Town Hall Meeting To Discuss the Proposed Bylaws Revisions
On Saturday, August 11th, there was a Town Hall meeting held at the Community Center to discuss the proposed changes to the bylaws that will be voted on at the annual meeting on August 25th. President Al Leslie opened the meeting by stating that he believes that “we must continuously update our bylaws to remain current” and that these changes were the result of hundreds of man-hours of work put in by the members of the bylaws committee. He told the audience that there would be no discussion of these matters at the annual meeting at all.
In addition to voting for the 3 open positions on the board, there will be 4 separate votes relating to the bylaws. The first of the four will be a group of 36 revisions that were deemed “non-controversial or cosmetic” or that “reflect the way that we already do business” by the committee. The other votes relate to three separate amendments that propose more substantial changes to our bylaws. Each of these matters will be voted on separately by the membership.
Vote on changes to the bylaws
The first presenter from the committee was Buz Whelan, and he spoke about the 36 revisions that were grouped together for a vote. He highlighted three of the changes in his discussion and described the reasoning behind each of them.
- Article 2 of our bylaws contains the association’s Statement of Purpose. Buz described the original statement as an “English teacher’s nightmare” that is so long and rambling that by the time one gets to the end, he or she has forgotten where the sentence began. The committee went back to the original association charter and used the Statement of Purpose from that document instead.
- The second revision discussed relates to conflicting requirements contained in our current bylaws. Currently the bylaws mandate that the budget be presented for review to the membership at the annual meeting in August, before it is passed. In another place, the bylaws require the budget to be completed before the beginning of the fiscal year, which is May 1st. The committee chose to resolve this by changing the bylaws to require that the budget be made available to the membership for 30 days prior to its passage on the last Saturday in April of each year.
- Finally, there is a provision in the bylaws that says that the association must pay all taxes on the properties that it owns. However, in practice, the community does NOT pay taxes on properties that it deems worthless, and this change will reflect that reality.
Amendment #1 – Using the CPI to adjust the dues annually
Next up was Mark Davis, chair of the Finance and Planning committee. He discussed the proposed amendment to tie future dues increases to the Consumer Price Index (CPI) for the Quad-State Area that is published annually by the US Department of Labor. This amendment states that in each year beginning with 2013, there will be a cost-of-living adjustment made to the dues, equal to the rate published for the previous year, but never to be more than 4%. This would allow the board to keep up with the rising costs of running our community. If the CPI is zero, or if it is negative, there would be no change to the dues for that year.
Mark displayed a slide that showed that, had this measure been in place since 2004, our dues would now be equal to what we are actually paying ($1,000), and Alex Leslie said that it would “take the politics out” of the funding needed by the association. He added that the CPI amendment would be a way of obtaining the funds needed to maintain our amenities, while eliminating the need for the board members to fight and plead for these increases, and preventing future boards from looking for larger increases (like the 25% increase approved last year). Mark stressed that the F&P committee and the ELA Board consist of members, and that they understand the concerns of all members, but also accept the reality that, as costs go up, it will take more to maintain the level of services and amenities currently available in our community. This amendment is meant to be a non-partisan way of providing for those needs.
Amendment #2 – Allowing mail-in balloting
The amendment to allow mail-in balloting was presented by Gilda Spiotta. She began by describing the excitement and enthusiasm she felt in 2004 when she came to our community. When the annual meeting came around, she looked forward to participating by casting her vote for the issues presented that year. She was surprised to realize that the meeting would take so many hours, and eventually had to leave to meet the out-of-town guests she was expecting. Before leaving the meeting, she handed her ballot to another member to submit. This kind of “proxy voting” is not currently allowed in Emerald Lakes, but is widely practiced by many members each year. Gilda went on to describe successive years in which she was sometimes able to vote and others where she was not, due to work or personal obligations.
Gilda explained that this amendment only takes away the requirement for a member to be physically present at the meeting to cast a vote, it does not require mail-in balloting. It provides for options to the membership, and it allows the board to explore these options and develop a plan that will then be presented to the membership for approval. These options will show the membership that their opinions are valued; it will show that the community is more welcoming to all its members. It will “invite dialog…and responsible participation” in our community.
