A Minority View

The Nevada Revised Statutes (NRS) that cover Home Owner Association (HOA) activities do not provide for owner dissent to Board actions/activities. As a voice of dissent, anyone who challenges the Home Owner Association Board of Directors within their community is given various, and not very flattering, labels. To oppose a Board action from inside the confines of the HOA is risking isolation and ridicule. However, when the Board does not act in the ‘best’ interests of the community, there should be a way to have a meaningful dialogue with the entire community aware of the actions, both positive and negative. That is what a minority voice does to inform the others and ask that they make an informed decision.

What’s this got to do with ArrowCreek?

We are being asked to vote ‘yes’ or ‘no’ on revised CC&Rs and Bylaws. Indeed the President of the HOA has provided a position on voting ‘yes.’  That position, stated in a response to an arrowcreek411 member (identified only as “vote no”) comment (not of my hand), indicates that the accounting controls and ‘prohibitions’ of the ArrowCreek Governing Documents and NRS would prevent a future Board from contracting with the Non-residential area (Golf course) owner to provide HOA funds to support operations of that corporation. However, a close evaluation of the President’s response reveals the following facts:

1.) Internal controls of the ACHOA are absolutely consistent with sound accounting policies and practices. They are also consistent with the current governing documents but may need some minor tweaking to accommodate approved changes. These do not restrict the Board’s power to issue or engage in contracts (certainly direct cash transfers are prohibited by numerous laws and accounting practices).

2.) The revised Governing Documents add a new purpose, and responsibility, to the ACHOA and consequently the Board of Directors. That new purpose is “When such action would benefit the community and the purposes of the Association, the Association may take such action to cooperate with Nonresidential Area Owner for any purposes detailed in this Declaration or NRS 116.”  This is a vague and unlimited additional purpose of the HOA and most definitely fits within the Articles of Incorporation as an additional purpose, so there’s no conflict or restraint on the Board if this is approved.

3.) NRS 116.3102 & .3103 define the power of the Unit Owners’ Association and of the Executive Board.  Within these sections of the NRS is found the power of the Board to issue contracts within and for the community’s interests.  What’s pointed out is a conflict of interest clause. However, the ACHOA attorney has narrowly defined a ‘conflict of interest’ as a person having a direct financial interest in the action to be taken. Since no member of the Board is a ‘stock holder’ in the corporation that owns the golf course, there would be no conflict of interest ruling should a contract be let to provide services for the benefit of the community.

As this is a minority opinion, you are being urged to think carefully before voting ‘yes’ and encumbering your property with potential future dues increases or special assessments.  If you voted prior to the redline document being made available, you are entitled to change your vote, one time.

Thank you for reading and trying to understand a ‘minority’ opinion and do VOTE!!

Ron Duncan

Redlined Versions of ArrowCreek Revised Governing Documents Now Available

ArrowCreek Revised Governing Documents Update From Associa

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3 Responses to A Minority View

  1. paulwburkett says:

    Thank you Ron for your Personal Editorial which is not the position by either the ACHOA Governing Documents Committee and/or the ACHOA Board of Directors. As you have failed to state, the revised Bylaws and CC&Rs were re-written with numerous compromises and restatements to clarify the documents. Just like the NRS 116 is written by our legislature for the best interests of communities throughout Nevada, the Association Governing documents were written by community volunteers with the best interests of the community. A very important and succinct issue that needs to be remembered since you participated in the process Ron.

    Therefore, you position that future Board Members will contract with the Non-Residential Area Owner to the detriment of the Community is at best a scare tactic and at the worst ia complete misrepresentation of the facts discussed with Board Legal Counsel. The NRS 116, the CC&Rs and fiscally responsible volunteer Board Members and Advisory Committee members would not allow this doomsday event to occur. Therefore, I disagree with your statements and representations in your Personal Editorial.

    In addition, I strongly disagree with implied statements by you and specific statements by Mr. Jim Verhey that the Board or the Governing Documents Committee had any negotiating power or leverage to change Section VII of the CC&Rs that control the independently owned 524 acres of land in the community. The rights of the Non-residential owner are protected by land title, PUD Filing. Separate Incorporation Papers, Separate Operating Agreements and Separate Contractual Agreements with governmental authorities. The Non-residential area owner as a For Profit organization also pays property tax to Washoe County where the ACHOA does not pay property tax.

