Board of Directors Meeting Minutes
Location: Timberdale Ranch, CR 504, CO
Guests Present: Loraine Sufficool, Gary and Cathy Macklin, Jason Kaminsky, Kenn Bates, Nenette McNamara, Travis Thomas and Mark Blaskovich
1) The Board reviewed and discussed the latest revised edition of the Architectural Review Standards. Part of the discussion included whether or not we should be updating the ARS’s before the CCR’s but after everyone had voiced their opinion we decided to move forward with the revision of the ARS. Jamie made a few suggestions to alter the wording in specific sections of the latest revised ARS and after lengthy discussion the Board all agreed to the changes. A guest made a request to see the ARS that we’ve been working on and the board agreed that we will send copies of them to the guests attending the meeting. Tim will send out an updated version of the revised ARS to the board which we will review one final time and then send on to our legal counsel Tracy Cross for her review.
2) The annual budget was our next topic of discussion. The Board recently became aware that according to Colorado Revised Statutes 2019, Article 33.3-303, a special assessment has to be included in the annual budget and voted on by a majority of all home owners who attend the annual meeting. Because our annual meeting is held in August; in order for the HOA to be compliant with the above-mentioned Colorado Revised Statutes, the Board will operate with the current annual budget. Therefore, there will not be a special assessment for legal fees in this current budget cycle. Jamie suggested that he have a chance to review the 2019 budget and report back on the issues we should be aware of as we operate in 2020 with the previous year's budget.
a. Based on the information we’ve received from our attorney Tracy Cross we discussed changing the new budget cycle from September 1 – August 31. A motion was made to change the budget cycle from December 31 – January 1 to September 1 – August 31. The motion carried and passed. HOA dues will continue to be billed in January.
b. The topic of late fees and liens for late HOA dues was brought up and Jim pointed out that we all need to familiarize ourselves with the Colorado Revised Statutes 2019 Article 38-33.3-218. Since Jamie is our treasurer, he will review this and come back to the Board with a recommendation.
c. The topic of horse pasture dues and their intended purpose was brought up and discussed. There’s $153.00 set aside in the accounts from horse dues and this money is to be spent on horse related items such as; fence repair and weed spray. We all agreed this should continue.
d. A resident had made a request to Jamie to see a copy of the legal invoices and the check which was written to pay these. The Board is allowed to share that info so Jamie will send this info to the resident.
3) The yearend letter was reviewed with the addition of a statement from our attorney representing State Farm – Bobby Duthie. The statement is included below in red.
Bobby Duthie and Anthony Savastano from the Durango law firm of Duthie Savastano & Brungard PLLC, have been retained by the TROA insurer, State Farm, to represent the HOA in a lawsuit recently filed by TROA members John and Joan Hedemark. The Hedemarks lawsuit was filed against TROA as well as against TROA members Jason and Mariah Kaminsky. The lawsuit against TROA involves the administration and implementation of the TROA covenants and guidelines that are involved with new structures built. The claims and counterclaims between the Hedemarks’ and Kaminskys’ involve the locations of the new structures that will be built on their land as well as an encroachment issue regarding the Hedemark shed structure. The parties to the litigation are attempting to resolve their issues, and if this does not occur, then the LaPlata County District Court will ultimately rule on the claims and defenses.
Jim proposed that we take any legal fees we have between now and the annual meeting out of the reserve fund. The reserve fund is typically used for extra snow removal and for the future when we need to buy a new tractor.
We discussed if there was a minimum and maximum requirement for the reserve fund. We agreed that it would be hard to determine this and will continue to operate the reserve fund as we have in the past. The HOA is operating on a negative cash flow so the reserve fund has shrunk over the years. A guest asked if a vote was required for the Board to transfer the funds for the legal fees from the reserve fund and he was advised that the Board has the authorization to make the transfer.
4) Jim is the Board liaison with Bobby Duthie and the update he is allowed to share is the paragraph in red above. A guest asked if we have a mediation clause in our insurance and the answer was no but that is something we could add to the new CCR’s. The lawsuit in part stems from vague wording in the old CCR’s which the Board wasn’t allowed to change until the new Colorado legislation came out in 2018. The Board is actively involved in updating the old CCR’s to help avoid future issues.
a. A guest asked why we have two attorneys and it was explained that Tracy Cross has been hired to assist the board with updating the governing documents and for the initial phase of the litigation. Bobby Duthie represents State Farm and is strictly handling the litigation.
b. The State Farm policy was put into effect only 2 years ago to cover the Board and HOA from situations like the current one. If TROA loses the lawsuit, the HOA will have to pay the plaintiffs legal fees and the insurance policy doesn’t’ cover that. If this happens the worst-case scenario is the HOA would have to file bankruptcy and disband the HOA. If we win the plaintiff will pay our legal fees and if they settle it’s unclear what that will look like.
c. A guest asked he if could see the lawsuit and he was informed that we were only at liberty to share the case number and he would have to go to the county office and research it himself.
5) Tractor maintenance was brought up at the end of the meeting. It appears a piece needs to be welded on the tractor plow. Preston has arranged for a portable welder to come out and fix it. Our snow removal equipment (both the tractor and the truck) have needed maintenance so our costs for that have been significantly higher this year.
6) Meeting was adjourned at 7:45. Merry Christmas to all and to all a good night😊