Post by Admin on Apr 1, 2014 21:48:33 GMT -5
Here is the story about the 2008 Bylaw Revision. Stroll with me for a few moments down Memory Lane back to 2005-8.
It begins back in 2005, where supposedly 2/3 of the entire Membership ratified a reduction in voting threshold to change the Bylaws down to "2/3 of the valid votes cast". That would reduce a ratification vote requiring 529 votes (75% of entire 789 membership) to, for example, if 70% of membership casts votes which is typical, to 371 (789 members times 70% = 553 times 67% = 371). Bottom line--520 to 371--a huge reduction! Without proof, I have serious doubts that Members approved such a radical reduction. This is the background for the second ballot which I do not believe without seeing documentation. It is an entirely personal bias, I admit.
On the ballot for the 2008-9 to Elect new Directors and ratify Budget & Allocation, various Covenants, Bylaws and Rules & Regulations were also proposed to be amended. The BYLAW revision proposed to change the original 2-yr term for Directors to 3 years. This revised term proposal and two other related "succession" proposals were put on the ballot. When the results were announced, the President stated that the "succession" proposals passed but the "term" proposal failed. (Note: these "term" proposals were interrelated and you cannot pass one without passing them all).
The # needed to pass a Bylaw: 2/3 of entire membership 789 divided by .67 = 529--or-- if you accept that the Bylaws were properly amended in 2005 to provide for 2/3 of "valid votes cast", the passage # would be 415-- in either of these scenarios, the Proposed Term change did not pass.
Eligible Voters: 789
Returned Ballots: 638
Discarded 19
Valid Votes: 619
Attempted to Amend
Sec 1 Para 2 (408/189/22)...52%
Sec 2 (413/185/21)...52%
Sections
(417/181/21)...53%
Sec 12-B (397/198/24)...50%
Sec 12-L (350/244/25)...44%
See Presidents Report Letter>>specialmeetingballotprezletraug20082009.pdf (956.16 KB)
(The Bylaw amendment passage may be subject of another scrutiny requiring a look at the ballot language, vote count and Minutes. I have serious doubts if the language "2/3 of valid votes cast" was ratified. An official record request needs to be done for the 2005 Annual Member Meeting documentation. TWO-THIRDS of the entire membership would have had to approve the reduced voting threshold for amending the Bylaw and that is very difficult to achieve under the best of circumstances. I don't believe it happened so that is just a personal opinion.)
Since the Budget and Allocation (and special Water Contract) also failed to pass, it was decided to try a second ballot at a Special Meeting in August 2008. This time the Budget, Allocation and Water contract passed--but the 3-year term FAILED a second time.
See the President's Ballot Results letter here>>>specialmeetingballotresultsaug20082009.pdf (759.18 KB)
ELECTION RESULTS
There were 567 ballots returned.,562valid ballots cast. A 71% turn out.
For Against Abstain
Budget.for 2008-2009 487 77 2
Reserve Allocation 498 63 1
ByLaws 3yr terms 502 59 1
Water contract 515 47 0
A BOD Certificate attesting to the passage of the Revised Director Term Bylaw was recorded in Polk County records on 8/22/08. There were horrible errors on the Certificate; Section 2 stated that the Rules & Regulations were adopted at the Annual Meeting an Section 3 stated that these R & R were attached to the Certificate. What was attached was one single retyped page with Article V, Sections 1, 2 & 3 describing the revision in our Bylaws of the supposedly ratified 3-year Director term.
See Recorded Revised ByLaw + Certificate recorded 8/22/08>>>revbylaw8222008.pdf (103.87 KB)
However, this was subsequently cH allenged by a member-attorney who alleged that the results were tainted by manipulating the percentages of voters upon which the results are either passed or failed. There was reason to believe that NO and Absention votes were being re-invented as a qualifier to the total votes cast. This error was brought to the attention of BOD at a BOD meeting in Nov 2011 by an attorney-member, who put everything in writing for the Board. One board member became upset and waved his Robber's Rules around and nothing was ever seriously validated.
The Minutes of that discussion (11/16/2011) are posted on the next post.
Call me skeptical. I do not believe that this Bylaw Director Term change originally got 408 Yes and 189 NO's and then a few month's later passed with 502 YES and only 59 NO's. I also do not believe the original Bylaw vote passage in 2005 without the documentation--none of which is posted on the "official website".
