MINUTES TO THE MEETING OF THE BOARD OF DIRECTORS OF
MEADOW BROOK HOMEOWNERS ASSOCIATION, INC.
HELD AT THE ELKS CLUB
BONITA SPRINGS, FL
May 21, 2009
Directors Present: Phyllis Thomas, Ernie Nespeca, Marlene Rodak and Paul
Representing Gulf Breeze Services LLC: Michelle Pacitto
Also present: About 10 interested owners
Call to Order and Establishment of Quorum
The Meeting was called to order at 7:05 p.m. by Phyllis Thomas. Ernie Nespeca
noted that four directors were present and a quorum was established.
Ernie Nespeca noted that notice was properly posted in accordance with the
Association Documents and Florida Statutes.
Approval of Prior Meeting Minutes
Marlene Rodak noted that the minutes of the April 16, 2009 meeting needed two
corrections: on the last page under New Business, Resolution on Board
Responsibilities, Mrs. Rodak said that the last statement in the paragraph was
not made and asked that it be removed; Under Other Business Mrs. Rodak
asked that the wording be changed to reflect “…funded properly by the 2007 and
Ernie Nespeca moved to approve the minutes of the April 16, 2009 Board
Meeting as corrected. Marlene Rodak seconded the motion and the motion
carried without objection.
Phyllis Thomas reported the following:
“This message will be short and to the point. I would like to thank the members
who have complied with their violation notices. It shows us that they do take an
interest in how well the neighborhood looks. Also I would like to welcome our
new homeowners who have recently bought in our neighborhood.
I urge all the committees to try to keep their reports and out other issues to a
minimum so that the meeting moves along smoothly.
Also will remind the members this is a Board Meeting and members who are not
on a Committee will get a chance to speak AFTER the Board meeting adjourns.
You will then get three minutes to speak on a topic that you are concerned about.
Paul Ravlin noted that the Association has $22,000 in operating cash and
$145,000 in Reserves. Mr. Ravlin added that there was $19,000 in receivables
with about $10,000 of those receivables being from those in the foreclosure
process. Mr. Ravlin commented that the legal expenses were over budget year
to fate as well as the signage expenditure. Mr. Ravlin added that twelve homes
were still at the Attorney and that two recent closings had netted the Association
Ernie Nespeca moved to accept the Treasurer’s Report as presented. Phyllis
Thomas seconded the motion and the motion carried without objection.
ACC (Chairperson – Jack Winkeljohn):
Mr. Winkeljohn stated there he had several applications, all of which were
approved by the Committee:
197 – increase pool deck, add solar panels, add front screening
204 – add solar panels
134 – install satellite dish
55 – install paver driveway (completed and check returned)
63 - install paver driveway (completed and check returned)
205 – install storm shutters
169 – install storm shutters
58 – install paver driveway
Mr. Winkeljohn also stated that there was a request for changing pavers inside
the cage area but noted that improvements within the cage area do not require
Mr. Winkeljohn stated that an owner informally requested to put a POD in the
driveway in July for moving. Mr. Winkeljohn asked the owner to put the request in
writing and that it must include a time frame such as not more than seven days.
Mr. Winkeljohn added that an owner wished to hire BSU to install a separate
meter for irrigation which would require BSU to bore under the road but they
would repair any damage. Mr. Winkeljohn noted that this was on the old ACC
form and dropped of a new form to be completed.
Mr. Winkeljohn noted that a resolution was made by the Board in 2004 to allow
for non-potable wells and that this wording was also being proposed in the
Ernie Nespeca moved to accept the recommendations of the ACC. Marlene
Rodak seconded the motion and the motion carried without objection.
Covenants Committee (Chairperson – Paul Carr):
Paul Carr reported that the Committee was in the process of reviewing issues
and will be directing Management to send out courtesy letters.
Ernie Nespeca moved to accept Paul Carr’s report and approves of letters to be
sent on the Committee’s recommendations. Marlene Rodak seconded the
motion and the motion carried without objection.
Finance Committee (Chairperson – Georgia Quinn):
Georgia Quinn asked the Board to consider giving authorization to the President
and Vice President to send letters when needed due to timing.
Mrs. Quinn recommended to the Board to consider writing off the small
outstanding receivable amounts.