    As we needed to accomplish in rewriting the CC&Rs on the Governing Document Committee, we s committee members needed to understand that the Sub-division has two separate enterprises that each have their own rights which the CC&Rs do provide. That is the reason that both parties are signatories to the CC&Rs. Both parties must agree which both have agreed to the current documents. This point is avoided in your Personal Editorial Ron. Minor but significant issue for all to know.

    However, your comments along with the previous comments of Mr. Jim Verhey do strike a note that we should capitalize upon, We need more positive communication and not Personal Editorials. We need more Community participation to prevent or contain your fears of a ROGUE BOARD as you seem to imply. Therefore, we need to overcome Community Apathy. We need more Lot Owners to WALK THE TALK. Let me explain the dilemma and your brain trust can start providing positive solutions to enhance community participation. FACTS TO CONSIDER:

    The Town Hall Meeting in September had 140 participants reflecting approximately 90 Lot Owners. Where were the other 1,000 lot owners of our 1,086 Lot Owners.

    The Board meetings average 20 or less Lot Owners in attendance.

    The Association Annual Meeting has less than 50 Lot Owners in attendance.

    Most Association Newsletters and Email Blasts are not being read by Lot Owners, since additional material or information is requested or false and damaging rumors are spread through out the community.

    The Annual Christmas Party has around 230 participants representing about 125 Lot Owners, Where are the other 850 Lot Owners?

    The Annual Board Election only generates about 350 to 400 Lot Owners who take the time to vote. Where are the other 600 Lot Owners.

    The Governing Documents were posted on the Association Website for comment. The Governing Documents Committee received less than 4 responses. No comments were made at Board Meetings concerning the Governing Documents except for you Ron. Were are the rest of the Lot Owners?

    I speculate that it will take around 18 months to get enough Lot Owner Votes to approve or disapprove these Revised Governing Documents that I favor passing. This will mean somewhere above 750 Lot Owners will need to take the time to say YES or NO. This will be a tedious process that needs positive care and feeding to get some result from the Lot Owners.

    With this said, I would expect a more positive and community building Editorial from you Ron, YOU are WALKING THE TALK RON but too many individuals are not and they would rather provide false rumors or provide advice not based on facts. Are you ready to talk on the Community Apathy Challenge. I have been battling this for over thirteen years in my involvement with the Association in my varying roles. Come out of the DARK SIDE RON.

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    • Ronald Duncan says:

      Paul,
      I’m actually excited to have an animated conversation of the ‘Minority View.’ Certainly the idea of expressing a perspective other than that of the ACHOA Board or committees isn’t being challenged. In point of fact, the article ‘Minority View’ did not portray the author as writing for either of those entities but of having exactly what was stated, “a Minority View.”
      Indeed, the Governing documents were arrived at through a very serious period of the past two years involving numerous compromises by all factions/parties of our community. That is up until the final throws of document release. At that point the compromises appeared to cease and decisions were made regarding the final content, which of course is the ACHOA Board’s prerogative. Those decisions, however, provided the Board and the ACHOA a new purpose and removed the carefully compromised cap on Dues/Special Assessment increases as the Board felt these would provide greater latitude for the Board. (This is not speculation. It was personally stated to me by Board members.) Is this in the ‘community’s’ interest? Was/is the community aware of these two changes and their implications? Based on inputs received, the answer was/is ‘no.’ In fact, some took it that these changes could provide a cash transfer to the Owners of the Non-residential area. That is absolutely not true and would be an egregious violation of Nevada law and governing documents. However, the Owners of the Non-residential area coming before the Board with a proposal to ‘maintain property values (in the community’s interest)’ via a contract with them would absolutely not be a violation under the new purpose.
      Statements about ARTICLE VII and what was done or not done to alter it in the revised documents. Again, this was a compromise but your assertions are absolutely correct. The committee was handed the changes which were negotiated by the Non-residential Area Liaison Committee and the owner of the area, the Friends Of ArrowCreek (FOA). We, the Governing Documents Committee, listened and discussed the Article but the only clarification we achieved was that a golf member equated to someone who had a full golf membership, social members were not to be counted. So, the Article was blessed as it is in the modified document. Could the outcome have been more favorable to the ACHOA with a stronger negotiation? Perhaps, but that’s for all owners to decide, via their vote on the revised documents.
      Participation in government and governing affairs is never high. Why? Because people want and need to live their lives without additional responsibilities. However, as learned, if you sit back and leave the governing to others, you may not like the result. It is not always in your best interest or the best interests of your neighborhood or community. To raise participation takes items that impact personal priorities – i.e., increasing fees impacts many household budgets. We are all busy and we all want peace and tranquility for our community. So, to achieve this, it will likely take a shift in governance to 21 neighborhoods participating in our organizations. Perhaps we, the ACHOA, should consider having district elections instead of at large elections (3 neighborhoods per district?). Perhaps, ensuring that representatives from those districts communicate with their neighbors on a routine basis. Perhaps having representatives closer to their neighborhoods would prevent the ‘silence’ on decisions and committee thoughts, instead of surprises at town halls.
      Solutions can be worked. The work done on the revised CC&Rs/Bylaws is still 85% valid – just a few additional edits may be needed to achieve greater participation AND encourage consent so the community can move forward with a fresh vision.
      Ron Duncan

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  2. paulwburkett says:

    Ron,

    Thank you for your comments and your beliefs. Your comments along with Mr. Jim Verhey demonstrate a significant misunderstanding concerning the community. How do you motivate a community that is apathetic. I guess, you could stimulate by writing negative and antagonistic emotional pieces that detract from the community or maybe we should write editorial pieces that discus how a diverse community can become even more involved.

    The CC&Rs and NRS 116 are not perfect governing instruments since they are crated by humans with the best of intents. That is the case for the Current Updated Governing Documents that you were a major player in writing, for which now you register your complaint. We need to update and change our governing documents and your commentary does not provide the guidance and direction we need for the community. The one clause you cite assumes that the sky will fall and the worst will occur over the objections of rationale Board and Committee members that will manage these documents. Therefore, I disagree with your premise and position.

    The issue is how the ACHOA Board and committees respond and govern under those documents. That requires committed and active volunteers to be part of the Committees and Board. We do not need to turn away interested and committed volunteers that will read and be criticized by such emotional pieces. We want to generate an optimistic and participatory view of the community and not the doomsday view that you feel must be expressed in your editorial platform. I expected better of you Ron from our joint involvement on the Governing Documents Committee. Compromise and commitment to what is best for the community drove our collective efforts.

    Let me give you some thoughts to consider. We want Lot Owners to WALK THE TALK and get involved. We want Lot Owners that want to work for the betterment of the community versus those that want to continuously tear it down. So how do we get the involvement, let me give you some facts that highlight the battle the Community faces:

    We had 145 people at the Town Hall meeting in September representing at the best 90 Lot Owners. Where were the other 1,000 lot owners of the 1,086 voting members.

    We average 20 or less Lot Owners attending Board Meetings with zero to one email requesting clarification of posted Board Minutes.

    WE have over 350 Lot Owners that will not give the ACHOA their Email address so they can receive timely and accurate communications from the Board and Committees.

    We average 1 to 2 Lot Owners per year coming forward to volunteer for ACHOA Board Advisory Committees.

    We average less than 50 Lot Owners that show up at the ACHOA Annual Meeting.

    We have less than 4 Lot Owners that provided any commentary on the Draft Governing Documents when posted for commentary. We had no comments from Lot Owners at Board Meetings about the Governing Document changes, except for you comments Ron.

    So why are you not taking your editorial platform and you get with Mr. Verhey and start making suggestions for involvement that enhances the positive aspect of the community. October 25, 2017 is the date for individuals to fill out their application to run for the Board. We should see more than three applications. We should see more than 2 applications for Board Advisory Committee positions that are screaming for new participants.

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