(Annual Membership Meeting Substitutes for Monthly Board Meeting)
PRESIDENT Richard Schinner 301-977-5196 email@example.com
VP TOWNHOMES Eileen Solomon 301-330-2876 firstname.lastname@example.org
VP S.F. HOMES Lisa Goodwin 301-963-3807 email@example.com
ARCHITECTURAL REVIEW COMMITTEE (ARC) PRESENT:
PRESIDENT Kathy Wyatt
MEMBER Rita Becker (Absent)
MEMBER Dennis Zepp
SIGN-IN VOTING VALIDATION TABLE: An up-to-date owner’s list was obtained from ABS to validate incoming owners for a ballot. Lisa and Eileen greeted owners, cross checked against the owners list, and handed out one ballot per address for voting tonight. Eileen and Lisa also handed out printed information items as noted below:
HANDOUTS – The following printed items were handed out or made available on a front table by the door:
2005 Budget (Handout)
2004 Accomplishments – Board of Directors (Handout)
2004 Accomplishments – Architectural Review Committee (Handout)
2005 Planned Projects and Goals (Handout)
Balance Sheet (Through
20-Year Reserves Fund Requirements (Annual Community Asset Replacement Plan) (Handout)
Ballot - Open BOD Position (Handout)
2003 Final Audit Report (Available on Table)
Illegal Disposing of Paint in Trash – Flyer (Handout)
CALL TO ORDER: Called to order (Delayed, waiting larger turnout). President Richard Schinner introduced Board of Directors and President of Architectural Review Committee, noting that an election for an open board position was an agenda item tonight.
Rick specifically thanked Eileen Solomon for use of her home all year for board meetings, and owner/volunteer Brian Zarchin for his time and skills publishing two professional and comprehensive newsletters. He thanked all BOD and ARC members for their volunteer participation and community improvement efforts this year. Rick then reviewed the following 2004 events. (Unless noted, items reviewed went without floor comment. Specific comments from the floor and BOD Responses are shown in italics):
1. ARC ACCOMPLISHMENTS: ARC meets separately each month as needed. President Kathy Wyatt attends board meeting (or sends a chairperson representative). ARC chair’s function at board meetings is to report ARC activity for recording in the minutes. In addition, chair presents any controversial ARC submissions or issues, and identifies approved or rejected Change Requests voted on by ARC that month. ARC Chair also prepares and mails follow up notices to owners after approval or rejection of submissions. Rick reviewed the following ARC accomplishments and thanked Kathy Wyatt and other committee members for their volunteer effort:
Reviewed And Processed 23 Arc Change Requests
Conducted Spring and Fall Property Maintenance Inspections Resulting in the Following Actions:
Mailed 59 Letters Of Concern
50 Owners Corrected Maintenance Problems
Transferred 9 Properties To Attorney For Violations Exceeding 2 Years
6 Owners Responded to Attorney – Corrected Maintenance Problems (3 Remain)
Approved New Arc Guideline – 2nd Location For Townhome Numbers (Emergency Vehicles)
Approved New Arc Guideline - Artificial Wood Decking, Rails and Patterned Floor
Approved Arc Guidelines Administrative Clarification Procedure – Revised Language To Clarify Ambiguous Definitions
Added Arc Guideline Standards – Six Missing Standards Defined
Revised Arc Guideline - Townhome Trim Paint - New Duron Color Names
Revised Arc Change Request Form - Include Financial Responsibility for Common Area
A member questioned “Why do we need ARC since BOD overrules ARC decisions?” BOD responded that this position was blatantly false, and erroneous. BOD suggested that member may be confused due to an unfortunate difficult community organizational period in 1999-2000. During that time, there was no BOD president. ARC chairperson and several members took personal advantage of the community having no leadership. No one enforced community rules. Organizational chaos prevailed in ARC that year. The chairperson of ARC failed to conduct ARC meetings, improperly approved ARC change requests without approvals required by covenants, and inaccurately entered information in the ARC records for their own interests and gain. When confronted, the ARC disbanded. It cost the community a lot of money to resolve legal issues and get reorganized according to the By-Laws and Covenants. In 2000, a new BOD consulted with legal counsel for the problem, implemented mediation through Montgomery County’s Commission on Common Ownership Communities (CCOC) and was forced to also act as ARC for one year – a responsibility required of BOD and outlined in Article VIII of the Covenants. Since that time, with legal approval, BOD determined to retain the right to override ARC if needed, but in four years since - has not once had to override an ARC decision.
