Summerplace Improvement Association
Board of Directors
November 14, 2015
Minutes

Following the annual meeting on November 18, 2017, the newly elected SIA, Inc. Board of Directors met at the home of David Courage. Present were elected Board members Mary Beasman, Walter Garrard Bart Heikes, Chuck Picard and Dave Wolfram.

The meeting opened with Bart Heikes nominated Walter Garrard to continue as President of the SIA Board of Directors for the upcoming year. This motion was seconded and approved by a unanimous vote of the Board members. Following his election as President, Walter asked Bart to continue as Vice President of the Board and requested Mary remain as Board Secretary.

Board members discussed the number of new residents moving into SIA. It appears SIA is a highly desirable location for those seeking a home in Vero Beach, close to the beach that is not in a gated community. With the new residents come significant renovation project s as well as new construction. Board members will consider possible volunteers to join the ARC to assist with the many building projects underway now and those anticipated within the future.

With no further business, the meeting was adjourned.

Respectfully submitted,
Mary Beasman, SIA Secretary

Minutes 2015

The minutes of the Summerplace Improvement Association, Inc. annual meeting held on November 14, 2015 are amended to include the following:

February 24, 2016
The owner of 1960 W. Barefoot presented a complaint to be recorded in the minutes of the meeting in order to make SIA members aware of the issue regarding the commercial vehicle and the trailer parked on the adjacent property at 1980 W Barefoot Place The compliant expressed concern that this situation is against SIA rules regarding trailers and is lowering property value. Both realtors and potential buyers looking at the trailer next door to 1960 W. Barefoot Place have commented on the unattractive condition of the property and questioned the trailer there.

Walter advised that the Board has been dealing with this issue with numerous attempts to resolve the situation. To date, the property owner at 1980 W Barefoot has been uncooperative in working with the Board on the various options to correct this situation. Walter informed those present the Board will address the issue of the trailer with the membership at its first meeting in 2016.

SUMMERPLACE IMPROVEMENT ASSOCIATION, INC
Minutes of Annual Meeting
November 14, 2015

The annual meeting of the Summerplace Improvement Association, Inc. was held at 10:00 a.m. on Saturday, November 14, 2015 at 1820 E. Barefoot Place, the home of David Courage.

1. The meeting was called to order at 10:10 a.m. by SIA, Inc. President Walter Garrard who welcomed those present.

Walter recognized and thanked SIA Board members Mary Beasman, Bart Heikes, Chuck Pickard, Dave Wolfram and Treasurer Sue Harvey for their time and commitment to our community.

Walter welcomed new SIA members:
– Holly and Steven Melchiori closed Oct. 30 on the former Colligan cottage at 1930 W Shell.

– Note: Craig and Teri Colligan are closing soon on their new renovation project at 1910 W Shell

– Margarita and Fred Kraus new SIA residents at 1880 E Shell Lane

-Nastia and Joe Nutt purchased the home at 1921 W Barefoot Place and the adjoining lot at 1941 W Barefoot Place

Additionally, Walter welcomed the following SIA members who are now full-time residents:
– Renee Hall and Jim Chalkley are full-time SIA residents as of July at 1840 E Barefoot. Walter expressed thanks to Renee and Jim for the design and labor adding pavers and improving the E Barefoot beach path access.

– Camilla and Angelo Zuffato will return to Summerplace as full-time residents following the completion of their new home at 1811 E Pebble Path.

2. Calling of the Roll
Secretary Mary Beasman called the roll and announced a quorum to be present either in person or by proxy and certified all proxies for voting.

3. Proof of notice of meeting
Proof of Notice of the Meeting was presented to President Walter Garrard.

4. Report of Officers
a. Treasurer’s Report
Walter summarized the SIA financial statements distributed with the annual mailing and reviewed the updated income statement of expenses and income through October 31, 2015. Recent expenses in October included the annual mailing, the annual tree trimming, etc.

Discussion of 2016 Budget
Discussion of the 2016 Budget included information on adding shell and fill to all SIA roads during 2016. This has not been done for 4 years due to both the lack of funding in the budget and more recently, the major construction projects in SIA with heavy trucks on our roadways.

