Board of Directors
Regular Meeting
NOVEMBER 3, 2003

President Chuck Baker called the regular meeting of the Lake Moovalya Keys Board of Directors to order at 6:05 p.m.

President: Chuck Baker
Board Members: Jack Sweeney, Joe Maxwell, Gary Svider, Bill Risen, Trish Wikoff, Russ Derby

Vice President: Chris Chambers
Board Members: Bob Stroud, Tonya McPherson, Joe Price
General Manager: Richard DiNolfi
Recording Secretary: Becky Braska

Guests: Scott Coykendall (lot 198), Barbara Risen (lot 184), Bob Hansen (VDMA lot 7)
Legal Counsel: John C. Churchill
Temporary Recording Secretary: Sue Thomson
Groundskeeper: Don Braun

With a quorum present, the meeting commenced with Mr. Baker asking Ms. Thomson if she would take minutes of the meeting, which Ms. Thomson agreed to do. Mr. Baker stated that the minutes for the October meeting were not done and, therefore, could not be approved. This also means that there is no posting of October minutes on the web site.

Mr. Baker stated that Ms. Schlosser is no longer serving as Business Manager. Mr. Baker presented the members with Ms. Thomson's résumé and stated that she is a candidate to replace Ms. Schlosser. All present introduced themselves to Ms. Thomson.

Mr. Baker stated there were no reports to review. The October Financial Statements are not ready, as it is too close to the end of the month. There is no Business Manager's Report, General Manager's Report or Groundskeeper Report. Mr. Baker stated that he would rectify the lack of documentation.

Mr. Coykendall discussed the status of the dock construction. He received word from the Army Corp. of Engineers, but stated that he would have more pertinent information by next month's Board meeting.

Mr. Braun stated that he submitted the Groundskeeper Report to Mr. DiNolfi, which report was to be incorporated into the General Manager's Report. Mr. Braun stated that he has purchased a flag at Bayless and that he will hang no-wake signs.

Mr. Sweeney stated that the gate recorder and camera system is ready to be installed, and he recommends infrared cameras. Mr. Sweeney was reminded that infrared cameras were agreed to at last month's meeting and that he had permission to proceed. Al Moroff is to look at different types of recorders. It is recommended that the Association purchase one recorder and four cameras at a cost of $5,000+.

Mr. Sweeney stated that he has done what he can with the information he was able to obtain in connection with the gate coding. He stated that all the names have been entered, but he doesn't have all the phone numbers, stating that he has not been able to obtain the missing phone numbers. The last four digits of the phone numbers will serve as the telephone code, with the entry of the * symbol before the four-digit code. The page system will work by entering the # symbol before the name, which is listed alphabetically. The fire codes have been set. Mr. Sweeney stated that he still needs to code the remaining Vista Del Monumento numbers.

Mr. Braun suggested a letter be sent to each lot owner, including Vista Del Monumento, with instructions as to how to use the new gate-opening system. Mr. Sweeney stated that he would prepare the instruction letter, and Mr. Baker suggested that the instructions be posted on the web site as well.

Mr. Sweeney also stated that Mr. Moroff (lot 178) dropped off his dues' payment three to four weeks ago with Ms. Schlosser, and that as of today, his check had not cleared his bank. Mr. DiNolfi has been shown how to operate the gate codes.

Mr. Baker asked Mr. Hansen to track down all missing lot owners' phone numbers.

Mr. Baker stated that the guard shack has been color coated and that Mr. Braun suggests that the toilet be replaced. Mr. Braun also stated that the guard shack needs to be painted and cleaned up, but that this was a low priority.

Mr. Baker asked Mr. Churchill about the status of the Sandy Brown collection matter. Mr. Baker read aloud the contents of the letter Mr. Churchill sent to Ms. Brown on 10/11/03. Mr. Churchill stated that he has had no response to the letter; however, Mr. Churchill stated that he has not had an opportunity to review his mail in a couple of weeks.

Mr. Baker asked Mr. Churchill about the status of the access problem with Brooke Water concerning the ramp and access rights. Mr. Churchill stated he has had no word from Brooke Water and that he will follow up. He stated that title needs to be conveyed. Mr. Churchill received a title report on the gate area, which is owned by Craig Burge and BMP Development (Phil Eunice and Brian Jackson, principles). David Plunkett has the listing on the "rock pile".

