BOARD OF DIRECTORS MEETING MINUTES
Saturday, October 24, 2009 – 10:00 A.M.
Rex Dunning Fire Station
DRAFT
Open meeting beginning at 10:00AM at the Rex Dunning Firehouse, 15401 Forest View Road.
I CALL TO ORDER/ROLL CALL
President Leon Drolet called the meeting to order at 10:05AM.
Directors present: President Leon Drolet, Treasurer Paula Gann, Secretary Pam Harley, Maintenance Directors Gene Cady and Jerry Trujillo and Director Ginger Rodgers. Vice President RJ Dial arrived after the approval of the minutes.
Others present: Gary Klein, Sharon Robards, Abby Tiller, Lu Vickery and Bettye Winters.
II APPROVAL OF MINUTES OF 7/25/09
Director Gann moved to approve the minutes of 7/25/09. Director Rodgers seconded and the motion passed 5-0. Director Drolet abstained because he did not attend the meeting.
III PUBLIC INPUT for items not on the agenda. The public will be given an opportunity to address concerns about agenda items as they occur in the agenda.
IV REPORTS
Treasurer’s Report: Director Gann stated that IBIC’s finances are doing well in part because there are more new memberships than was projected. Year to date, the capital budget is ahead by $11,000 and the operating budget is ahead by $3,000. The Labor Day Weekend Picnic was budgeted in the next quarter by mistake and it will balance out in the next report. There was a large Enterprise Fund purchase and the property tax assessment is more than budgeted due to a supplemental bill from the Redwood Coast Fire Protection District for the 2008 tax year. Maintenance: Director Cady reported that he fixed three picnic tables using scrap lumber and purchased hardware. Director Trujillo repaired some fence posts. Director Drolet ordered six new signs that say “IBIC Members Only” and Director Cady will place them at the top of the up and down beach roads, the beginning of the trail at the north end of Irish Beach and at the parks, if needed. Bettye Winters asked that a big sign saying “No Fires” be posted in the beach parking lot area. She also suggested sending a note to rental homeowners to post for guests. Director Cady said he would move the existing No Fire sign next to the port-a-potty so it is more visible.
Technology: Director Drolet reported that he is scanning many of IBIC’s important documents into electronic form. So far he has scanned 1,000 pages of documents for both IBIC and the ADC.
Architectural Design Committee: Director Drolet reported that he will not attend the next scheduled ADC meeting in November and that Nik Epanchin will be the acting chairperson in his absence. The meeting may be cancelled due to the lack of new business. He reported that William Moores is concerned that the fence built by Abby Tiller as part of her Major Exterior Project permit, does not comply with the approved plans. That hearing will be moved to January if the November meeting is cancelled.
Membership: There are two new IBIC members since the last meeting: Lynn and Dave Vierra and Jose and June Andrade. IBIC has 186 members to date.
IB Road Improvement Ad Hoc Committee: Director Dial has drafted a letter to the Kent Stanley at the County, explaining that some Irish Beach roads are in dire need of repaving. The letter includes attachments that specify which roads need repair along with pictures. He will collect the signature of all the Board members before mailing. It will be posted on the web site along with the physical and email addresses of Mr. Stanley. Community members are urged to write their own letters to the County.
Social Committee: Director Gann reported that the Labor Day Weekend Picnic was a success and the weather was perfect.
V COMMUNICATIONS
Email from Dean Wolfe (9/17/09) regarding Wm. Moores County permit to widen the driveway to the south of the Wolfe house: Director Drolet explained that Mr. Wolfe understands that IBIC and the ADC do not have jurisdiction over Mr. Moores proposed road project.
Email from Trathen (9/28/09) regarding small claims suit of May 2006: Director Drolet explained that IBIC failed to file form EJ100 to release the Trathens from the judicial lien when they paid the small claims judgment. The form is now filed and a letter was provided to the Trathens, at their request, stating that they paid the judgment.