Additional discussion regarding the 2016 Budget concerned legal costs. Walter advised a lawsuit brought by Robert Jaffe of 1802 E Barefoot Place was served on SIA, Inc. and individual SIA defendants on November 26, 2014, the day before Thanksgiving. In January 2015, the SIA insurance coverage provided attorneys to handle the litigation involved with this lawsuit for both SIA and the named defendants who were sued by Robert Jaffe for doing the business of the organization. However, our litigation counsel advised it is important for SIA to have a General Counsel to handle non-litigation matters for SIA. In a unanimous vote last June, the Board agreed to Warren Dill being our General Counsel. Mr. Dill is not on a retainer. Rather, he bills SIA as it is necessary to engage his legal services.

Walter addressed the confidentiality of the litigation. Our litigation attorneys constantly stress the importance of this confidentiality regarding the lawsuit Defendants named in the lawsuit are not able to discuss the details of the suit. Walter expressed appreciation to the membership for their understanding of this.

Pooled Reserve
Walter explained a portion of the surplus income from 2015 is designated for the new shell and fill on the SIA roadways. The remainder would provide a fund for unanticipated expenses.

At the conclusion of the discussion on finances and the 2016 budget, a motion was made and seconded to accept both the 2015 financial statement and the 2016 budget, as well as to establish a Pooled Reserve. In a voice vote, this motion was approved by the members present, with no opposing votes.

b. President’s Report 2015 Update
SIA Volunteers
– Walter extended his appreciation and gratitude to the many SIA members who volunteer their time on behalf of our community. In particular, he cited Dave Courage for his ongoing support of SIA, Inc. and Chuck Pickard who, as chair of the Maintenance Committee, works tirelessly on the upkeep of our community common property areas and roads.

Additionally, Walter acknowledged the following SIA volunteers:
– Phil and Carol Glade for their assistance with the annual mailing and the annual meeting, as well as Bart Heikes and Van Ganious for helping to deliver the annual mailing packets and, together with Dave Courage and Chuck Pickard, followed up with members to encourage the return of the annual meeting paperwork.

– Dave Courage and Chuck Pickard, and the SIA members who volunteered for various SIA maintenance crews, etc.

– The volunteer members of the Architecturall Review Committee and the Nominating Committee

-Lil Miller-Fox for maintaining and handling postings on the Summerplace website (Summerplaceflorida.com)

-Annual Meeting volunteers, including Dave Courage for the use of his home

-Walter addressed the importance of volunteers to SIA. He encouraged participation on the various SIA committees and in helping to maintain SIA roads and common areas. He noted volunteer assistance is especially needed during the summer months when the rainy season causes pothole issues at the A1A end of each SIA road. Members interested in volunteering may contact anyone on the Board to become an active volunteer with SIA.

Request to remove name from ballot of candidates for the Board:
– Walter reported that 12 days after the annual mailing was sent to SIA members, Robert Jaffe requested his name be removed from the ballot listing candidates for the 2016 Board of Directors. This request was made by Mr. Jaffe who felt his qualifications to serve on the Board should be made available to the membership, together with information regarding the other Board candidates.

– Walter advised there is no history of SIA providing candidate information to the membership with ballots for the Annual Board election. Nor has SIA done this at any other time. As a practical matter, people in our community are neighborly and Board candidates are known generally to the membership through their volunteering, participation and support of our community.

– On October 28 2015, Mr. Jaffe requested that the email in which he withdraws his name from the ballot be made available to SIA members, together with the information he submitted to the Nominating Committee regarding his qualifications to stand for election to the SIA Board.