2. BOD ACCOMPLISHMENTS: Rick reviewed the following accomplishments noting that all members of the board contributed to accomplishing many other less visible tasks. (Unless noted, items reviewed went without floor comment. Specific comments from the floor and BOD Responses are shown in italics):
Corrected Annual Meeting To November (From January) to Meet Required Budget Submission Dates
Added By-Laws To Web Page
Re-elected Eileen Solomon
Passed Common Area Behavior Rule 2003-1
A member stated: “No one wanted that rule”. President responded that was not accurate. The rule was requested by membership, not the board, had gone through three separate reviews with membership, updated by membership twice, and edited and approved by membership.. Drafts were submitted to the entire community (all 150 members) on two separate occasions six months apart. All community input was incorporated into the final rule. On last distribution to all 150 members, not one negative comment came back.
Published 6-Page Newsletter With Rule Attachment - (Thank You Brian Zarchin!)
Landscape and Lawncare Contract - Improved Quality, 2005 Price Freeze – Contract Awarded for 2005
Townhome Parking Spaces To Visitors (
Renegotiated New Snow Removal Contract – Limited To 10% Increase – Contract Awarded for 2004-5
Conducted Two “Special Membership Meeting(s) For Assessment Increase”
Increased Assessment July 1st – (First In 6 Years) - Flat For 2005.
Improved Formula Accuracy - Reserve Funds – Switched From Inflation Factor To CPI
Resolved All Reserve Deficits and Known Contractor Price Increases
Resolved Outstanding Community Repairs
Added Operating Contingency To (Reduce Cash Flow Problems)
Added Four New Community Tree Budgets
Restored Schedule for Annual Asset Replacements
Financially Positioned For Increased Quality Repairs and Additions - across the Community
Member stated that a correction to assessments, identified at June 21 meeting, had not been made. Therefore current budget was not correct. Member further stated that the correction involved Detached Homes having to pay for some Townhome Assessments. Secretary responded that position was without basis, without evidence, and incorrect. Secretary pointed out that the correction was noted at the end of the June 21 meeting and is noted again in minutes of the meeting. As pointed out at the end of the meeting, the item was a typo isolated to Replacement Reserve Projects, consisting of a TH assessment amount in the Detached Home column. After the meeting, it was removed from the Detached Home column and correctly placed in the TH column. Offsetting amounts were then adjusted in the appropriate “Transfer From Reserves” Credit line. Neither assessment bottom line changed. The correction was made within 24 hours of the meeting. The corrected Assessment and Budget were posted on the web that day – and on the web every day since, including now. Secretary further responded that the current assessment and budget includes that correction – therefore the current budget is accurate and sound. Secretary invited member to review the master assessment and budget document available on the table tonight.
Another member stated the $7,900 allocation of required contribution for TH Streets Reserve Funds for 2005 was being incorrectly assessed to Detached Homes. Secretary explained that was not true and explained as follows: The amount only appears once and in the correct TH Assessment Column - not the Detached Homes Assessment Column. The “Assets Replacement Plan” document, shows that the $7,900 is the difference between replacement plan needs at the end of 2004, vs. the replacement plan needs at the end of 2005 – for TH Streets assessment only. After the detailed review – member conceded the assessment and formula was correct.
Completed Calendar Year 2003 Financial Audit
Restructured Auditor Firm Reporting - Now Reports Directly To BOD Vs. ABS
Treasurer noted that the Final 2003 Audit was available on the table for review.
Towed 3 Vehicles - Violating Parking Covenants
Member asked why they were towed. Secretary responded: 1 Stolen Vehicle, 1 Stolen Plates, 1 No Plates with Flat Tires.
Legal Research – Identify Private Residence Day-Care Requirements In HOA
Development Of Legal HOA Rule To Enforce Property Maintenance (In Process)
Member asked why we need this rule. President and Secretary responded that it
came about as a result of
Resolved Alleged Past-Due HOA Land-Tax Bill and Related Issue
Member asked what this was about.
Secretary explained that this was
originally depicted by the county as a past due tax for land to
Huge (12 X 17)
Crepe Myrtle Trees For Orchard Knolls Rt 28 Median
Concrete) In New
Purple Plum Tree In New
Removed Dangerous 100 Year-Old Maple Tree in Tot-Lot area
Contracted for Emergency Removal of 5 Felled Common Area Trees After June 7 Storm
Upgraded Landscape And Added Crepe Myrtle Trees In 5 Cul-De-Sac(s)
Upgraded Entrance Flowers (Doubled Quantity from 2003)
Removed 19 Dead Common Area Trees
Authorized Landscape Work At PGC/Orchard Knolls West Boundary – Near Rt 28
Added 2005 Early Spring (3rd Rotation) Community Flowers – Added 4 Small Additional Areas
Repaired All Broken Split-Rail Fence Rails and Posts
Repaired Paint Spills OnTownhome Streets.
