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My intent is to offer constructive criticism--it is not to belittle Board members. I want them to see their evolution of thought from an outsiders perspective, and I'm hoping the community will take the time to really think about the seriousness of current activities and the potential impact on their bank accounts.
In the opening to the letter, they write that a legal opinion "significantly affects the outlook for the future." If the Board believes this opinion has put our community at risk, I'm hoping they will explain how this is the case. If they meant to say that the legal opinion saved us homeowners from unnecessarily having to buy "all or part" of the golf course, then I couldn't agree more.
By far the most important information in their recent letter, is the Board's admission that it was pursuing a plan for the community to buy all or part of the golf course. It believes this was a "promising idea" to share "more of the financial responsibility" in order to "fully preserve the amenities" we have at KG. It's worth noting that this was the Board's starting point. This isn't a fall-back, last ditch plan to "fully preserve the amenities that we now enjoy...," this is where they started!
Let's explore an alternative starting point for ensuring we have easement rights. Our bylaws and covenants were created by the Resort LLC (the Declarant), and in these governing documents the Declarant requires the CA to maintain water, septic, road, and other systems in our community. Wouldn't it be logical to ask why we need to buy a golf course (or easement rights for that matter) in order to perform maintenance that the resort requires us to do?
Why didn't the Board start by asking its attorney for clarification of our existing rights? Do our bylaws give us implicit easement rights? Why didn't they do this before trudging down the path to justify buying the golf course? [note: for those who don't know, I am an investor in the resort, but I support the rights of the 2/3 majority who decided not to invest.].
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My greatest disappointment isn't that the Board made a mistake (in my humble opinion) that was thwarted by a series of events and community inputs, but that it wrote its letter to defend its actions (e.g. "For your information", "One of the more promising ideas", "The only way to preserve our amenities", etc..). We all make mistakes, and we are very forgiving of others who admit when their ideas weren't up to par. Wouldn't this letter have felt better if it had a more apologetic tone? Like, "This is what we did, this why we did it, and now we can see that it was a mistake and are pursuing better alternatives." Who among us would criticize that?
I would be remiss if I didn't note the good news in the letter. The Board acknowledges that it is going to address the voting powers issue soon, and that it doesn't expect association dues to increase in the coming year. I'm hoping the Board will tell us what it's position is regarding the LLCs voting powers before it actually takes action.
You can help the Board in determining voting powers by sending Board members a message to let them know how you would like to be represented. Our Covenants gives the Board the authority to determine acreage and voting powers, and it can therefore limit the LLCs voting power to be proportional to the dues it pays (i.e. it pays for 10 lots which is approx 7% of voting power, versus the 83% it asserts it has). board@kahlerglencommunity.com . To assume that the right decision will be made without community (aka your) input is dangerous, so take two minutes to write a message and share your thoughts.
Below is a copy of the first part of the Board's recent letter to the community. I highlighted some key phrases in order to focus on the meat of the message, and I've sprinkled some commentary in a few locations to share some of my thoughts, and to stimulate some of yours.
From your Community Association Board to all Kahler Glen Owners,
As you may know, the Community Association Board has recently received a legal opinion that significantly affects the outlook for the future of Kahler Glen.
For the past two years, a broad-based study group known as the Kahler Glen Vision Committee has been trying to reach a consensus about our future. Although its work has not been completed, it appears that one of its major conclusions would have been that the only way to fully preserve the amenities that we now enjoy would be for all of the Community to share more of the financial responsibility for those amenities, whether seasonal access to golf and snow activities, or simply relaxing at home to enjoy the beautiful views across the golf course.
[jrw: The only way? What does "more of the financial responsibility" mean?]
In addition, you should be aware that we as a community association must provide for all of our own drinking water, sewer system, and good roads, safe and free of snow in the winter, plus ski trail grooming, and these facilities are closely related to the golf course property which is owned by the Resort LLC.