– Working with legal counsel, it was decided Mr. Jaffe’s email of October 28, 2015, and the qualifications he provided to the Nominating Committee would be posted on the community bulletin board and on the Summerplace website (Summerplace Flporida.com). Additionally, it was agreed this information would be read at the 2015 SIA annual meeting and become part of the permanent record of this meeting as follows:

October 28, 2015: Email from Robert Jaffe to Walter Garrard:

Mr. Garrard,
Are you saying that you did not receive any information on my or other nominee directors’ qualifications before sending out the ballot? What is the harm in providing information on the qualifications of those who will run our Association? The fact that the Board has not fulfilled its duties for years by sending out the qualifications of candidates for the board is not surprising. I am running in good part as you know because of the long history of the board having failed to consistently act under the Declarations as it so admits even in public hearings. The reason is solely attributable to the Board of the Association for which you have served for years. I think it is presumptuous to assume that members know the candidates’ qualifications. I certainly do not know (with no disrespect) what qualifies the other candidates, including you, to be on the Board. As an experienced board member, I have never participated in an election where a ballot package is totally devoid of any information on the candidates, except at Summerplace. If no information is to be provided other than a name, then the voting is being done with the intent to withhold even the basic qualifications or lack thereof to unfairly and wrongly control the election process by this Board. Accordingly I will not participate in a sham election and request that my name be removed and members be provided this email with my qualifications and answers to the nominating committee. I had hoped, because of the nominating committee’s request, that the board had begun to change its ways of a few unqualified residents controlling the Association.

Robert Jaffe

Qualifications provided to the 2015 Nominating Committee by Robert Jaffe
HOA: 2 years president of HOA in San Diego, California

Finance: Harvard MBA Loeb Rhoades Fellowship (voted by faculty to be outstanding graduate in Finance) and Baker Scholar (highest honor in graduating class)

Chairman of the Audit Committee: A Life Medical, Inc, Bebe Stores, Inc., and Hot Topic, Inc.

Chairman of the Board of Directors: Hot Topic, Inc. (for 10 years, 6 years as public company); A Life Medical, Inc. (Executive Chairman through sale to subsidiary of United Heathcare); Keylime Software, Inc (acquired by Overture, Inc), Perlan Therapeutics, Inc., Bebe Stores, Inc (Vice Chairman of the Board)

Board Member: Combichem, Inc. (sold to Dupont Pharmaceuticals Research Laboratories); Digirad, Inc. (until public offering effectiveness); Cameron Health, Inc (sold to Boston Scientific Corporation in 2012), E.S.I Software, Inc (acquired by Macromedia, Inc)

Summerplace HOA Board Objectives: use of funds from assessments for the sole benefit of members to improve safety and security of roads and access paths as first priority; reduce conflict and long standing substantial legal expenses over the last 10 years by uniform consistent application of HOA rules and regulations derived from Declaration and board members disqualifying themselves from votes on interested matter.lastly, place 5 year term limits on directors

5. Committee Reportsa. Architectural Review Committee
As chair of the ARC, Walter reported the following:
– Joel Graff will soon secure the CO for his new home at 1841 E Shell

– Angelo and Camilla Zaffuto will complete construction on their new home at 1811 E Pebble Path in early 2016

– Jim and Carol Lewin are well along in the constructing of a new home at 1821 E Shell

– In 2016 Andrew and Roseanne Dulgoze plan to begin construction on a new home at 1999 W Shell

– Ron and Tammie Lowe will soon provide plans to the ARC for their home to be constructed at 1940 W Barefoot

b. Maintenance Committee
– Committee Chair Chuck Pickard reported the replacement of some stairs on the SIA beach stairs due to the recent extra high tides and major winds. He thanked Dave Courage for tightening the bolts on all the beach stairs this summer to help ensure the stairs did not sustain any major damage.

– Chuck noted it has also been necessary to replace part of a railing on the E Shell beach access due to dry rot.

– Chuck explained it was necessary to hire another tree trimming service for the SIA annual trimming last month. This company had heavier equipment that made it possible to trim the tree canopies on our roads. Overall it was a good job. But there were several issues with too much trimming done in some areas.

Fortunately, in Florida all will grow back in a few weeks. Before the next major trimming, additional tree services will be considered to handle this.