Amendment #3 – Eliminating the possibility of running from the floor while serving on certain committees
The last presentation was made by Pat Galderisi, a 27-year ELA member and former director, as well as a member of many committees throughout those years. This amendment states that a member of the Nominations committee, Elections Committee, or the Judge of Elections must resign his or her position at least 2 days prior to declaring his or her intention to run for the board of directors. Pat stated that the members “deserve, expect and depend” on the fact that our election process is “legal, fair and completely above board”. The tasks assigned to these committees require them to determine the validity of the votes that are cast, to settle disputes that may arise, and to tabulate and account for the results. Excepting these people from running while holding these committee positions, is the only way to ensure that the process is “above reproach and transparent in every way.” The intent of this amendment is to ensure that the election process is transparent and is perceived that way by the membership. If the membership distrusts the process, it could have a domino effect and disrupt everything from the day-to-day operations, to the board’s ability to make resolutions and even collect dues.
After the presentations, the floor was opened to questions and comments. Some of these are included here. (Ed. Note – I took notes as carefully as I could here, I apologize if I missed or misspelled a name. If you are misquoted, or would like to elaborate on your statement, please leave a comment):
Connie Lewis stated that she thinks the amount of money that goes into the reserves should increase along with each cost-of-living increase as presented in Amendment #1.
Jerry Viola believes that if the mail-in balloting amendment passes and the CPI adjustment does not, then we will never be able to get a dues increase in the future, because we will be making it easier for members who don’t care about the community to vote, and they will automatically vote against an increase in dues.
Mr. Velasco (?) was uncomfortable with the way the call to meeting was written. He stated that in the past when there was a dues increase, it was clearly stated on the front of that document. He felt that the way this was presented as “an amendment” was deceptive. He thought that since there were 3 candidates and three positions available (“a slam dunk”), and only a vague statement about proposed bylaws changes, many people would not realize that this year’s meeting would include a vote related to dues increases. He also asked why the “Board’s wallet should have the same buying power when mine does not?”
George Haab told us that being president of ELA’s board was the hardest year of his life, but he understands the difficulties the directors face in paying for and maintaining amenities. He said that his road is not paved because of these difficulties and he believes the CPI will help remedy future cutbacks and revisions to services. He is for all of the amendments and hopes that they will pass, and asked everyone to please vote yes on them.
David Pope said that the problem is (and has always been) that the way our money is spent is never explained properly to the members. He believes that there must be a specific plan in place and communicated to the members that is then faithfully carried out. He also suggested closing the bar and grill because it is losing money and that, even though the survey was flawed and only a few people answered, the results should still be used in determining what the members need from the board.
Mark Davis said that since Mr. Pope is a member of the F&P committee, he knows that there was a beginning of a 5-year plan, designed by that committee, but that they are awaiting the results of the Kipcon report before continuing to work on that plan. This report will be vital in helping to determine priorities and scheduling work in the community.
Dale Walsh wanted to know if other communities use the CPI to determine dues increases and also what provisions will the board make for running from the floor if the mail-in balloting amendment should pass.
Alex Leslie answered that other communities do not use CPI because other communities allow their boards to determine when a dues increase is necessary. Gilda Spiotta explained that the amendment to allow the possibility of mail-in balloting must be passed before the board can work out the details of that process and, once decided upon, those details would again be presented to the membership for approval. George Haab added that it would have been wasteful for the board to spend money on legal opinions and spend time on working out the details of a plan before it is actually allowed by our bylaws. This amendment is step one, the actual provisions for it would come later.
Another member said that he was concerned because amendment #2 (mail-in balloting) contained the word “may” instead of the word “shall”. He thinks that this may lead to confusion as some years we might have it and others we might not, at the whim of the board.
Frank Girgenti stated that the fact that the federal government uses the CPI to determine assessments is not a good reason for us to use it, given the enormous government debt. He thinks that if this amendment passes then the board will be less diligent in looking for ways to trim the budget and oversee expenses. Buz Whelan responded that the F&P committee and the board directors are all members too, and they are subject to any increases that they approve, so of course they all care very deeply about doing whatever they can to keep costs down.
Joseph Fisch stated that he was comfortable supporting the amendments, but was very concerned about the wording in one of the changes in the 36 changes that were presented first, and could not support it as it stands. He was referring to Article X, section 3, where the words “and assessments” are stricken out. Buz told him that those words were taken out because assessments are discussed in sections 4 and 5. Mr. Fisch then pointed out that section 5 does not say that the assessments must be approved by the membership at an annual or special meeting. He believes whether or not the change was intentional, its effect is to lead us to an “insidious slippery slope” that would allow the board to begin charging fees for using the amenities, and it represents a huge change in the philosophy of this community; a change that he cannot and will not support. He also pointed to the recent fee added by the board for registering boats as the first step in this process. He believes that this is an illegal assessment and that the board cannot enforce it, according to the bylaws. He requested that those two words be put back in to ensure that this does not continue to erode our ability to use the amenities without additional cost.