% of the voting power of the Association is required to add items to the agenda.  The tellers reported voting power of 95, in excess of the threshold.  The motion was further clarified to require the posting of an agenda thirty days prior to the meeting to allow for Members to review, and the final agenda to be posted 15 days in advance.  The motion carried.
7. Cluster mailboxes.  President DeSantis asked for a vote of interest in TRR being serviced by cluster mailboxes.   There was insufficient interest in the proposal.

The Treasurer delivered his report, and various members requested additional information on specific line items.

The Road Chair delivered the road report.

After the delivery of the reports, discussion turned to the proposed adjustments to the Bylaws and Covenants.  The proposals were discussed in order.  For the third proposal, Larry Dunn proposed that the title of the amendment be changed to Amendment of Bylaws, and the language amended in the first sentence to read “At least twenty-five percent of all Members as represented in person or by proxy entitled to vote, shall be required to constitute a quorum at a meeting of Members to conduct business”.  Phil Lesquereux second the motion, and the motion to change the language in the proposal carried.

During the discussions of the proposed adjustments to the Bylaws and Covenants, Craig Wood moved that the percentage of Members required to change language in the Covenants and Bylaws be reduced from 75% to 66 2/3 %.  Barbara Macy seconded.  There was considerable discussion about the impact of such a vote, with TRRPOA attorney Joe Wright expressing concern about the impact of the change.  Mr. Wood withdrew the motion.

On the sixth proposed covenant amendment presented, Gail Chapman moved that the language be revised to read “…no expenditure in excess of $5000.00 shall be allowed without prior approval….”.  The motion was seconded by Tammara Otto, and the motion to change the language passed.

Nominations for Board Positions:  The following individuals were nominated to the ballot for the two open board seats in addition to Joe Thyne’s previous nomination:

• Richard Dunford
• Dale Jensen
• John Raynor
• Wolfgang Shubert
• Tammara Otto
• Darrin Malinowski
• Susan Schubert

Al Bolden moved to close nominations, seconded by Dwight Miller.  The motion carried.

While votes were counted, discussion turned back to the agenda, and the letter that Tammara Otto sent to all board members.  She moved that a vote be called to remove President DeSantis as Board President.  Deanna Thyne seconded. Both the Bylaws and Idaho Statute don’t allow for Members to remove an Officer from their position.  Tammara Otto moved that President DeSantis be removed from the Board of Directors.  Deanna Thyne seconded.  The motion failed. Tammara Otto requested that a special meeting be held to remove Pete DeSantis from the Board.  A sufficient amount of the total Membership voting power (greater than 10% of the Membership) concurred that a special meeting should be held.

John Raynor moved that the TRRPOA reimburse Tammara Otto for her legal fees with respect to the suit brought by TRRPOA.  Deanna Thyne seconded.  The motion failed.

As a result of the length of the meeting, and concern that a significant number of members had left, President DeSantis adjourned the meeting at 2:35.

Results of Elections:  

Subsequent to the adjournment of the meeting, ballots were counted.  No Member received a majority of votes as required by the Bylaws, and no adjustments to the covenants passed with the 75% approval level required for adoption.

Call to Order:  President Pete DeSantis called the Annual Meeting of the Twin River Ranch Property Owners Association (“TRRPOA”) to order at 10:34.  In his initial remarks he covered the following items:

·         Reminded Members of the agenda and financial information that was provided when Members checked in for the meeting.

·         Thanked Trealisa Brimmer and Kelly Lesquereax for assisting with Member greeting and  check-in, as well as Al and Cheryl  Bolden for many prior years of service as greeters

·         Thanked the equipment operators for service on the roads for the past year

·         Thanked Vicki Hughes for her service as a Board member, and current Board members for their continuing service

·         Noted that the Bylaws and Covenants, Conditions and Restrictions (CC&Rs) had been provided to the Wright Law Group for change in structure only, not content.  Changes in content must be approved by the Members of the Property Owners Association

·         Noted that the Board had approved an annual service fee of $30 for lien filing.  Each time a lien is filed or released there is a fee attached, and multiple year liens must continue to be updated annually to protect the interest of TRRPOA in unpaid assessments.  Previously, the lien fee was assessed once, regardless of the number of years the Member might be in arrears

·         Reported that the Board had successfully sold the Backhoe and purchased a sprayer to reduce the amount of money TRRPOA was paying for weed spraying

·         Indicated that the Board was not a “police force” looking for violations to the Bylaws or CC&Rs.  Complaints submitted to the Board in writing would be reviewed.

