Wednesday, January 16, 2008

Board Meeting January 2008

Another packed agenda and productive meeting. As always, I will not include the housekeeping items such as the vote to approve the Centers reports. We skipped around the agenda so this may or may not be in the exact order on your posted agenda. And if you have corrections, updates etc, please e-mail me or post a comment and I will correct them. No one is perfect and if I am willing to point out the mistakes of others I need to be able to have mine pointed out.

ARC Appeal - We have a new architect named Jeff Smith. He presented his first ARC Appeal presentation involving a neighbor who wishes to replace a deteriorating 2-4ft wooden wall with a six foot stucco wall (fully screened) to create a bit more of a flat spot in his backyard. He also wants to put up a gazebo on part of his lawn. The reason this came to us was some could argue that because this is a slope it might be considered open space and heaven knows that open space is sacrosanct and one can only allow weeds, or other unkempt vegetation. I was very happy to hear the architect note that this space was manicured and not really wild and there would be no impact or change and really no threat to open space by allowing these changes. Dr. B and Jan asked the chance to see the property in person before we vote so the issue was continued until they take a look this week and we can vote by e-mail (which we can do under law) but the decisions will have to be unanimous or it gets delayed until a special meeting is held. (Under an appeal the HOA has 30 days to decide the outcome so a special meeting would need to be held to vote on this.) Welcome Jeff! I am always happy when we bring more common sense to Nellie Gail.

Conditional Use Permit (CUP) - we had a presentation on the Conditional use permit. Before you roll your eyes and move on, the scoop is we are not in compliance with the city and county as we are approved for only 88 horse stalls and we have 96. It's a straightforward but costly and lengthy process so the city said while we have the hood up we should put in for every other major improvement or change that will be made to Nellie Gail over the next 10 years at least. So this will be the time to step up and offer your views for what Nellie Gail looks like 10-20 years from now. First the Center managers will offer their thoughts. Then the Board and then a workshop with the residents was discussed to get your feedback. Stay tuned.


General Managers Report - At the request of Board members based on e-mail and concerns raised by neighbors, Glenn discussed in his report the background on items that we will discuss in Executive session tonight.

-- Cell Phone Tower Easement (This is my biased spin) Cell phone companies are trying to lock in control on cell phone towers so they can be sure they have the best spots and lowest costs. One company is offering Nellie Gail a six figure offer for us to give them an easement (like you give an easement to Nellie Gail for the trails). Many on the Board expressed great interest in the idea of having an endowment of money that will outlast us all. The thought is that we would have a large pot of money from which we can draw interest and have as a source of funds for big projects. Sounds good, right? The problem is, the initial estimates are that the stream of interest earned on this pot of money will not equal the current monthly lease income so right off the bat we're short on operating revenues. And with interest rates dropping, that revenue will only get smaller. Then, if we use any of that money we reduce further the amount of interest generated. It is very possible that we or some future board will spend through that money for some nifty cool thing for the Equestrian center and there will be no income and no endowment. If you hadn't guessed. I am 95% opposed to this unless the numbers come back showing that we actually can make enough revenue to replace the lost income AND we have very strict rules for when and how that endowment is used. I think there are the best intentions but haven't we all gotten a sizable amount of cash at some point in our lives and despite the good intent to keep that as savings we've gone down the proverbial slippery slope of spending bits of it here and there on things we always wanted but couldn't afford otherwise?

-- Trails Maintenance Contract - Ozzie and Boulderworks terminated their agreement with us. Then heard we were bidding it out and got upset that we didn't let them bid. So we did. And they had the better price and so we resigned with them but asked for some new terms such as requiring an on site contact who has a cell phone and a camera (to take pictures of issues). Glen had great praise for the new contact and the great work they have been doing thus far.

-- New Civil Code Requirements - There are some new laws related to the posting of the agenda for our meetings that went into effect.

-- Audit - Bill spent four hours with the auditor going over our audit and asking questions. Bil said it went very well and the auditor is going back to do some work and we hope to have the completed audit finished and out to you all "soon." Thanks Bill for bird dogging this. he said the auditors noted this was the first time anyone had asked these types of questions and they welcomed it.