Mr. Derby suggested that Mr. Churchill bring the Board up to date on the title clarification.

Mr. Derby then discussed the status of Ms. Schlosser's transition as outgoing Business Manager, and he stated that there are some dues' checks that are outstanding. Mr. Baker stated that Ms. Schlosser supposedly made some deposits, which Liz at Complete Tax Service and Chris Chambers confirmed. Mr. Baker stated that Ms. Schlosser disconnected the Association's telephone line in her home two weeks ago. Mr. Baker stated that he would be out of town for three days, returning Friday morning 11/7/03, and that he will pick up the Association's computer and files from Ms. Schlosser upon his return. Mr. Derby disagreed with how the transition of Ms. Schlosser was handled in that she was to receive two weeks' severance pay to transition, but that it appears that she did nothing to effectuate a transition. Mr. Baker stated that Ms. Schlosser wouldn't get paid the severance pay if no work was done in the past two weeks. Mr. Baker further stated that all matters concerning Ms. Schlosser would be resolved when he returns Friday morning. He stated that he and Mr. Chambers will pick up everything from Ms. Schlosser by Saturday, 11/8/03.

The members having read Ms. Thomson's résumé, it was suggested by Mr. Baker that should Ms. Thomson be approved to serve at the pleasure of the Board, her job description should be defined as that of bookkeeper, including making deposits, recording minutes of Board meetings (as Ms. Braska is burned out), web site maintenance, the fielding of questions from homeowners, and working with the title companies on escrow transactions. Mr. Baker asked Ms. Thomson if she had any questions, and Ms. Thomson stated that she would be happy to perform these duties, but that she does not wish to prepare annual tax returns, as she is not a CPA, and it would be of benefit for the Association to engage an outside tax preparer who could also serve as check system for auditing purposes. Ms. Thomson stated that it is not mandatory for a tax preparer to do double entry. Mr. Baker stated that there would be no more dual bookkeeping, but that a tax professional could be utilized to perform a year-end, non-official audit. He stated that he spoke with Liz at Complete Tax Service regarding this matter, and that she may not wish to do financial statements based solely on a bookkeeper's work, because she does not use Quickbooks, and if the bookkeeper has made a mess of things, Liz would want to re-enter all transactions on her software.

Ms. Wikoff asked Ms. Thomson if she is home during the day so that she would be available to handle gate cards and clickers. Ms. Thomson stated that she is often not home during the day, but that she is in and out with other bookkeeping jobs locally and that she checks for messages during the day when she is not home. Mr. Baker stated that Mr. DiNolfi would be handling the gate cards and clickers. Mr. Braun asked Mr. Baker if he could dispose of the old gate openers, and Mr. Baker instructed Mr. Braun to dispose of them.

Mr. Derby stated that Mr. DiNolfi should be engaged to deal with all non-bookkeeping issues and daily problems; that Ms. Thomson's duties should be focused on bookkeeping and finances, as well as dealing with the title companies. Mr. Baker recommended that Ms. Thomson take over the bookkeeping duties immediately, and as of 1/1/04, Ms. Thomson would take over for Complete Tax Service in preparing the financial statements. A tax preparer will be engaged to prepare annual tax returns based on Ms. Thomson's financial statements, which would be carefully reviewed by the tax preparer.

Mr. Baker also stated that Ms. Schlosser wishes to purchase the Association's computer. Mr. Baker also suggested that the Association's copier that is in Ms. Schlosser's home be put in the guardhouse. Mr. Braun stated that the guardhouse should be made secure if valuable equipment, copier and cameras, is to be kept there. He asked if a new door on the guardhouse could be installed.

Mr. Risen suggested that anyone handling finances for the Association, including Ms. Thomson, is bonded. Mr. Risen asked Ms. Thomson if this would be acceptable to her, and Ms. Thomson agreed that a bond would be a good idea.

Mr. Risen motioned to approve the payment of a bond for Ms. Thomson, should she be hired. The motion was seconded, and it was unanimously approved that the Association pay for a bond on behalf of Ms. Thomson's proposed duties as bookkeeper.