Mrs. Quinn asked about the signage for the littorals and where the expense was
allocated. Management noted that the expense was not yet booked nor where
the signs installed. Marlene Rodak added that the wrong signs were received.
The Board consented to not install the signage. Mrs. Rodak indicated that she
had photos of all the littoral plantings.
Mrs. Quinn reviewed the Finance Committee’s recommendations to the Board as
Accounts 18, 45 and 141 would be monitored by the finance committee as
there are bank foreclosures outstanding and the Association is named in
the foreclosure suit. If the bank closes and does not pay the Association,
the recommendation is to have the Attorney send a demand letter to the
bank for monies owed.
Accounts 10, 65, 72, 101 and 120 will be monitored by the finance
committee as there are bank foreclosures outstanding and the Association
is NOT named in the foreclosure suit. When the bank takes title, the
recommendation is to have the Attorney send a demand letter to the bank
immediately. Ernie Nespeca moved to continue monitoring accounts 1,
65, 101 and 120 and send a demand letter when the bank takes tile and to
send a demand letter immediately to account 72 as the bank already took
title. Marlene Rodak seconded the motion and the motion carried without
objection. Mrs. Rodak asked Management to inform the Board what the
cost is for the demand letter.
Accounts 130 and 212 have no foreclosures pending. Marlene Rodak
moved to not go forward with a lien on these properties because of the
amount due as compared to the cost of the lien. Paul Ravlin seconded
the motion and the motion carried without objection.
Account 24 was recommended to remove the late fees and interest due to
a misunderstanding of fees at closing. Ernie Nespeca moved to waive the
interest and late fees and asked Gulf Breeze to remove their fee. Marlene
Rodak seconded the motion and the motion carried without objection.
Account 68 and 208 were recommended to write off the fines as they were
now in compliance. Ernie Nespeca moved to write off the fines for these
accounts as they are in compliance. Paul Ravlin seconded the motion
and the motion carried without objection.
Accounts 30, 68, 71, 115, and 133 will be monitored by the Finance
Committee – no action at this time to be taken.
Landscape Committee (Chairperson – Jack Quinn):
Jack Quinn reported that the irrigation was checked and that three sprinklers
were replaced. Mr. Quinn added that the trees along Coconut Road were
trimmed for $1350 which included removing three dead trees and the spraying of
Mr. Quinn added that he asked the landscapers to use hand mowers in the cul
de sacs and to increase the height of the lawn to avoid issues of scalping.
In response to a question on turning off the irrigation, Mr. Quinn noted that the
irrigation would be shut off once it was confirmed that it would be raining daily.
Document Re-write Committee (Chairperson – Jack Winkeljohn):
Jack Winkeljohn reported that he was running into a “brick” wall with some
owners on the proposed documents because they were in favor of an
absentee/secret ballot and asked why it couldn’t be changed at the same time
since the election was being addressed in the proposed documents. Mr.
Winkeljohn noted that with the majority method of electing directors, the
absentee ballot would be cumbersome and not feasible. Mr. Winkeljohn added
that if the proposed documents pass, the election of directors would be based on
a plurality method and therefore the absentee ballot would be applicable.
Mr. Winkeljohn proposed to the Board that he return those affidavits already
submitted with a revised affidavit (attached) that allows for absentee balloting
and provide owners who haven’t yet sent in their affidavit with the new affidavit.
Marlene Rodak was concerned with the cost of this revision but Mr. Winkeljohn
stated that using the new affidavit would be of no cost to the Association.
Ernie Nespeca moved to approve the affidavit with the change as proposed.
Phyllis Thomas seconded the motion and the motion carried three to one with
Marlene Rodak voting against the revised affidavit.
Small Claims Court: Management noted that all legal issues had been put on
hold with Attorneys and in the middle of the “hold” one of the pending small
claims cases was in process and the Attorney needed to know if she was to
proceed. Phyllis Thomas noted that the owner was still not in compliance and
that it was important to uphold the Documents. Marlene Rodak commented that
this issue would likely spill over until next year’s Board based on the length of
time of the prior case. Paul Ravlin inquired if an Attorney had to be used and
Management noted that it was not a requirement. Mr. Ravlin remarked that the
Board could authorize an individual to represent them but no one came forth to
volunteer to do so.