-- Dressage Arena - Boy was this a hot topic. Glenn reported (as I've noted in many an e-mail to some of our neighbors) that the Board had approved in December a maintenance contract for a one time fix of the footing in the Dressage Arena. However, Mary Kehoe reported that she thought there was a depression in the arena that needed addressed for flooding issues. So we could not do the work until the contractor came back out, inspected it and provided his report. he stated he thinks the entire footing should be removed and any repairs made to the base at that time. This had to be brought back to the Board at last night's meeting because the cost exceeded Glenn's authority. This is standard procedure and is a protection in place for all of us. This has led to charges from many of our neighbors that we were not doing anything. What we are guilty of is not communicating that (although those who read this blog will note they heard it hear first after the last meeting). It was reported that if the bid is approved tonight it will take 2-3 weeks to get on the contractor's schedule and 3 days to do the work IF there are no repairs to the base that need made. Otherwise it will take as long as it takes and the Dressage Arena will be out of commission during that time. Several neighbors jumped to their feet unhappy with that and after a testy exchange between Glenn and Bill (who were saying the same thing but speaking over each other to say it) it was decided that a short term fix to bring in some more sand temporarily would be tried and that the fix might even be done by a combination of residents and existing staff. (Bill and other huddled in the corner afterwards to discuss and I don't know what the outcome was.) So, we are very much on top of this, but we ask your patience in that we wanted to be sure we fixed the entire problem at once and avoid the disaster that happened with the middle arena where the contract wasn't in place properly and there was an unfortunate lack of confirmation of the type of sand used and we ended up with a worse problem than before. If we had done that again you'd have hung us out to dry, so in this case I think it is better we get chewed out by you all for doing it right but taking time than doing it fast and getting it wrong. If you disagree, elections are in about 6 months. ; )

UPDATE: Just got off the phone with Bill. That conference in the corner resulted in Mary and others agreeing that the depression in the arena was not a big enough issue to deal with at this time due to the cost and the closing of the arena to do it. So it will be proposed tonight that we simply move forward with the footing project. Note: This is why I have trouble with vendors who run their business out of our facility having a such a prominent role or an oversight manager position in our facilities. If I could use my position to get someone else to pay for improvements that benefit my business who wouldn't try to use that advantage?

-- Trainers - Jan's contract is up for renewal.

CONSENT CALENDAR - I only mention it because there was a serious discrepancy in the minutes. The minutes reflected that we approved providing dental insurance to our employees. however, the vote was to offer employees THE OPTION of paying for it themselves. Glenn disputed that but all of the Board who was there said we all remembered it the other way. I put this down here so we have yet another record of this decision because we need to go back and make sure this gets corrected with the employees and we don't end up yanking a benefit from them that was given to them in error.

HOMEOWNER FORUM

- Jan was asked to leave the room so that people could offer comment on Jan's contract renewal. There was one question as to whether her fee would go up or not. At this point there is no proposal to raise it. No other questions were asked. I know this was an issue in the campaign, in fact I was one who helped raise it. So, as long as it was discussed in open session with residents able to comment, complain or support as far as I am concerned it is a dead issue and can't really be raised again unless in future this opportunity isn't offered again. ; )

- Lorinda - Asked questions and raised concerns about the trail behind her home and the slope which causes vehicles to slide and get stuck when it rains.

-- Mary Kehoe - expressed (before the entire discussion above) that she was concerned that no information was provided to her or others about what was being done and when on the Dressage Arena. (She has a valid point).

-- Mr. Colombo expressed frustration that the ARC was not approving plans for his home that had been approved previously. (Because we are involved in litigation related to this I can't offer comment)

Karen Solomon (sp ?) - She and her husband Mike are new neighbors (Welcome Karen and Mike!) She is a client of Mary Kehoe's and she wants the facilities to reflect the good quality of the training Mary provides. She noted the lack of footing prevents training. She wanted to know the time frame for addressing this.

Marlene Sandler - Commented on the proposed increase in speed limit in parts of Nellie Gail where there are horse crossings. There is a meeting tonight at City Hall for those interested. (Talk to the office for details on the where and why if you want more info)

Dolores Caringella - Noted as well that the jumping meeting was a good start and while there have been some hiccups it is working itself out. People are really trying.

Lorinda (again) - Noted that the staff was to take down the jumps, in the community arena --can they do that? {Note: I think that will be discussed in the exec session tonight. it wasn't an official agenda item so we have to do some prep work}

Kitty V. - Her daughter is riding on the base in the Dressage Arena, please fix this.

