RHRC Quarterly Meeting Minutes - 4/16/2012
Rancho Heights Meeting Minutes from Quarterly Meeting Held on 4-16-12
For list of attendees see attached sign-in sheet:
1.) Review of new Committee member and changes was discussed and voted on by the
Committee. Doug Eaton, former Chairman, resigned from the Committee and was
replaced with Jon Driscoll. Jeff Rising has been elected by the Committee as the new
Chairman.
2.) Current treasurer Craig Hill will be leaving the community at the end of April so interviews
for possible replacements were discussed. Jon and Jeff outlined a plan where interviews
could be held on Monday the 23rd, which would allow for all (5) current Committee
members to participate in the replacement process. As of 4-16-12 the Committee is aware
of two possible candidates. Jim Thomas and Everett Dunnick. The Committee requested
that if anyone else had interest they should notify the Committee as soon as possible.
Note: Both the replacement for Doug and for Craig will only serve as replacements until
the October Annual Meeting. Doug and Craig’s terms were both up at this time so if either
of the replacements wants to remain on the Committee they will have to run for the
Committee.
3.) The review of the Communities’ insurance policies is ongoing. There are concerns
regarding how the current General Liability policy is written so the Committee voted
unanimously to use Bill Reese CPCU, of Glenn, Goodwin & Associates out of Redlands. A
couple of issues regarding the General Liability policy was that the current policy only
listed some 60 owners instead of the actual 142. Although the current policy listed 9 miles
of road it only listed the name of one, Rancho Heights Road. The new policy will list 9
miles of road but will include the names of all the roads in the Community. The current
General Liability policy expires at the end of April so he Committee will coordinate as
required to make sure that a new policy is in place and we do not incur a lapse in
coverage.
Beyond the General Liability coverage the need for Directors and Officers Insurance (D&O)
coverage was discussed. Bill Reese has requested the historical documentation from the
Community in order to provide a quote for comprehensive D&O coverage. Jeff pointed
out that there is an opinion among some in the Community that road funds should not be
used for anything other than direct maintenance of the roads. He went on to say that
there are others in the Community that consider the need for D&O insurance as a
necessity to protect volunteers serving on the Committee, and is just part of doing
business in a responsible manner. Pending further legal input, which is currently being
sought, the prudent thing to do is to error on the side of protecting the volunteers on the
Committee. It is not reasonable or fair to expect anyone who chooses to serve on the
Committee, on behalf of the rest of the Community, to risk their personal assets while
serving. Jeff went on to state that there was clearly a need for the Community to better
define what business the Committee could and could not conduct without a formal vote.
Obviously, as stated above, this is one of the first issues that will be taken up with our
new legal council, the Community and the Committee.
A Community member who is in the insurance industry volunteered to review the any
insurance quote that was received. Jeff will be sure and copy this person on quotes when
they are received.
4.) The next item discussed was the review of all pending legal actions.
First was the status on the pending appeal by Mr. Taufer. This issue is still ongoing
pending the next action by the court. The Committee will continue to follow up with
council for the Community, Mr. Caietti as it relates to this issue. At this time we are
expecting the appeal to be heard in July of 2012.
Second issue is the Memorandum of Understanding (MOU) recently negotiated between
Gill, Rieker, Bullfinch and the Community. The Community filed a lawsuit against Gill,
Rieker and Bullfinch for interference with the Communities insurance company. These
actions proved to be the primary reason that the Communities insurance was canceled at
the time. Note: a representative for the insurance carrier at the time also stated that the
complaints from Mr. Rieker were not the only reason the insurance was canceled. No other
details were recorded or appear to be available regarding this matter. Ultimately this has
resulted in much higher insurance premiums to the Community. After over 12 hours of
negotiations the Committee members agreed to an MOU that would bring an end to the
litigation as in this matter. The hope on the part of the Committee was that legal
expenses could be curtailed and some good faith could be demonstrated. Since the
signing of this MOU two issues have arisen. First the original hand written MOU
contained a confidentiality clause that council for both parties did not think could be
enforced since the MOU obligated Community money towards a resolution. Jeff stated
that the Committee was of the opinion that this information could not be and should not
be kept from the Community. The Committee is currently in the process of consulting
with Mr. Caietti regarding this matter and will push for some final action in the coming
weeks. The second issue is that on the very day that the MOU was signed Mr. Rieker had
contacted one of the Community’s previous insurance companies with further comments
and complaints. This would appear to be a direct violation of the MOU; however, the
Committee is reviewing the implications of these actions with both Mr. Caietti as well as
the council for Gill, Reiker and Bullfinch.