·         Reported the expected recovery of an unpaid judgement against a former Member

·         Reminded Members that all of TRR is private property and the subdivision as a whole is posted that hunting is prohibited without permission of property owners.  The Board will be placing a notice in the Idaho County Free Press before hunting season begins reminding readers that there is no public property in TRR.

·         Reminded members to keep their addresses up to date

·         Noted that the TRRPOA follows Roberts Rules of Order.  Roberts Rules of Order allows minutes from organizations that meet less frequently than quarterly to be approved by the Board.  The TRRPOA Board had approved the minutes and they were posted on the website, so they would not be read at the current meeting.  Additionally, discussion from the floor would be limited to 5 minutes per person.

Treasurer’s Report:  Marty Ansell provided the Treasurers report, explaining the financial information that was presented on the handout for the meeting, which contained actual income and expense for 2016, budget for 2017 and year-to-date actuals for 2017.  He reported that the TRRPOA had a healthy checking account as well as a money market account.  He explained that the records are presented on a cash basis, so many of fees from Members who paid their dues promptly in early December of 2016 were included in last year’s income, and a similar catch-up could be expected for 2017.  Only 9 Members were in arrears on Association assessments, the smallest number in years.  He discussed some of the expense variances, including the larger than expected equipment maintenance expense (purchase of a grader tire) and higher than budgeted unemployment insurance expense (tied to the large expenditure for road labor in 2016; the State requires a catch-up tax assessment on actual expense).  Responding to a question from a Member, he confirmed that the actual Assessment figure for 2017 included snow donations, and that while the donations were higher than in previous years, they did not quite keep up with the snow plowing expense.

Dwight Miller moved to accept the Treasurer’s report.  The motion passed.

Road Chair Report:  John Urbahn reported that snow was plowed from TRR roadways 11 times during the winter, resulting in significantly greater than expected road expense for the first half of the year.  The backhoe was successfully sold for $13,000 less a $255 expense to deliver it to the new owner.  Weed spraying would be an area of focus for the duration of the summer season.  He also explained the rationale for the proposal to reinvest in the purchase of a work truck for TRRPOA to allow for quicker removal of small amounts of snow before it became too deep, as well as to carry the sprayer that the Board had just purchased to combat weeds on a more cost-effective basis.  In response to a question from a Member, Pete DeSantis reported that roadway maintenance definitions were being drafted.

Al Bolden moved to accept the Road Chair’s report.  The motion passed.

Nominations for Board Positions:  There were no additional nominations.  Joe Thyne moved to close nominations.  The motion passed.

While votes were counted,  various members spoke on topics including, but not limited to, new Idaho legislation affecting Homeowners Associations, current construction underway in TRR, the benefits and detriments of being subject to Covenants, Conditions and Restrictions, and the desire to have the current CC&Rs available from the TRRPOA website.

Results of Elections:

Election of Board Members:  Marty Ansell and Steve Duerksen were returned to the Board for new 3-year terms.

Container Proposals:  The final votes were

·         Proposal  1:  27 votes

·         Proposal  2:  31 votes

·         Proposal  3:  24 votes

As a result of the vote, the CC&Rs and Bylaws of TRRPOA will be amended to prohibit shipping containers in TRR for any reason.

Vehicle Purchase:   The membership approved the purchase of a used work truck by a vote of 73 to 4.

With no further business to conduct, Jeri Weiler moved to adjourn the meeting.  The motion passed and the meeting was adjourned at 11:55 AM.