BOARD BUSINESS

1. Bylaws Amendments - Our attorney proposed changes to our bylaws to provide for staggered terms of board members (so we're not all up for re-election every year) and to reduce the quorum from 50% to 25% for purposes of meetings and voting on bylaw amendments. I thought both of there were logical since except for last year we'd never hit 50% in the history of Nellie Gail. Jan and Br. B expressed the concern that this meant a minority of people could change Nellie Gail from an Equestrian Community to something else. (Never mind the fact that equestrians are a minority of the population in Nellie Gail and run everything anyway...). I noted that what drives the Equestrian aspects are the CC&R which require a very high threshold to be changed and this would not impact it at all. However, I was outvoted and 4-1 it was approved to put a bylaw change on the annual election ballot for staggered terms that would take effect with the 2008 elections. (The top 3 voter getters get 2 year terms and the other two get one year terms and then after that everyone is elected to 2 year terms.) I requested that term limits be added to the bylaw changes up for approval. It was noted this wasn't on the agenda this time but can be discussed at the next meeting. It was also agreed that the attorney would bring back language to eliminate proxies and cumulative voting (at Bill's request). These changes will all need approved by a majority of quorum (50% the first attempt or 25% the second attempt).

MISSION STATEMENT AND GOALS - We approved the draft mission statement and broad concepts for goals 4-1 (Bill dissenting) so that we can now move on to actually getting to creating goals and action plans to accomplish them. This has been an exercise in frustration for me. We're over half way through the year and we still don't even have goals to work on? This keeps getting studied and continued. I pushed through approval so we can get this excuse of a delaying tactic off the table. The best way to prevent anything from getting done is to study and defer it. Hopefully we've removed that excuse and can move on now.

JUMPING IN THE EQUESTRIAN CENTER - Glenn is to work with those riders who want to jump in the equestrian center to develop a schedule for allowing residents who aren't clients of Mickey's to jump. I'm holding my breath to see if this actually gets accomplished. It would take a major source of irritation around the barns out of the way. I'm tempted to tell those who oppose this that if they don't like the way things are done here... but I'll be good. ; )

TRAIL POLICY - Fireworks on this one. Glenn brought forth a Trail Access Permit Policy Enforcement issue. He had a copy of a policy he says is on the books. Bill said he closely followed that because he opposed it and doesn't think it was ever adopted. Jan thought it had been. Glenn is to check the minutes to see if it was, and if so we all agreed it should be enforced. Bill noted however that the easement is his and the NGROA can't tell him what he can do or not do with his trail and can't force him to get a permit for his own land. The lawyer said that the HOA can do that. A classic case of private property rights theory vs. public good theory. We'll see where this one goes.

EQUESTRIAN CENTER OPERATIONS - Glenn noted that the center needs a manager but the budget does not allow enough for someone who can cover the 108 hours a week required with someone (or more) with the right skills and background. He proposes Mickey Hayden be the center manager the way Bob and Louis run their businesses out of and at the same time oversee the swim and tennis centers. I objected immediately. I have nothing against Mickey, but it is a conflict of interest for the person who is to referee between trainers and residents to be the lead trainer. Mickey will be out on the road or training a great deal so the enforcement will fall to his other trainers, the people that are in the middle of the conflicts over scheduling and arena usage in the first place. Also, from a business perspective I don't think it makes sense for someone to oversee the billing and financials of themselves in determining what they owe NGROA. After I did my own thumbnail audit of the operations at one of the centers I found that one of the contractor/managers was not paying us the money agreed to in his contract. If that was a simple oversight, an independent staff person would catch that. If it wasn't (and I am not saying so but using this for argument's sake) then it shows the inherent weakness in having this kind of a set up. Ultimately it was agreed that there would be some sort of oversight system set up and a way for residents to immediately get some unbiased source such as Glenn or others to weigh in and mediate disputes. We will try this only on a short term basis to see if it works for Mickey and NGROA. I encourage you to give it a try and see if it works but don't hesitate to let us know immediately any concerns or problems you run into as well as to praise it if you think it is working. I'm more than happy to be and hope I am wrong that this can't work (at any of our centers) but there have been too many cases of funds be embezzled by the most unlikely and nicest of people. (You never trust people you don't like so naturally the best con artists make themselves warm and fuzzy to others.) If we get ripped off, the residents out there would be all over us screaming (justifiably) for our heads. So I want to be on the record now waving the red flags to make sure we do our best to put protections in place. But let's try to make this work if we can.