Mr. Baker discussed with the Board where it should move the second telephone line from Ms. Schlosser's home. Ms. Thomson stated that she would be willing to use her own residence telephone number on behalf of the Association so that the Association did not have to move the second line. Mr. Baker stated that the title companies could contact Ms. Thomson via the web site. It was decided that Ms. Thomson's telephone number could go on the dues' statements, and that Mr. DiNolfi's telephone number could go on the web site so that he can be contacted directly by homeowners regarding non-bookkeeping issues.

Mr. Braun asked about the expected crowd for the Thanksgiving holiday and would the Association need an additional dumpster. Mr. Baker stated that he did not feel an extra dumpster would be needed, but that the trash company could be contacted to make an additional pickup on Friday, if necessary.

Mr. Coykendall asked if anyone knew where he could obtain a map of the Association's lots and corresponding lot numbers. Mr. Sweeney stated he had one and that he would get him a photocopy.

Ms. Wikoff expressed her gratitude for the condition of the grass area, as well as the work on gate system.

Prior to Ms. Thomson being asked to leave the room temporarily, she was asked if she had any further questions or comments regarding her proposed engagement as the Association's bookkeeper. Ms. Thomson stated that she would like to see the Board reserve judgment on whether or not to sell Ms. Schlosser the Association's computer, until after it is removed from Ms. Schlosser's home, and its contents reviewed. Mr. Baker agreed.

Ms. Thomson left the room for approximately ten minutes, and upon her return, Mr. Baker, on behalf of the Board, offered Ms. Thomson the job of Bookkeeper and Recording Secretary for the Association at the rate of $600 per month, with a review in February 2004. Ms. Thomson accepted the offer. She was requested to keep track of her time so that it can be incorporated into her February review. Mr. Baker stated that he and Mr. Chambers would remove the Association's computer from Ms. Schlosser's home this Friday or Saturday, at which time it will be placed in Ms. Thomson's home. Mr. DiNolfi will take possession of the copier. Mr. Baker also announced that Mr. DiNolfi would be the problem point man.

Ms. Thomson was instructed to send e-mail reminders to all Board members, with supporting documentation, one week prior to future Board meetings. (E-mail addresses for Board members present were submitted to Ms. Thomson upon adjournment.) Ms. Thomson will be compensated as an independent contractor, and the appropriate 1099's will be issued at year end for her, as well as all other qualifying vendors who are subject to 1099 reporting.

Mr. Derby requested that Mr. DiNolfi let someone know in advance when he will be out of town or otherwise unavailable on future Board meetings dates. Mr. Baker asked Mr. Braun if he would be willing to serve as Mr. DiNolfi's back up in this circumstance, and Mr. Braun stated that he would be willing to do so with respect to operations, but not with respect to policing duties. Mr. Baker suggested that Mr. DiNolfi be notified that he is to call two Board members whenever he plans on being out of town on future Board meeting dates.

Mr. Braun asked Mr. Baker where invoices should now be directed, as Ms. Thomson does not live in the Keys. Mr. Baker stated that they should be directed to Mr. DiNolfi, and Mr. DiNolfi will coordinate with Ms. Thomson. Mr. Baker stated that Mr. Braun should give his monthly reports to Ms. Thomson prior to the Board meetings.

Mr. Svider opened a discussion regarding a memorandum of proposed rules and fines, prepared by Mr. DiNolfi, and reviewed by the Board members. Mr. Braun stated that it is difficult to define without a decibel meter what constitutes "too loud" in regards to noise control. Mr. Svider suggested that the matter of listing agents who have possession of homeowners' keys for property-showing purposes be addressed in the policy memo. Mr. Churchill stated that all homeowners should be involved in the discussion of proposed rules and fines prior to the Board adopting any rules and fines. He also stated that while "noise" is difficult to define, "nuisance" violations are easier to specifically identify with. After no further discussion, the matter was tabled for further review at next month's Board meeting.

Mr. Baker stated that the next Board meeting is set for December 1.

The meeting adjourned at 7:15 p.m.

Submitted by Recording Secretary, Sue Thomson