CALL TO ORDER: The meeting was called to order at
7:00PM by President Ron. Board members present: Tom Turnbull, Robert English,
Mike Rhodes, Ron Singh, Dave Ullman and Lee Nielson. There were many association
members present. Ron began the meeting
by stating that this was a special homeowner’s meeting and not a normal Board
meeting. He further stated that IAHA
had consulted with its attorney for advice on conducting the meeting. This meeting will be conducted in accordance
with ORS 94.650 and would follow Roberts Rules of Order.
Association
member Matt Van Pelt had set up an electronic Zoom meeting for those who could
not attend the meeting in-person. The IAHA attorney, who was not present at
tonight's meeting, wrote that the Zoom meeting attendees could not actively
participate due to the lack of a proper notice, but Ron indicated he would
allow it this time in the interest of the good of the community.
CONTEXT: Ron explained that this meeting was
requested by Matt Van Pelt who asked for an agenda item “to debate the proposed
changes to the existing Bylaws”. Matt
later asked to “add open speakers time to the agenda, motions to be taken from
the membership and ample time for membership voting”. After the meeting notice was sent out, Matt asked that the agenda
be changed to “a membership vote on a proposed amendment to the bylaws. The amendment will be to increase the voting
threshold for an amendment to the bylaws to 75% to match the CC&Rs”. Ron stated that although not proper, he
would accept that change to the agenda.
ORS 94.650 (2)(c) requires the meeting to stay within the content and
scope of that topic. Ron reminded the homeowners that the IAHA operates as a
representative form of governance, and has an active ongoing vote on amendments
to the Bylaws and CC&Rs. Ron also
referred everyone to the IAHA attorney’s letter to homeowners that was emailed
to all homeowners earlier that day.
QUORUM COUNT: The number of lots represented by
homeowners in attendance (both in-person and through Zoom) was counted up to be
29. For a quorum to exist required 32 lots represented however, Ron took an
informal vote to continue the meeting and did so after seeing a considerable
show of hands.
DISCUSSION: Matt Van Pelt had the floor and drew
attention to ORS 94, stating there were sections of the CC&Rs that had been
moved to the Bylaws, so the voting threshold should be therefore increased to
75% for the Bylaws as a result. Ron countered by stating that ORS 94.635(16) stipulates,
“The bylaws may require no greater than an affirmative majority of votes to
amend any provision of the bylaws”. The
IAHA attorney had confirmed our understanding of this.
There were a few questions
and comments from the homeowners that were off topic and Matt Van Pelt made the motion to adjourn the meeting. Mike Rhodes seconded and the meeting was
adjourned at 7:55PM. Matt VanPelt
conducted his own meeting after the official IAHA Special Members meeting
adjourned.
Meeting092525.doc