– In answer to a question about the E. Shell cul du sac, Chuck indicated that following construction at that end of the road, the invasive Australian pine that was removed from the cul du sac will be replaced with another species.

c. Nominating Committee
Mary Kirby reported for committee chair John Lehnhardt that legal counsel was consulted in advance of the committee providing the list of candidates for the ballot. Additionally, on behalf of the committee, Mary encouraged more SIA members to consider serving on the Board in the future. Those interested should contact John.

6. Unfinished Business
There was no unfinished business.

7. New Business
a. Discussion of minimum qualifications for election to the SIA Board
Walter discussed the suggestion to establish an ad hoc committee to consider establishing basic qualifications for serving on the SIA Board. John Lehnhardt, who chaired the Nominating Committee this year has agreed to chair this ad hoc committee. Phil and Carol Glade and Lil Miller-Fox volunteered to participate on this committee. Others interested in being on this committee should contact John.

b. Discussion of approval of Board vote if special assessments become necessary
A discussion was held on how best to proceed should a special assessment become necessary during the next year. A resolution was proposed as follows:

Whereas SIA is just one tropical storm or high tide from major repair or replacement of the beach stairs; and whereas there is uncertainty of what future legal expenses may be incurred; therefore be it resolved that the SIA membership authorizes the Board to levy a special assessment as necessary, not to exceed $500 per lot annually for any extraordinary, unforeseen expenses that the Board deems necessary for the well-being of SIA, Inc. and it’s members.

A motion was made and seconded to adopt this resolution authorizing the Board to levy a special assessment as necessary, not to exceed $500 per lot annually, for any expenses the Board deem necessary for the well-being of SIA, Inc. and its members.

A voice vote was taken and this motion was approved by the majority of the members present, with no opposing votes.

c. Ballot Count
A ballot count was conducted and the following SIA Board Directors were elected for 2016: Mary Beasman, Walter Garrard, Bart Heikes, Chuck Pickard and Dave Wolfram.

With no further new business, the meeting adjourned at 12:15 p.m.

Respectfully submitted,
Mary Beasman, Secretary

———————————————————————————————–

SUMMERPLACE IMPROVEMENT ASSOCIATION, INC
Board Meeting Minutes
July 14, 1015
Attending
Board President Walter Garrard, Vice-President Bart Heikes and Secretary Mary Beasman

A meeting of the Summerplace Improvement Association, Inc. Board of Directors was held on July 14, 2015, at the home of SIA Board Vice President Bart Heikes. SIA President Walter Garrard called the meeting to order at 5:00 p.m.

Report of the Architectural Review Committee
Walter shared the plans submitted by Mr. and Mrs. Fred Kraus for a PVC gate and pavers to be installed at the A1A entrance of 1880 E. Shell Lane. The gate and the pavers meet ARC guidelines and were unanimously approved by the Board members present.

Treasure’s Report
The Board will request a current balance sheet and profit and loss statement from Treasurer Sue Harvey.

New Business
Sale of Two SIA Properties
Bart Heikes advised that on July 17, 2015, Mr. and Mrs. James Worthy will close on the sale of their home located at 1921 W. Barefoot Place and the adjacent lot at 1941. W. Barefoot Place. The new owner of the home and the lot is Joe Nutt and his family.

Walter confirmed that Mr. and Mrs. Scott Windham have moved to Indian Trails. The sale of their Summerplace home will be handled by Cita Trust. Walter has spoken with Larry Carr of Cita Trust and advised him of the SIA by-laws and governing documents, SIA annual dues and the interview process for new members.

Unfinished Business
Update on Legal Matters
Walter provided an overview of the latest SIA legal expenses resulting from the lawsuit initiated in November 2014 by Robert Jaffe of 1802 E. Barefoot Place against SIA and several individual SIA members. Additionally, Walter advised on specific recent legal matters and discussions with SIA attorneys related to this lawsuit. This information is privileged and confidential as per attorney-client confidentiality.

Removal of Australian Pines and Brazilian Peppers
Walter indicated the removal of Australian Pines and Brazilian Peppers from properties within SIA will be addressed in early August.

With no further business, the meeting was adjourned.
Respectfully submitted
Mary Beasman, Secretary