STALL RENTAL RATES - It has been noted that the Equestrian Center (despite the many statements made to the contrary) doesn't really pay for itself most of the time. (The cell phone tower revenue, for example, provides revenue that has nothing to do with horses.). There have been requests or ideas floated for repairs, improvements etc. at the center for the following in the last six months alone 1) Middle arena refurbishment est. $100,000 2) Dressage arena footing est. $4000 3) New manager- costs unknown 4) New pylons and letters for Dressage, 5) improved security system and last night there was talk of better furniture and other improvements. Things that all cost money on a center that -charitably stated- barely covers the existing operating costs. Hay, utilities, manure disposal, all went up this year. So a survey of other centers boarding rates was done. We are very under market. So the Board is studying an increase of rates that at initial figures last night was $100 per month for non residnets and $27 a month for residents. This is preliminary and subject to change and discussion. It was noted and requested that Mickey weigh in and that we get an idea of what the new revenue would be based on this to see if it is even enough to cover the proposed new costs. Residents in the audience noted that we are comparable as a facility to those charging more. One noted that increasing costs makes this sport all the more elitist and we should keep the costs down for the sake of the sport in general. My view is that if the other arenas won't subsidize this, then we shouldn't either. It was noted that perhaps we can look at other methods of raising revenue such as clinics etc and Mickey (if we work out a deal agreeable to everyone that is approved by the Board which hasn't been done yet) could weigh in and offer suggestions. He is excited about the idea and the scheduling issues as well it should be noted.

MIDDLE ARENA - The bid package to go out for proposals to renovate and fix the footing, base, drainage and other aspectsof the middle arena should be sent to Board members for input in the next week or so and then we hope to approve a vendor in the next few months. This is a major overhaul and we don't want to rush this like last time and create more problems. All of those problems were inadvertent and came out of people like Jan doing her best to satisfy the needs and concerns of residents. There is no blame here. We just want to learn from our past mistakes and do it correctly. So if residents feel frustrated with the pace, please realize we are in this mess because we listened to residents who wanted things rushed and this is what we got ourselves into. ; )

CHARGING METHODS FOR CLINICIANS AND TRAINERS - Jan asked this be brought up because Glenn or a center manager will need a clear policy as to what to charge people who come in to teach classes or give clinics and the like. Somehow I ended up on the subcommittee with Bill on this so I really need the input of the community on how to proceed on this. My views are that if you teach and don't impact the ability of other residents and trainers to do their thing then there is no need for big fees. But if you monopolize or otherwise impede them you need to pay big bucks for that. Let me know if you think otherwise, I am always open to learning. We have to come back with something by next meeting.

CODE OF ETHICS/CONFLCIT OF INTEREST -This was brought back again with no progress. Glenn provided some examples of policies from other places which is helpful but we are no closer to a final policy for board members and staff. So I have agreed to tackle this (which is what I wanted all along! I shold have been more pushy to start with... ) to draft something for the board to approve at our next meeting. It won't be comprehansive or perfect because I don't want perfect to be the enemy of the good. We will change it as necessary as things come up but at least there will be some basic standards to guide our actions and to which neighbors can hold us accountable. Please let me know if you ahve any items for this. Some have provided them already and I think I have those still...

EXECUTIVE SESSION VS. OPEN MEETINGS - Our attorney and Glenn have come up with a plan that push more items into open session as many of us have sought. There will be open sessions on 4th Tuesdays of the month to discuss the items openly that will be finalized in executive session so the residents can weigh in. The exec. sessions will be 2nd Thursdays. And the results will be posted in General managers message in the Pony Express. we are also pushing to get the web site redesigned with perhaps a blog like this one to share things in amore timely fashion. That's another one of my stated campaign goals and I hope this at least udnerway by the time I end my term. We really need to improve the flow of information to residnets so I can avoid the nasty e-mail exchanges (of which I am as much to blame).

