No response yet to formal complaint

FORMAL COMPLAINT, March 27, 2014

Failure of Cardinal Management to provide Minutes of Committee Meetings, and to keep proper Minutes of Executive Sessions of the Board of Directors.

1 — Cardinal Management has failed to provide Minutes of Committee Meetings pursuant to a formal request.

On March 7, 2014, pursuant to Association's Resolution No. 13–1, I requested a copy of the minutes of the most recent meeting (i.e. the last meeting held) of the following committees:

1. Architectural Control Committee
2. Building and Grounds Committee
3. Community Standards and Covenants Committee
4. Swimming Pool Committee
5. Financial Committee
6. Newsletter Committee

Having not received a response from Cardinal Management, on March 18, 2014, I requested Cardinal Management to make available for inspection these same records.

The Condominium Act § 55-79.75.B imposes the same requirements for notice to members, meetings, and record keeping on Committees of the Association as it does on meetings of the Board. It requires the Association to make these documents available for inspection "upon five days written notice". Resolution No. 13–1 lists charges for copies.

2 — Cardinal Management has failed to keep proper Minutes of Executive Sessions of the Board of Directors

The minutes of the February 20, 2014 Board meeting state neither the "purpose for the executive session" nor the "vote on such contract, motion or other action”.

The Condominium Act § 55-79.75.C states: “The executive organ or any subcommittee or other committee thereof may convene in executive session to consider personnel matters; consult with legal counsel; discuss and consider contracts, probable or pending litigation and matters involving violations of the condominium instruments or rules and regulations promulgated pursuant thereto for which a unit owner, his family members, tenants, guests or other invitees are responsible; or discuss and consider the personal liability of unit owners to the unit owners' association, upon the affirmative vote in an open meeting to assemble in executive session. The motion shall state specifically the purpose for the executive session. Reference to the motion and the stated purpose for the executive session shall be included in the minutes. The executive organ shall restrict the consideration of matters during such portions of meetings to only those purposes specifically exempted and stated in the motion. No contract, motion or other action adopted, passed or agreed to in executive session shall become effective unless the executive organ or subcommittee or other committee thereof, following the executive session, reconvenes in open meeting and takes a vote on such contract, motion or other action which shall have its substance reasonably identified in the open meeting. The requirements of this section shall not require the disclosure of information in violation of law.”

The purpose for the Executive Session shall be only that which is permitted under § 55-79.75.C. It does not permit an Executive Session to discuss a complaint against the Management Agent or the Board, unless it is to “consult with legal counsel”.

This is a continuing issue and was presented at length during the 2008 Annual Meeting of the Association and by letter on April 22, 2008 to David S. Mercer (Agent, Southampton Condominium) in which I stated “there is no record in the minutes of an “affirmative vote in an open meeting to assemble in executive session” and/or motion stating “specifically the purpose for the executive session” pursuant to § 55-79.75.C.”

DESIRED ACTION

1 — Make available for inspection the records formally requested on March 7, 2014, i.e. the minutes of the most recent Committee meeting held prior to March 7, 2014 (for all six committees).

2 — Confine Executive Sessions to purposes specifically stated in the Condominium Act § 55-79.75.C; in the minutes, state specifically the purpose for the executive session; following the executive session, reconvene in open meeting and take a vote on such contract, motion or other action; reasonably identify its substance in the open meeting.