A NEW HOPE: New Directors Change Board Meeting Dynamic

In arguably one of the more civil POHOA Board meetings in recent memory, the addition of the combined Directors Tunna, Flanary, and Mowery changed the dynamic. A dispute over Zoom Access for a disabled homeowner opened the meeting. It resulted in a 3-2 vote to cut them out of the meeting while their husband raced across town to attend in person. It is likely heading for separate action(s) to resolve.

Otherwise, President Ballweber’s Chairperson duties were executed with better flow and response, leading to a fairly efficient meeting overall that ended on time. Treasurer Jones presentation about our finances was direct, succinct, and without references to buying gold or his expert sources.

But, it was Director Tunna’s preparation and organization for the meeting that was the key feature of this shift. Director Tunna came prepared to the meeting with written proposals that were submitted to other Directors in advance of the meeting who then seemed familiar with the material. It limited questions and moved us into the motion without getting bogged down in first-take discussions. It reflects the dozens of hours for work researching, engaging other Directors, and synthesizing everything into a concise proposal. He gives us new hope of a better way to do the Association’s business.

The only matter that was perhaps in minor dispute was whether he needed to be an Administrator of Frontsteps or simply a Manager to accomplish his mission (designations within the website). Director Ballweber would not let Director Tunna simply be the Administrator, but finally agreed that he may need access to certain digital tools and the Frontsteps Customer Service in order to do the work. A rare unanimous decision led to him be named Co-Administrator of Frontsteps.

Here is his proposal:

Discussion of the ‘dog incident’ was largely uneventful, but once again, Director Tunna came prepared with a written approach broken into 3 motions that essentially amounted to a commitment to get paid legal advice prior to considering his informed and thoughtful options. Again, it was an informed discussion about the options that led to more focused input from homeowners. His proposal was easily passed, and after months of inaction, it appears POHOA may finally be getting legal advice to consider the options Director Tunna laid out.

Here are his motions on that topic:

Finally, the moment everyone had been waiting for, the Petition for a Special Meeting was revealed, and it was surprising in a few ways. First, they gathered signatures on 12/18, which was merely 4 days after the election, which is essentially a recall action. These members didn’t like the outcome of the election, and chose to use this mechanism given to HOAs via the Non-Profit Act (7-128-108) to remove Directors Flanary and Mowery. However, they went a step further with the creative attempt to bar anyone who is removed per 7-128-108 from service for 3 years by amending the Bylaws.

While much discussion surrounded the topic of removal, the essential business of the meeting was to schedule the meeting. There were questions about this approach to changing the bylaws, and Director Ballweber actually cited the correct interpretation of them whereby the Bylaws may be changed with a majority vote of those present at the Special Meeting. Directors Tunna and Mowery had cited CCIOA’s 67% requirement, but were unaware of the exception noted in our documents. Point well taken.

Director Mowery requested an accommodation in scheduling for medical treatment, but was denied the accommodation not based upon whether it was reasonable or any of the other criteria that should be considered, but rather on Director Ballweber’s insistence that the only thing that mattered was a majority vote by the Board. This may not be true, as accommodation may be necessary for some situations.

A follow-up request was sent to the Board on 1/11, so while it is unlikely the Board will accommodate Director Mowery’s request for rescheduling or remote access, the fact remains that thoughtful consideration of the request was not done at the meeting as required by law. The HOA can deny the request if it meets criteria, but none of this was allowed into the discussion at the meeting.

What was quite surprising about the Petition, which was apparently organized by former Directors Jen Hutchinson (who is now our accounting contractor, without a vote by the Board) and Linda Brucker. It is ironic that they are suggesting the Bylaws be amended because:

• Both argued vociferously against any modification of Bylaws in a “piecemeal” fashion
• Director Hutchinson argued against barring participation as a Director when proposed by Mr. Mowery in January of 2020 as part of his Compromise Solution to Mr. Flanary’s actions
• Director Hutchinson appears to argue that homeowners can bypass the Board to change the documents with direct votes by homeowners

The proposal appears simple on its face: If you are removed per 7-128-108 proceedings, you cannot serve again for 3 years. The problem is that it does not distinguish between political actions and actions based upon written grievances with underlying verified facts, or any criteria at all. Attempts to discuss and resolve this with Petitioners Ms. Hutchinson and Ms. Brucker were met with an “absolute no” response. I’ve reached out to Ms. Hutchinson for comment, but have not received a response before publishing.

The Non-Profit Act already gives homeowners such powers to bar homeowners from serving as Directors with the same quorum of 9 households signing a petition. But, the matter is brought before a judge, who is impartial, and is then decided based upon the fact-patterns that meet the criteria.

If this were applied to the Board removed in 2019, the fact that Director Ben Johnson simply stayed on the Board to prevent Directors Flanary, Hammond, and Gloria Jones from using Action Without A Meeting inappropriately would be unfairly held against him. And, while I argue that removal began with my Formal Complaint on 5/15/19, Ms. Brucker who sat next to me at the removal meeting on 8/27/19 when I advocated FOR my own removal, seems to have complete amnesia of that fact.

In a sense, it’s Pandora’s Box, as the mere threat of removal with such a low bar for a penalty will likely lead to abusive use of these petition powers. Getting 9 signatures is easy, particularly when you have examples like Mr. Flanary getting signatures for the 10/20/22 Petition from persons who didn’t even know what they were signing. This will undoubtedly lead to Directors resigning to preserve their right to run again in the future – which accomplishes what, exactly?

All that said, it is expensive to go to court. When I investigated having Mr. Flanary barred in 2019, the quotes I got from attorneys was between $20-30k as a retainer, and that was conditional upon minimal contesting of the matter. Having the means to address true issues of Directors who have a pattern that meets the criteria set forth in 7-128-109 without going to court is at the very least, desirable. But, a poorly formed Amendment to the Bylaws could backfire and make things actually worse with two groups that literally cannot let go of control of the Board. And, for the record, I voted FOR Mr. Flanary in the 12/14/22 election, as I would rather have him on the record and sharing the workload than acting as puppetmaster from the proverbial shadows. I would not vote for his removal.

For those who are not members of each of these neighborhood political groups, I was told after the meeting that, essentially, we don’t matter. I was reminded of how few votes I got to be elected, therefore, barring me from participation in their mind was justified. Those who support me because I’m the only person who represents issues they feel are important also don’t matter.

This is literally the reason why Robert’s Rules of Order talks about Tyranny of the Majority, and as one it’s principles offers a guarantee: The Minority Shall Be Heard. With Director Jones advocating experts that promote Anti-Diversity, the lack of respect for any minority of any kind is obvious and palpable.

The funny thing about the whole situation is that ignoring or suppressing opposition by refusing to allow items onto the agenda now has a loophole approved by the Petitioners – just change the documents yourself! Get 9 signatures and you can bypass the Board if you can schedule a meeting just inconveniently enough to make sure your supporters can make it, and preventing others from accessing it electronically means . . . you would win the day with a majority of an actual minority of the community.

That said, even if Directors Flanary and Mowery were to resign, the 3rd agenda item must proceed now that the Petition is accepted and scheduled. It’s one of these “careful what you wish for” situations that I don’t think most homeowners will figure out before they vote for it.

Wouldn’t sitting down and finding a way to resolve disputes be superior to having your neighbors canceled?