In the final analysis, I did a lot of lookback to try to test a question that truly does not matter except for the curious and sticklers for detail. For the great majority of parcel owners, there are no covenants, bylaws or rules that form the authority to enforce or vacate this provision today. SLohA simply operates by passive consensus that the Director term is 3 years unless and until a Member wants to legally cH allenge it.
It begins back in 2005, where supposedly 2/3 of the entire Membership ratified a reduction in voting threshold to change the Bylaws down to "2/3 of the valid votes cast". That would reduce a ratification vote requiring 529 votes (75% of entire 789 membership) to, for example, if 70% of membership casts votes which is typical, to 371 (789 members times 70% = 553 times 67% = 371). Bottom line--520 to 371--a huge reduction! Without proof, I have serious doubts that Members approved such a radical reduction. This is the background for the second ballot which I do not believe without seeing documentation. It is an entirely personal bias, I admit.
On the ballot for the 2008-9 to Elect new Directors and ratify Budget & Allocation, various Covenants, Bylaws and Rules & Regulations were also proposed to be amended. The BYLAW revision proposed to change the original 2-yr term for Directors to 3 years. This revised term proposal and two other related "succession" proposals were put on the ballot. When the results were announced, the President stated that the "succession" proposals passed but the "term" proposal failed. (Note: these "term" proposals were interrelated and you cannot pass one without passing them all).
The # needed to pass a Bylaw: 2/3 of entire membership 789 divided by .67 = 529--or-- if you accept that the Bylaws were properly amended in 2005 to provide for 2/3 of "valid votes cast", the passage # would be 415-- in either of these scenarios, the Proposed Term change did not pass.
Eligible Voters: 789
Returned Ballots: 638
Discarded 19
Valid Votes: 619
Attempted to Amend
Sec 1 Para 2 (408/189/22)...52%
Sec 2 (413/185/21)...52%
Sections
(417/181/21)...53%Sec 12-B (397/198/24)...50%
Sec 12-L (350/244/25)...44%
See Presidents Report Letter>>specialmeetingballotprezletraug20082009.pdf (956.16 KB)
In order to change the "Covenant and Restrictions, 592 or more votes are needed to pass. For the By-Laws the ballot needs a simple majority to pass.
Since the Budget and Allocation (and special Water Contract) also failed to pass, it was decided to try a second ballot at a Special Meeting in August 2008. This time the Budget, Allocation and Water contract passed--but the 3-year term FAILED a second time.
See the President's Ballot Results letter here>>>specialmeetingballotresultsaug20082009.pdf (759.18 KB)
ELECTION RESULTS
There were 567 ballots returned.,562valid ballots cast. A 71% turn out.
For Against Abstain
Budget.for 2008-2009 487 77 2
Reserve Allocation 498 63 1
ByLaws 3yr terms 502 59 1
Water contract 515 47 0
A BOD Certificate attesting to the passage of the Revised Director Term Bylaw was recorded in Polk County records on 8/22/08. There were horrible errors on the Certificate; Section 2 stated that the Rules & Regulations were adopted at the Annual Meeting an Section 3 stated that these R & R were attached to the Certificate. What was attached was one single retyped page with Article V, Sections 1, 2 & 3 describing the revision in our Bylaws of the supposedly ratified 3-year Director term.
See Recorded Revised ByLaw + Certificate recorded 8/22/08>>>revbylaw8222008.pdf (103.87 KB)
However, this was subsequently cH allenged by a member-attorney who alleged that the results were tainted by manipulating the percentages of voters upon which the results are either passed or failed. There was reason to believe that NO and Absention votes were being re-invented as a qualifier to the total votes cast. This error was brought to the attention of BOD at a BOD meeting in Nov 2011 by an attorney-member, who put everything in writing for the Board. One board member became upset and waved his Robber's Rules around and nothing was ever seriously validated.
The Minutes of that discussion (11/16/2011) are posted on the next post.
Call me skeptical. I do not believe that this Bylaw Director Term change originally got 408 Yes and 189 NO's and then a few month's later passed with 502 YES and only 59 NO's. I also do not believe the original Bylaw vote passage in 2005 without the documentation--none of which is posted on the "official website".
In the final analysis, I did a lot of lookback to try to test a question that truly does not matter except for the curious and sticklers for detail. For the great majority of parcel owners, there are no covenants, bylaws or rules that form the authority to enforce or vacate this provision today. SLohA simply operates by passive consensus that the Director term is 3 years unless and until a Member wants to legally cH allenge it.