[jrw: If I'm not mistaken, the CA has been maintaining these systems for 20 years. Why is it a problem now? What event drove the process where the Board determined a need to buy the golf course? i.e. this letter talks about a solution, but doesn't define the problem. What happened?]
It has been clear from the outset that many owners at Kahler Glen do not want to be involved, much less invested, in a golf course business. But all of the land on which the golf course, roads, water and sewer systems are located is owned by the Resort. The Community Association owns none of this infrastructure. One of the more promising ideas that arose from Vision Committee discussions for sharing financial responsibility was to have the Community acquire some or all of the land upon which we depend for infrastructure and views. The golf course land could then have been leased back to the Resort at a fair price. In order for the Community to have taken such a step it would have been necessary for us to amend the bylaws and covenants under which we are governed. Changes to these documents ordinarily require a 75% affirmative vote of all owners.
[jrw: this paragraph is kind of surreal. First, it acknowledges that "many" (actually two thirds of) owners do not want to invest in the golf course. Then it says that buying the golf course is "One of the more promising ideas". Promising?
Given the transactions we've witnessed between the CA and LLC, who believes a "fair price" would have been negotiated? This plan exposes owners to a great deal of risk, and is only palpable as a worst case scenario, after all other options have been exhausted.]
The new legal opinion has suggested that such a far-reaching change would require not 75% approval, but 100% approval by the community. It is clear that such a vote is not realistic.
For your information, the 50 or so Resort LLC investors, who like you are Kahler home owners, have put up more than $1,350,000 of their own money to provide the Community with a golf course and other services. They have never received any return on their investments, and most never expected to. Their motivation has been to provide the environment at Kahler Glen that we all enjoy.
[jrw: these are well known facts, but what is the point of their inclusion here? Those who invested did so because they hoped it would help keep KG the same. If some of them were led to believe there would be greater community participation in the resort purchase, then they should discuss these concerns with LLC management.
Citing these facts here seems to be an attempt to make non-investors feel like freeloaders. This is not a way to win hearts and minds. Those who did not invest had their reasons, and their choices should be respected by all. They didn't ask to be put in this situation, did they?]
Further disclosure: seven of your eight elected Board members are also investors in the Resort, but none owns as much as even 1% of the Resort shares.
[jrw: there are more ways to measure loyalty than dollars and cents]
Your Community Association Board has been dealing with these kinds of issues in countless hours of meetings for some time now. Our responsibility is to the entire community, which includes investors and non-investors equally. Our concern is decidedly not about the investors' money at risk, however. It is about how to continue to provide what we now have and to guide the future of the community entirely in the best interests of all Kahler Glen owners.
[jrw: I believe every Board member is guided by a sincere and genuine desire to do good for the entire community. The Board may have also believed that the Vision Committee was a viable way to seek representative solutions. But neither the Board nor the Vision committee have made a sincere effort to involve the entire community in a conversation about KG's future. Instead, they've chosen to constrain ideas and conversation to a small number of people who can attend meetings. The VC is additionally crippled by a serious flaw...the leader of the VC is an LLC manager who has an agenda to spread the debt.
Six months ago I offered to help the VC leadership and the Board implement a communication tool so that VC progress and discussions would be available to everyone for review and comment. I explained at the time that this was important because those of us with young children could not attend regular meetings. My offers were rejected. Every effort I've made to create a community discussion at KG has been ignored by the Board and VC leadership. I even received a nasty note from the Board when I created an email distribution list for the community about 6 months ago.
Why have they been so determined to avoid a community discussion? Why didn't they float their ideas by the community before getting so far into the process? Did they have a predetermined outcome and knew the community would reject it?]
We are presently obtaining and studying other legal opinions on the options before us, as well as beginning the budgeting process for the fiscal year beginning in May. When these options are clearer, we will further inform you and ask for your guidance. At this time we are not anticipating a dues increase next year. And we do expect to address the controversial voting rights issue in the near future.
In the meantime, please be assured that your Community Association Board is working in your interests, as well as those of all Kahler Glen owners.
[the remainder of the letter is not duplicated in this article]
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