MINK CREEK OF COLFAX HOA
BOARD OF DIRECTORS 2011
BOARD MEMBERS & TERM EXPIRATIONS
Gary Pierce ------------- January 2013
Joe Whiteside --------- January 2012
Craig Sultana ---------- January 2012
Margie Livingston ---- January 2013
Al Turner ----------------- January 2013
Give Us Your Ideas Below
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Mink Creek of Colfax Homeowners Association Homepage
The Next Board Meeting is February 6th @ 7pm in the Community Clubhouse
This is the Annual Membership Meeting - Please Attend & Let Us Hear Your Comments
Also Please Send In Your Ballot for The Election of Two New Board Members
AGENDA - MINK CREEK OF COLFAX HOA
BOARD OF DIRECTORS MEETING
November 7, 2011
Clubhouse
I.EXECUTIVE SESSION – 6:30pm – Attachment #1
EXECUTIVE SESSION – 6:30pm – Attachment #1A.Hearings
HearingsB.Legal Correspondence
Legal CorrespondenceC.Landscape Contract
Landscape ContractD.Management Contract
Management ContractII.CALL MEETING TO ORDER - 7:00 pm
CALL MEETING TO ORDER - 7:00 pmA.Roll Call - Establish Quorum
Roll Call - Establish QuorumB.Certify Proof of Notice
Certify Proof of Notice C.Approve Agenda
Approve Agenda D.Approve Minutes from August 1, 2011 and October 3, 2011 Board Meetings - Attachment #2
Approve Minutes from August 1, 2011 and October 3, 2011 Board Meetings - Attachment #2III.REPORTS
REPORTSA.President
PresidentB.Treasurer/Finance
Treasurer/FinanceC.Architectural
ArchitecturalD.Pool
Pool D.Management - Attachment #3
Management - Attachment #3IV.CORRESPONDENCE
CORRESPONDENCE None
V.UNFINISHED BUSINESS
UNFINISHED BUSINESSA.Emergency Rations in Clubhouse
Emergency Rations in Clubhouse 1. Solar System on ClubhouseB.Potential Rental of Apartment above Clubhouse
Potential Rental of Apartment above ClubhouseVI.NEW BUSINESS
NEW BUSINESSA.CPA Letter of Engagement - Attachment #4
CPA Letter of Engagement - Attachment #4B.2012 Operating Budget - Attachment #5
2012 Operating Budget - Attachment #5C.Street Light Fixture Replacements
Street Light Fixture ReplacementsD.Propane Tank Area Improvements
Propane Tank Area ImprovementsE.Parking
ParkingVII.OPEN SESSION
OPEN SESSIONVIII.ANNOUNCEMENTS
ANNOUNCEMENTSA.The next regularly scheduled Board of Directors meeting will be held Monday, February 6, 2012 in the Clubhouse at 7:00 p.m.
The next regularly scheduled Board of Directors meeting will be held Monday, February 6, 2012 in the Clubhouse at 7:00 p.m.IX.ADJOURNMENT
ADJOURNMENTMink Creek Newsletter
Ask For The Latest Copy
See Up Coming Community Events
Actions Taken By Your HOA Board
email me: TonaWymore@aol.com
MINK CREEK of COLFAX HOA MAY HAVE SOME CONFLICTS OF INTEREST WITH SELF-DEALING BOARD MEMBERS
Conflicts of interest occur when a director, or the director's family, stands to benefit financially from a matter before the board. For example, the board votes to award a roofing contract to a company owned by the director or the director's spouse, brother, son, granddaughter, etc. Such transactions/contracts are voidable.
Potential Liability. Conflicts or potential conflicts of interest, however, do not not necessarily create liability if:
1. Full Disclosure. The interested director makes full disclosure of the conflict.
2. No Influence on Vote. The interested director should leave the room so remaining directors can discuss the issue fully and freely, and take vote without the affected director.
3. Fair. Even if the director makes full disclosure and avoids influencing the vote, the transaction must be fair and reasonable as to the association at the time it is authorized, approved or ratified. Corp. Code §7233; Corp. Code §310
Recusal. Interested directors may be counted in determining the presence of a quorum at a meeting of the board or a committee thereof which authorizes, approves or ratifies a contract or transaction. Corp. Code §310(c). However, directors must recuse themselves from discussion and voting on issues in which they have a direct personal or pecuniary interest not common to other members of the board. (Robert's Rules, 10th ed., p. 394.) In 1787, James Madison, drafter of the U.S. Constitution and fourth President of the United States, wrote:
No man is allowed to be a judge in his own cause because his interest would certainly bias his judgment and, not improbably, corrupt his integrity. [Federalist Paper #10]
Burden of Proof. If the interested director makes full disclosures and recuses himself and if a disinterested majority of directors approves the proposal of the interested director, the burden of proof falls to the person challenging the transaction. Harvey v. The Landing HOA.
Problems. Even when a director recuses himself, associations should avoid contracting with companies where a director has a financial interest. Such arrangements are fraught with peril both politically and legally.
1. Political Problems. At election time, other owners may accuse the board member of reaping secret profits, taking advantage of his or her position on the board, doing shoddy work, etc.
2. Legal Problems. If the work is defective, the board faces the unpleasant prospect of making legal demands on a neighbor and fellow board member. At the same time, they face political problems with the membership for having given the fellow director the contract in the first place
Read more: Conflicts of Interest http://www.davis-stirling.com/MainMenu/MainIndex/DirectorConflictsofInterest/tabid/1299/Default.aspx#ixzz1fzBxk7mH
from Davis-Stirling.com by Adams Kessler PLC. If your association needs legal assistance, boards can reach us at (800) 464-2817 or email: info@davis-stirling.com.
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