Our member elected Board of Trustees operates under a set of rules and regulations.
Below is the Oath of Office that all Board members signed. Below that are the applicable RCW for the Directors. Below that are the Articles of Incorporation. Below that is policy. These are listed in order of legal importance and application.
As you review these, keep in mind the key words:
Responsibility.
Impartial.
Care & Loyalty.
Duty.
Remove any member of the Board.
Without prejudice.
Not inconsistent with law.
Complete record of all minutes and acts.
Applicable to all members.
Make any needed changes.
The rules, laws, policy and regulations are all in place for an effective responsible Board of Trustees.
They all raised their right hand in an oath to abide by what is written below. Most have, but some have not. They all need to be held accountable.
Oath Of Office:
SURFSIDE HOMEOWNERS ASSOCIATION BOARD OF TRUSTEES
I ______________, hereby solemnly and sincerely pledge that I do accept the responsibilities placed upon me as a Trustee of the Surfside Homeowners Association. I further promise that I will consider all matters of the Board in an impartial manner. I will perform the duties of the office of Trustee of the Association according to law and the Bylaws of the Association.
To all of which I attest my acceptance by my signature
RCW State of Washington:
64.38.025
Board of directors—Standard of care—Restrictions—Budget—Removal from board.
(1) Except as provided in the association's governing documents or this chapter, the board of directors shall act in all instances on behalf of the association. In the performance of their duties, the officers and members of the board of directors shall exercise the degree of care and loyalty required of an officer or director of a corporation organized under chapter 24.03 RCW.
(2) The board of directors shall not act on behalf of the association to amend the articles of incorporation, to take any action that requires the vote or approval of the owners, to terminate the association, to elect members of the board of directors, or to determine the qualifications, powers, and duties, or terms of office of members of the board of directors; but the board of directors may fill vacancies in its membership of the unexpired portion of any term.
(3) Within thirty days after adoption by the board of directors of any proposed regular or special budget of the association, the board shall set a date for a meeting of the owners to consider ratification of the budget not less than fourteen nor more than sixty days after mailing of the summary. Unless at that meeting the owners of a majority of the votes in the association are allocated or any larger percentage specified in the governing documents reject the budget, in person or by proxy, the budget is ratified, whether or not a quorum is present. In the event the proposed budget is rejected or the required notice is not given, the periodic budget last ratified by the owners shall be continued until such time as the owners ratify a subsequent budget proposed by the board of directors.
(4) As part of the summary of the budget provided to all owners, the board of directors shall disclose to the owners:
(a) The current amount of regular assessments budgeted for contribution to the reserve account, the recommended contribution rate from the reserve study, and the funding plan upon which the recommended contribution rate is based;
(b) If additional regular or special assessments are scheduled to be imposed, the date the assessments are due, the amount of the assessments per each owner per month or year, and the purpose of the assessments;
(c) Based upon the most recent reserve study and other information, whether currently projected reserve account balances will be sufficient at the end of each year to meet the association's obligation for major maintenance, repair, or replacement of reserve components during the next thirty years;
(d) If reserve account balances are not projected to be sufficient, what additional assessments may be necessary to ensure that sufficient reserve account funds will be available each year during the next thirty years, the approximate dates assessments may be due, and the amount of the assessments per owner per month or year;
(e) The estimated amount recommended in the reserve account at the end of the current fiscal year based on the most recent reserve study, the projected reserve account cash balance at the end of the current fiscal year, and the percent funded at the date of the latest reserve study;
(f) The estimated amount recommended in the reserve account based upon the most recent reserve study at the end of each of the next five budget years, the projected reserve account cash balance in each of those years, and the projected percent funded for each of those years; and
(g) If the funding plan approved by the association is implemented, the projected reserve account cash balance in each of the next five budget years and the percent funded for each of those years.
(5) The owners by a majority vote of the voting power in the association present, in person or by proxy, and entitled to vote at any meeting of the owners at which a quorum is present, may remove any member of the board of directors with or without cause.
From Articles Of Incorporation:
ARTICLE VI
Powers and Duties of Trustees
Section 1. Subject to limitations in the Articles of Incorporation and the Bylaws and the laws of the State of Washington, all powers of the corporation shall be exercised by or under the authority of, and the business and affairs of the corporation shall be controlled by, the board of trustees. Without prejudice to such general powers, and subject to the same limitations, it is hereby expressly declared that the trustees shall have the following powers;
Section 2. To select and remove all the other officers, agents and employees of the corporation, prescribe such powers and duties for them as may not be inconsistent with law, with the Articles of Incorporation or the Bylaws, fix their compensation and require from them security for faithful service.
Section 3. To conduct, manage and control the affairs and business of the corporation, and to make such rules and regulations therefor not inconsistent with law, with the Articles of Incorporation or the Bylaws, as they may deem best.
Section 4. To issue certificates of membership to approved members in good standing who have paid the initiation fee either in cash or by contract as set by the trustees, subject to such conditions or terms as provided in the Articles of Incorporation and the Bylaws.
Section 5. To charge and/or assess the several parcels of land and the owners thereof as hereinbefore more particularly set forth.
Section 6. To cause to be kept a complete record of all minutes and acts and to present a full statement to the regular annual meeting of members showing in detail the condition of the affairs of the corporation.
Section 7. It shall be the duty of the board of trustees to appoint an Architectural Committee as contemplated by the "Surfside Estates, Restrictive Covenants," to provide for the enforcement of said covenants, and to appoint replacement and additional members to said Architectural Committee as may be necessary from time to time. The board of trustees shall also have the power to adopt, amend and revise existing or additional restrictive covenants from time to time which shall be applicable to all club members and all property within Surfside Estates.
From Operations Manual:
BOARD POLICY – POSITION DESCRIPTION
BOARD OF TRUSTEES
REQUIREMENTS / QUALIFICATIONS:
1. The requirements and qualifications to serve as a member of the Board of Trustees are stated in the Bylaws of the Corporation in Article IV, Trustees and Officers. The only requirement is that the candidate must be a member in “good standing” of SURFSIDE, or the appointed legal representative of same.
CONTROL AND AUTHORITY:
1. The Board of Trustees is authorized by the Articles of Incorporation and the Bylaws of SURFSIDE. Order of Succession:
a. President
b. Vice-President
c. Secretary
d. Treasurer
e. Trustees by seniority
BASIC ASSIGNMENT:
1. The basic assignment, duties and responsibilities, of the Board of Trustees is set out in the Bylaws and the Articles of Incorporation. These Articles set the Board of Trustees as the legal controlling body of SURFSIDE, and sets standards as to how these powers are to be used. It shall be the duty of the Board of Trustees to act at all times in the best interest of SURFSIDE and all its members.
DUTIES AND RESPONSIBILITIES:
1. Review incoming and outgoing mail no less or at least weekly.
2. Inform office staff when out of town, giving location and method of contact.
3. Procedure for office staff to do any work, beyond daily office duties, for trustees are to be routed through the Business Manager.
4. Annually assess, in cooperation with the Business Manager, the effectiveness of the Board, and make any needed changes to the By-Laws, Covenants, Board Policies, Committee Charters, Position Descriptions or Operating Procedures within the jurisdiction of the Board, and make changes to improve the operation of the Board.
1 comment:
nothing we don't already know here
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