A comment was made from residents at the meeting that they appreciated the updates
and want to continue to be updated. The Committee stated that they would keep
everyone as informed as possible on these matters.
5.) The next issue discussed was the letters received by the Committee from various folks
since the last annual meeting in October of 2011. (copies of all these letters and the
respective responses were attached to the agenda that was distributed in the meeting, see
attachments)
a. A letter was received from Mr. Gonzales dated 11-11. A response was issued by
Mr. Caietti dated 12-8-11.
b. A letter dated 1-24-12 from Timothy J. Prince was sent to Doug Eaton. A response
to this letter has been drafted by Jeff Rising and is still under review by the
Committee. The Committee will try to finalize this response within the next two
weeks and send it out.
c. Also distributed and reviewed was an email received dated 3-25-12 from Michael
Deutsch.
d. The last letter received and reviewed was a letter from Mr. Ayala dated 3-25-12.
This letter was read in the Quarterly meeting as requested by Mr. Ayala and will
also be read in the annual meeting as requested. His letter noted that he had
double paid his assessments but was not informed of this in a timely manner. Jeff
stated that although mistakes do happen this should have been addressed in a
more proactive manner.
6.) The next issue discussed was the ongoing effort to find legal council that had experience in
unincorporated associations. The reasons for this are as follows:
a. We need definition regarding what can be done about the current voting process?
i. Need more Community input
ii. Need quicker turn around with voting process
iii. Define what needs to actually go to a vote
iv. Can we put a time limit on voting response
b. Try to define what we actually are, “ an unincorporated association?” and what
does that mean regarding our ability as a Community/Committee to take action
and make decisions?
c. Mr. Caietti has expressed that he would like to finish up the legal issues he is
currently involved with in the Community then move on. Beyond this, his
expertise is not in associations.
d. Make sure that as the Community moves forward all decisions and actions are
based upon the best legal foundation possible. Make sure that what we do is
defendable.
The Committee, pursuant to a previous vote, has retained Mary Howell’s firm to assist in
collections. The Committee has also voted to pursue further discussions with Kevin K.
Johnson as they relate to some of the bigger identity and legal based action issues. Both Mr.
Johnson and Mary Howell come to the table with good experience; however Mr. Johnson
comes in at a better rate. We are anxious to see what we can learn and resolve. Ultimately
the goal is to end and avoid costly legal action whenever possible. After an initial investment
in answering some of the required fundamental questions the Community will not require the
amount of legal council we do now.
A Community resident provided the name of Mr. Giardelli as another possible contact for legal
advice. This resident has had personal experience with Mr. Giardelli and recommends that we
talk to him. Jeff asked how much experience Mr. Giardelli had in San Diego county, the
resident was not sure but would email Mr. Giardelli’s contact information to Jeff.
Clearly the goal is for the Community to get the best value possible as it relates to legal
advice. If one firm proves to be ineffective then the Community/Committee needs move
quickly to a firm that provides the service the Community needs.
7.)The final issue on the agenda was the availability for residents to review the records. The need for
any and all landowners in the Community to review both the financial and voting records was
discussed. Obviously the voting records as they relate to who actually voted for what or who need to
remain confidential by law; however, all voting tally records and financial information should be
readily available for review.