Several members complained about having large paint spills on their streets. President and Secretary reviewed the legal and financial position data included in handout as follows:
Disposal Of Liquid Paint In Trash Is
Eight, Large, Ugly Spills Onto Our Streets This Year, Neighbors complained to Board of Directors on six different occasions this year - of Orchard Knolls’ streets where illegal disposal of paint has spilled from trash pickup trucks onto our black asphalt streets in front of homes. The original spill, followed by vehicles tracking hundreds of feet past the spill has caused a mess beyond description. Some culprits are Orchard Knolls homeowners.
Large Multiple Spill Requires HOA Cleanup: This spring, someone illegally disposed of about ¾ gallon for pickup by Titus Trash. the operator accomplished a normal “compression” of trash in the truck. The can exploded and spilled pools of paint onto the street in front of 27 Orchard Knolls homes. Damage was so extensive that Board of Directors was forced to spend HOA funds to have the street sealed over the stains.
Orchard Knolls Home Owner Required
to Correct Damage: This summer, a
contractor for a homeowner illegally disposed of a large quantity into nearby
shrubs. A rainstorm surfaced the
paint. The paint spread and stained a
wide swath across 2,000 square feet of parking surface. The paint then ran into the nearby storm
sewer and our creek staining the surface of rocks and vegetation. (State of
Two more: Another illegal disposal resulted in an ugly
spill recently at
Trash Contractor Not Responsible,
May Sue: The pickup contractor is not
responsible for identification or cleanup.
Worse, contractor and
Waste Paint Preparation: Home Depot, Lowes, and many paint dealers sell inexpensive “paint hardener” for preparing liquid paint for disposal. One product is Home Depot’s “Waste Paint Hardener” in orange packets.
Board of Directors will
Prosecute: Effective immediately, Board
of Directors will report all such spills to
Damaged Streetlight Pole In
Repaired And Repainted Gazebo Mailbox Unit
Decorative Landscape Shrubs To Screen Transformers -
Member stated that no one ever uses
the bridge. President responded that
member’s information was wrong. Board
members surveyed before and after the construction. There were 12 to 25 Townhome based
children, and 4 – 12 adults that use the
bridge daily to cross to the other play area or to get to Blackberry
Drive. It is a discretionary
convenience, but the community voted in a majority straw vote at
3. PLANNED PROJECTS AND GOALS FOR 2005: Rick identified the following projects and goals would be addressed during noting that not all will be accomplished and others may be substituted as the year unfolds (Unless noted, items reviewed went without floor comment. Specific comments from the floor and BOD Responses are shown in italics):
New Early Spring Entrance Flowers (3rd Rotation) – Added 4 Smaller Locations
Re-Stripe Townhome Parking (Replacement Reserves)
Replace Worn North-East Tot-Lot Equipment (Replacement Reserves)
Upgrade “Orchard Knolls” Marque Lettering (2004 Annual Meeting Survey Results Top-5)
Upgrade “Orchard Knolls Marque Lighting (2004 Annual Meeting Survey Results Top-5)
Replace Key Common Area Storm Damaged Trees
Hire Civil Engineer to Evaluate, Define, Cost Estimate – Solving Creek Bank Erosion
Member asked why these projects vs. others? BOD responded that the first four are pre-scheduled by our “Assets Replacement Plan” as assets having exhausted their useful life. The remainder are priorities determined by membership in the survey conducted last January at annual meeting.
Member asked why the survey results were not published. BOD responded that they were published – in the minutes - which were immediately made available on Orchard Knoll’s web page, have been, and still are on the web page.
Install Cedar-Shake, Covered Community Picnic Pavilion in South-West Lot
Several members asked about the
alternative covered picnic pavilion. BOD
explained a pavilion was only a proposal from several members but would not
proceed without a total membership vote.
On the positive side, it would be in lieu of replacing tot-lot equipment
However, there was much significant negative discussion – particularly an unfounded but obvious popular fear that a pavilion would attract unwanted noise and potential nefarious activities by adolescent teens. Previous BOD President Diane Quinn noted that county police would not be able to assist if the reported culprits were children of HOA owners. When asked how many would use such a proposed pavilion – there was no interest at all. Some members expressed opinion to “do nothing” and save the money in the reserves.
BOD noted that this matter will
surface again soon as BOD must decide whether to proceed to fit-up the
Pass and Execute Property Maintenance Enforcement Rule (
Reduce Cost – Bid for a contract for HOA “Annual Electrical Maintenance Contract”
Reduce Cost – Bid for a contract for HOA “Annual Sprinkler System Maintenance Contract”
Organize Volunteer Entrance Landscape Committee
Non-Budgeted Safety Improvement Projects
Streetlight (Match Existing)
Members asked why the need for a new
streetlight now? BOD responded they had
received a complaint from several neighbors near that corner (the 15700 CBL
corner) that the area was always dark.
