Post by Admin on Jan 28, 2014 15:57:46 GMT -5
The BOD has ignored the first objection letter dated Dec 24, 2013. Hopefully, the BOD will not ignore the 75 additional letters that have been sent by owners with concerns about the internet and ballot.
It should be obvious to all by now that the groundwork is being laid for a civil complaint against the Board for numerous breaches of duty.
January 28, 2014
To: SLohA Board of Directors President K L, Vice President P B, Secretary A K, Treasurer S B and Management Company Sxxxxxxxx Ixx Inc.
You were requested, in my (revised) letter dated December 26, 2013 (originally submitted December 24, 2013 and missing one director-officer name) to address my concern that SLohA was not conducting corporate business in a lawful manner, as set forth in our governing documents, with regard to a proposed assessment on parcels for internet service.
In that letter, you were asked specifically to cite your lawful basis and rationale for decisions and actions taken at the board meeting of Dec 18, 2013.
To date, I have received no reply to my legitimate concerns.
On January 22, 2014, President K L dismissed my correspondence during the meeting when he remarked that there was nothing in the Florida statutes that required SLohA to respond to my correspondence-- and that is true for FS720. However, Florida Statute 617 provides for notice to the Board (FS 617.0504), of which service of same is liberally construed and can form the basis of future judicial complaint under Members derivative actions (F617.07401). These provisions are set forth below:
617.0504 Service of process, notice, or demand on a corporation.—
(2) Any notice to or demand on a corporation made pursuant to this act may be made to the chair of the board, the president, any vice president, the secretary, the treasurer, the registered agent of the corporation at the registered office of the corporation in this state, or any address in this state that is in fact the principal office of the corporation in this state.
(3) This section does not prescribe the only means, or necessarily the required means, of serving notice or demand on a corporation.
617.07401 Members’ derivative actions.—
(2) A complaint in a proceeding brought in the right of a domestic or foreign corporation must be verified and allege with particularity the demand made to obtain action by the board of directors and that the demand was refused or ignored by the board of directors for at least 90 days after the date of the first demand unless, before the expiration of the 90 days, the person was notified in writing that the corporation rejected the demand,…
Additionally, Statute 617 provides for standards for corporate directors and describes duties that an “ordinarily prudent person in like position would exercise”:
617.0830 General standards for directors.—
(1) A director sH all discharge his or her duties as a director, including his or her duties as a member of a committee:
(a) In good faith;
(b) With the care an ordinarily prudent person in a like position would exercise under similar circumstances; and
(c) In a manner he or she reasonably believes to be in the best interests of the corporation.
Finally, the Board has announced and asserted their SOP, adopted by SLohA, which provides that correspondence to the board will be responded to within thirty (30) days of receipt. I have a receipted copy of the correspondence(s) hand-delivered to SLohA’s business office.
I believe that most “prudent persons” would consider it their good faith duty, as an officer of a non-profit corporation, to answer properly-submitted member correspondence in a timely manner or, in the event a foreseeable delay is necessary, acknowledge it and communicate the additional time required to respond.
Please regard this correspondence as a second reasonable demand for the information requested on December 24 and 26, 2013.
Your immediate attention to this overdue corporate business is requested.
Sincerely,
J and CG
xx S-bag Trail N
Lake Wales FL
Hand Delivered to SLohA, 499 S-bag Lake Rd, Lake Wales, FL
Copies email to: President@slrmail.com, VP@slrmail.coom. Treasurer@slrmail.com, Secretary@slrmail.com, stambaughinc@verizon.net
____________________________________________ _____________________
Received By Date
JimGrantdemfollowup.pdf (116.68 KB)
It should be obvious to all by now that the groundwork is being laid for a civil complaint against the Board for numerous breaches of duty.
January 28, 2014
To: SLohA Board of Directors President K L, Vice President P B, Secretary A K, Treasurer S B and Management Company Sxxxxxxxx Ixx Inc.
You were requested, in my (revised) letter dated December 26, 2013 (originally submitted December 24, 2013 and missing one director-officer name) to address my concern that SLohA was not conducting corporate business in a lawful manner, as set forth in our governing documents, with regard to a proposed assessment on parcels for internet service.
In that letter, you were asked specifically to cite your lawful basis and rationale for decisions and actions taken at the board meeting of Dec 18, 2013.
To date, I have received no reply to my legitimate concerns.
On January 22, 2014, President K L dismissed my correspondence during the meeting when he remarked that there was nothing in the Florida statutes that required SLohA to respond to my correspondence-- and that is true for FS720. However, Florida Statute 617 provides for notice to the Board (FS 617.0504), of which service of same is liberally construed and can form the basis of future judicial complaint under Members derivative actions (F617.07401). These provisions are set forth below:
617.0504 Service of process, notice, or demand on a corporation.—
(2) Any notice to or demand on a corporation made pursuant to this act may be made to the chair of the board, the president, any vice president, the secretary, the treasurer, the registered agent of the corporation at the registered office of the corporation in this state, or any address in this state that is in fact the principal office of the corporation in this state.
(3) This section does not prescribe the only means, or necessarily the required means, of serving notice or demand on a corporation.
617.07401 Members’ derivative actions.—
(2) A complaint in a proceeding brought in the right of a domestic or foreign corporation must be verified and allege with particularity the demand made to obtain action by the board of directors and that the demand was refused or ignored by the board of directors for at least 90 days after the date of the first demand unless, before the expiration of the 90 days, the person was notified in writing that the corporation rejected the demand,…
Additionally, Statute 617 provides for standards for corporate directors and describes duties that an “ordinarily prudent person in like position would exercise”:
617.0830 General standards for directors.—
(1) A director sH all discharge his or her duties as a director, including his or her duties as a member of a committee:
(a) In good faith;
(b) With the care an ordinarily prudent person in a like position would exercise under similar circumstances; and
(c) In a manner he or she reasonably believes to be in the best interests of the corporation.
Finally, the Board has announced and asserted their SOP, adopted by SLohA, which provides that correspondence to the board will be responded to within thirty (30) days of receipt. I have a receipted copy of the correspondence(s) hand-delivered to SLohA’s business office.
I believe that most “prudent persons” would consider it their good faith duty, as an officer of a non-profit corporation, to answer properly-submitted member correspondence in a timely manner or, in the event a foreseeable delay is necessary, acknowledge it and communicate the additional time required to respond.
Please regard this correspondence as a second reasonable demand for the information requested on December 24 and 26, 2013.
Your immediate attention to this overdue corporate business is requested.
Sincerely,
J and CG
xx S-bag Trail N
Lake Wales FL
Hand Delivered to SLohA, 499 S-bag Lake Rd, Lake Wales, FL
Copies email to: President@slrmail.com, VP@slrmail.coom. Treasurer@slrmail.com, Secretary@slrmail.com, stambaughinc@verizon.net
____________________________________________ _____________________
Received By Date
JimGrantdemfollowup.pdf (116.68 KB)