Ok, I think that's everyting. I hope this is all worth it to you. It took me two hours to write this all up. ; ) I will post the results of the Executive session tonight in the blog here tomorrow.


See ya around the Ranch.

13 comments:

Rebecca said...

Thanks for the thoughtful and insightful take on the meeting. I would like to add that I was blind sided by the "Mickey Running the Center" issue and would have preferred to have it stated on the agenda more clearly so people could be prepared to speak on that matter.

Deirdre Spalding said...

James you misquoted me, please correct. Attached below is exactly what I sent to you and the rest of the Board.

"...I also think that blogs may lower our property values. Many people don't want to live in a community full of strife and blogging. To many of us this is our home and we want to live in peace with our neighbors. There is a good process here for residents to be heard at the meetings and an opportunity to get elected onto the Board if enough of your neighbors agree. Why can you not post the minutes on the website or email blast them to a list of residents that would like them? I think the Board needs to speak with one voice and move on - your neighbors who care can see how you vote on the motions. It seems that Glenn can keep club members informed through written and posted communications concerning their facilities."

James Vaughn said...

Some people have no sense of humor... And you posted the same comment twice so I only posted one. (I guess she's still getting the hang of this whole newfangled technology thing-gummy all the kids are using these days... )

Anonymous said...

The dialog this blog brings to our community is good and something we have not had in the past. When things get better here we can all post about the victories and wonderful things about living in our neighborhood.

It is not all bad, just that many of us feel we haven't had a voice in so long. Those that have spoken up have been retaliated against. Let's loose the strife and make it a great place where most every one may be happy.

Anonymous said...

As to Jan Curtis' contract where she pays $175 a year to run her business out of the center. I do not recall it being on the agenda that her contract was up for renewal. Would it be possible in the future to post these things in the Pony Express so that everyone can know what is going on?

How could I be there to comment, if I did not know it was going to be discussed? Wasn't there a new law about this just passed?

Anonymous said...

I was appalled that neighbors could speak to neighbors that way IN PUBLIC!

Telling people who don't like the way things have been done for years to leave?

It has been going on for years behind everyone's back - and to their face. I can not believe the arrogance that leads to that kind of statement, in public no less. They have no shame. That is what is giving this neighborhood a bad name....not this blog.

James said...

The item was listed on the agenda as Trainer Contracts. I agree it should have been more explicit. I have made the point and the GM is supposed to improve that in future. It is still not too late as we are working on a policy now for the next board meeting to discuss to set a policy for how much we charge trainers and others like Jan. Come to that meeting and speak up!

Rebecca said...

Would you post more information on what is coming up at the meeting regarding how we charge trainers and others like Jan?

Anonymous said...

About the increase in board. We should increase the pipe stall board. Those stalls are at a premium and we are the only center that has them fully covered and includes shavings in the cost. All other facilities do not have the pipestalls fully covered, and the boarders pay for shavings.

The price should be at least $100 more for the pipe stalls. They use much more shavings and twice the labor to clean them. We also have a long waiting list for those specifically.

We should be in line price wise, with other centers, and increase our revenue so the center can start pulling it's own weight! We need to stop subsidizing all the businesses that are run through our centers - and make them contribute to the Association.

Anonymous said...

I would like more info about how the Board expanded our equestrian center beyond the authorized and permitted size of 88 stalls to 96 stalls.

Don't you need a building permit from the city as well as the ARC Committee's permission to build in our neighborhood?

Anonymous said...

As for those charming neighbors who suggested that some of our neighbors "leave if you don't like it." I wouldn't worry about them. They are just pawns. Someone makes a phone call crying about how someone else is out to get them, begging for help - and they come and say what they are told to say. Don't you think it is funny they both said the same thing? Don't be fooled into thinking most of the neighbors feel that way.

Rebecca said...

I spoke to some lovely ladies today at our barn who have pipe stalls. No offense to the person who brought up the idea of raising the pipe stall rent (I do agree they in high demand), but these lovely ladies have told me that they do not use more shavings than normal stalls and receive the same number of bags.

I too was under the impression that they consumed more than the box stalls based on their significant size difference.

Thank you all for floating your ideas, and allowing us all the opportunity to check facts and do our homework.

And...for the record, the person who posted someplace on this blog about board members doing their homework, was not me : ) , though I do agree with having facts to support your comments.

Let's follow the golden rule...

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