VI UNFINISHED BUSINESS
IBIC financial support of the IBADC: Director Drolet reported that he has been working with attorney D. Jerry McGlynn to clarify the legal and financial relationship between IBIC and the ADC, as directed by the Board at the July meeting. Mr. McGlynn has created a draft letter explaining his findings and recommendations. The final draft will be made available to the community. Director Drolet summarized the letter. He started by explaining that the record of IBIC’s empowering documents and their amendments are incomplete and until all the documents are located the history is imperfect. Mr. McGlynn has initiated a document search through the State to complete the record. The letter explains that in 1993, and as amended in 1995, the developer (Mendocino Coast Properties or MCP) assigned its rights and obligations related to the appointment and conduct of the Architectural Committee to IBIC. Based on this, language in the CC&Rs Section 4.5 and California Corporate law, the developer’s argument that the ADC is independent of IBIC except for the appointment of members is invalid and unsupportable. The Architectural Committee is a committee of IBIC, has no legal separate standing and is subject to the IBIC Board of Directors. Mr. McGlynn concludes that it is impossible for the ADC to work effectively as both a functioning committee and its own oversight board. To correct the problem, California Non Profit Mutual Benefit law should be applied and IBIC should discharge its oversight responsibility of the ADC. He offers three approaches and recommends the third: 1) Begin to function as California law intends and engage in any litigation the developer may bring. 2) Bring a declaratory relief action to obtain a court’s direction to follow the law. 3) Draft a letter, to be signed by the developer if willing, stating that the assignment of the Declaration of Restrictions (CC&Rs) to IBIC did not intend to be in conflict with California law and that there is no conflict with the IBIC board acting as oversight manager of the ADC. Mr. McGlynn made other recommendations including an operations review of the ADC. After a discussion of the letter’s recommendations, the Board agreed that it liked the third option and that it should begin to exercise its oversight responsibility. To this end, the ADC minutes will be included with the IBIC minutes and approved by the IBIC Board. In addition, ADC money will be folded into the IBIC books. The ADC income and expenses will be reported separately in the financial statements in a manner similar to the operating and capital improvement funds reports. The Board agreed that the ADC post office box is redundant and will be closed and all mail forwarded to the IBIC box. Director Gann noted that it is customary for a board committee to be chaired by a board member, which is currently the case with the ADC. Director Drolet is working on compiling all important, current legal documents such as CC&Rs, Articles of Incorporation, grant deeds, bylaws, etc., into a single binder. He has also begun scanning these documents for electronic storage. He will also compile a set of historical documents. Director Drolet suggests that money be budgeted for legal fees. Mr. McGlynn also recommends that the IBIC bylaws be brought up to date. The Board agreed that bylaw revisions should be produced by one person rather than a committee, reviewed by the Board and Mr. McGlynn and presented to the membership for a vote.
Pomo Lake Maintenance Plan proposals: In April of this year, The Board sought proposals for the assessment of Pomo Lake and development of a long-term maintenance plan. Three responses were received. The Board members agreed that the responses were not complete and did not address the issue of the various permits that will be needed to implement a maintenance program. The Pomo Lake Committee (Gene Cady, RJ Dial and Leon Drolet) prefers the proposal from Michael Domenici, owner of the Fort Bragg Trout Farm, but the initial cost is very high: $16,000 for a chemical treatment with additional, ongoing monthly cost. Mr. Domenici told Director Drolet that he would assist IBIC in going through the permit process. Director Drolet’s contact person at the County also offered to help in that area. The second option is to remove the dead organic matter manually, which requires substantial labor. The third option of draining and dredging the lake is excessively expensive. It was agreed that a written plan is needed before a decision can be made about how much of the work can be done by volunteers and what should be bid out. Director Drolet will talk to Mr. Domenici about producing a written plan.
VII NEW BUSINESS
Fire Danger Information: Director Gann reported that Cynthia Humphries has volunteered to produce an 8” x 11” laminated information sheet for Irish Beach vacation homeowners regarding the danger of fires on the beach. Bettye Winters suggested including the names of CalFire and/or the RCFPD on the sheet. Director Gann will follow up with Ms. Humphries. Director Gann suggested that the sheets be sent to all Irish Beach homeowners. Director Cady will move the existing “No Fire” sign in the beach parking lot so that it has more visual impact.
IX ADJOURNMENT/ NEXT MEETING DATE
The meeting was adjourned at 11:52am.
The next meeting is scheduled for January 23, 2010