The Committee commented on the fact that a time is being coordinated from Mr. Everett Dunnick to
review “the books” and/or files upon his return from Europe . Despite the MOU signed in 2007
between the Community and Mr. Dunnick, Jeff stated that it was only reasonable to allow anyone,
including Everett, to look at anything they wanted.
Comment was made by a resident in attendance that despite the perception of some folks the ability
to review the records has always been in place.
Other Discussions:
Comment was made about large parcels with proxy votes and how this has become a lopsided
process and detrimental to the voting process. Claim was made that landowners may attend said
meeting in person or by proxy, but that proxy votes were for voting on elected Committee members
only. (DRRMA in Sec 9 (d) “order of business at such annual meeting” appears to allow voting for
elected members and proposed assessments. Is proxy voting only adequate to be something or to fit
a purpose for election of member?
A resident present volunteered to research such sections in the Agreement which have been
challenged. Jon Driscoll recognized three areas of review, legal counsel, insurance, and engineering
study on Community roads and there conformance to County standards. If there is an injury as a
result of road construction, or the lack thereof, could a knowledgeable person claim against the
Community/Committee? The volunteering resident asked what standard would be reviewed,
past/existing or current requirements? Mr. Barbanell asked the same question.
Ron Barbanell took a moment to express his gratitude for Craig Hill and all that both he and Jackie
have done for the Community over the years. They will be missed and it is a loss to all of us that they
will be gone. Mr. Barbanell also acknowledged Mr. Jonathan Geller and Mr. Phil Burke for their
service to the Community.
Many were made regarding the behavior of Mr. Reiker during the meeting. Concern was voiced
regarding certain types of behavior and the impact of this behavior on everyone’s property values.
Many residents present in the meeting expressed frustration regarding what could be done, if
anything, to curb this type of behavior. Both Jeff Rising and Phil Burke expressed a certain level of
understanding as it related to the frustration everyone might be feeling, but could not offer any final
and/or permanent solutions to this ongoing issue. The only resolution eluded to would be a more
proactive and open dialogue between Mr. Reiker and the Committee/Community as a whole. Jeff
expressed the importance of listening to all issues and complaints by the Committee and committed
to keeping everyone informed.
In Closing: Thoughts From the Chairman
First off I would like to thank those residents who made time to attend the Quarterly meeting. It
always seems to be the same set of folks who care enough to be informed and involved.
I have spent a considerable amount of time over the last several months trying to come up to speed
on all the challenges and issues facing our Community. (an effort that is still a work in progress)
Clearly the many different convictions of those associated with a Community such as this can serve to
both unite us as well as polarize us into an “us” and “them” posture. This is not only normal but
completely understandable; however, I believe that my responsibility as a Committee member is to
try to focus on what is best for the Community long term. I am obligated to give equal time to both
the “us” and the “them” so please let the Committee know what you think. The Committee cannot
and should not take action without your input and we welcome your comments and concerns.
Please understand that as a Committee member I do not have the latitude to ignore, characterize or
disregard the comments and concerns voiced by anyone in the Community. Despite some of our
differences, Rancho Heights is filled with smart, considerate folks who all share the same desire to
enjoy their life in Rancho Heights.
It is critical that as we move forward we do so on a legal basis. We need to be sure that our actions as
a Community are defendable. As we move into some of these uncharted areas we all need to be
prepared for the fact that things may not always be congruent with our personal opinions and or
wishes. We need to be willing to ask the difficult questions and to challenge each other in a proactive
manner. This is not always going to be a comfortable process but if we stay engaged and committed I
am convinced that we will achieve what is best for the Community as a whole.
Please feel free to email your comments to the Rancho Heights website. Thank you again for your
interest and commitment and I look forward to seeing you at the Quarterly meeting in July.
Date Minutes Meeting Held:
Monday, April 16, 2012