BOD noted this is the area where black ice regularly forms on the street
in the winter, and the area where at least two pedestrian accidents have
occurred. It is also the most
high-traffic and dangerous intersection in our community. The visitors parking
directly adjacent to the corner is totally in the dark at night, as is the stop
sign. This is private HOA property –
Remove all above-grade exposed stumps in Common Areas – Est. $1,800
Streetlights (Match Existing) to
4. APPROVED 2005 BUDGET REVIEW: Secretary handed out 2005 Budget to all. He made the following points: 1) Budget remains unchanged from that approved by membership June 21st at “Special Membership Meeting for Assessment Increase”. 2) BOD is not recommending any further increase. 3) No vote is needed unless membership now wishes to make further changes (there were none). 4) Several internal account adjustments have been made as follows:
County Stormwater Tax for HOAs, Three new “Tree” accounts to better track our
expenses on tree work in the community, Relocation of ABS and Audit line items
from “General Administrative” to “Contracts”.
Funds for the new tree accounts were transferred directly from work
planned for 2005 but completed early in 2004.
Those completions were identified as:
Added streetlight in
5. GENERAL OPEN DISCUSSIONS AND REVIEWS:
2003 Audit Complete - Treasurer made the Final 2003 Audit available for review on the front table.
Balance Sheet - Secretary noted that it was too early for ABS to get us the October Financial Statement, however he obtained a faxed copy of month-end balance sheet. It showed no financial problems and would be available for review on the front table.
Assets Replacement Plan - Annual Reserve Funds Budget – Secretary noted that there were copies of the plan and budget left over from the June 21st Special Meeting. They would be available on the front table.
6. NO ELECTION OF OPEN BOARD POSITION - INSUFFICIENT QUORUM: Due to a disappointing turnout a sufficient quorum to conduct an election was not obtained. Quorum requires 15 owners, only 13 owners signed in. The open position is Treasurer Mohammad Homaitabar, by expiration of term. Mohammad has agreed to run for re-election for another term. Although an election could not be conducted BOD want ed information from those present if there were any that planned nominations from the floor. There were none. Due to evidence of lack of attendance - BOD concludes that the community has no interest in filling the position and by absentia would not object if the current position was extended until next annual meeting. Board will review By-Laws and will likely extend the expired position an additional year until next annual meeting scheduled for November 2005.
7. EXAMINATION OF ANNUAL MEETING NOTICES; DATE, TIME, PLACE OF ELECTION:
Large Illuminated Back-to- Back Announcement Sign 7 X 24 at
Entrance and Exit for 1 Week:
HOA’s large double-sided sign: “ANNUAL MEETING, MONDAY NIGHT,
Web Page Announcement for Seven Weeks – Large multi-color banner announcing Annual Meeting, date, time, and location has been posted on HOA web page for seven weeks. Banner also announced that election for a Board of Directors open position will take place.
Announced in Minutes for Twelve Weeks - Annual meeting announcement and related open
position election info has been identified in the minutes for last 3
months. Minutes are available on Orchard
Knolls Web Page. The web page address (www.orchardknolls.org) has been
permanently and boldly identified at the
8. OPEN BOD POSITION TERM EXTENDED - Subsequent to annual meeting, BOD reviewed the By-Laws to determine their options. Whereas the annual meeting was properly advertised to all owners, and whereas the community was properly made aware of a pending election of an open position on the board, (See “Notices” at top of minutes), and whereas the community did not respond in sufficient quorum quantity to conduct that election, and whereas those present expressed no interest in conducting a follow up meeting within 15 days to re-conduct an election - BOD concludes that the community has no further interest in backfilling the board position at this time. This being the case, BOD concludes the community has provided abstention or tacit approval to extend the term of the open position until next annual meeting. The following By-Laws apply:
By-Laws - Article IV, Section 6 Quorum Requirements: If the number of members at a meeting drops below quorum and the question of a lack of a quorum is raised, no business may thereafter be transacted. The members present thereat shall have power to adjourn the meeting and call an additional meeting giving at least fifteen (15) days notice. At the additional meeting, the members present in person or by proxy shall constitute a quorum.
By-Laws - Article V, Section 5: Action Taken Without a Meeting. The directors shall have the right to take any action in the absence of a meeting, which they could take at a meeting, by obtaining written approval of a majority of such directors. Such approval shall be filed with the minutes of the proceedings of the Board of Directors. Any action so approved shall have the same effect as though taken at a meeting of the directors.
The following motion was made to all board members (Mohammad Homaitabar abstaining):
"Extend the term of office for Treasurer, Board of Directors, Mohammad Homaitabar, one additional year, or until next regularly scheduled Annual meeting".
The motion was seconded, and passed unanimously without objection. Mohammad’s Term is extended to November 2005.
9. ADJOURNMENT: A motion from the floor to adjourn. President allowed the floor motion to stand. Motion was seconded. There were no opposed. The Fifteenth Annual Meeting of the Membership of Orchard Knolls Homeowner Association was adjourned by membership at . Next board meeting is December 13, at . Location to be determined.