Paul Ravlin moved to continue to pursue the case against the truck violation in
small claims court. Ernie Nespeca seconded the motion and the motion carried
three to one with Marlene Rodak voting against the motion.
Car Carrier Accident: Marlene Rodak asked about the damage caused by the
car carrier back in November of 2008. Jack Quinn and Management noted that it
was about $1100 in damage and that there was no police report done.
Management noted that photos were faxed to the company of the Association’s
damage along with the owners’ damage but no response was received from the
company who was located in Canada.
Amendment to Resolution on Board Member Responsibilities and Conduct (see
Phyllis noted that this amendment was necessary to add in additional
responsibilities and authorizations that are outlined in the Documents. Marlene
Rodak asked what the basis was for the resolution. Mrs. Thomas responded that
it was suggested by the Attorney. Management noted that the Attorney was not
paid to put the Resolution together as the list was provided to and then typed by
Ernie Nespeca read aloud the proposed amendment to the Resolution which was
adopted at the last meeting.
Ernie Nespeca moved to adopt the amendment to the Resolution as presented.
Paul Ravlin seconded the motion and the motion carried three to one with
Marlene Rodak voting against the motion.
Association Records Directive: This was no longer applicable based on
discussions earlier in the meeting.
Road Reserves: It was noted that the replacement value of the road reserve was
$217,000. Marlene Rodak felt that some road repairs were necessary. Mrs.
Rodak volunteered to do a study of the roads. It was agreed that Mrs. Rodak
and Paul Ravlin would serve on an ad-hoc committee to collect bids on the
Contract Renewals: Management noted that the landscape contract rolled over
at the end of April. Phyllis Thomas added that it had an automatic rollover but
could be canceled with thirty days notice.
Marlene Rodak responded that the March meeting minutes stated that the
Committees would review and rebid contracts at renewal time. Mrs. Rodak then
read aloud from Florida Statute 720.3055 (1) as follows:
“All contracts as further described in this section or any contract that is not to be
fully performed within 1 year after the making thereof for the purchase, lease, or
renting of materials or equipment to be used by the association in accomplishing
its purposes under this chapter or the governing documents, and all contracts for
the provision of services, shall be in writing. If a contract for the purchase, lease,
or renting of materials or equipment, or for the provision of services, requires
payment by the association that exceeds 10 percent of the total annual budget of
the association, including reserves, the association must obtain competitive bids
for the materials, equipment, or services. Nothing contained in this section shall
be construed to require the association to accept the lowest bid.”
The Landscape Committee agreed to bid out the landscaping and would submit
the proposals to the Board and make a recommendation as soon as possible.
Legal Issue: Management reported that the Association’s Attorney had a request
from the Attorney representing Stephen Ralli to have a meeting on-site with the
two Attorneys to discuss the case.
Paul Ravlin moved to not approve the meeting between the two counsels. Ernie
Nespeca seconded the motion and the motion carried three to one with Marlene
Rodak voting against the motion.
Towing Authority: Paul Ravlin moved to name the following individuals as
authorized to tow vehicles: Michelle Pacitto, Georgia Quinn, Paul Carr, Marlene
Rodak, Ernie Nespeca and Phyllis Thomas. Ernie Nespeca seconded the motion
and the motion carried three to one with Marlene Rodak voting against the
motion. Mrs. Rodak commented that the current towing signs were not legal and
they couldn’t legally tow at this time. Ernie Nespeca moved to rescind the prior
motion and named the same list of persons as above with the exception of
Marlene Rodak as she voted against the motion. Paul Ravlin seconded the
motion and the motion carried three to one with Marlene Rodak voting against
Meeting Schedule: Ernie Nespeca moved to accept having no meetings in June
and August. Paul Ravlin seconded the motion and the motion carried without
Newsletters: Marlene Rodak noted that part of the Management Agreement is to
copy and mail up to four newsletters a year.
Marlene Rodak moved to run all newsletters through Gulf Breeze so that the
Association doesn’t incur the additional cost. Paul Ravlin seconded the motion
and the motion carried three to one with Ernie Nespeca voting against the
Marlene Rodak moved to adjourn the meeting at 8:55 PM. Paul Ravlin seconded
the motion and the motion carried without objection.
Michelle Pacitto, Community Association Manager
Meadow Brook Homeowner Association, Inc.