This is an email I sent to the HSVPOA Board of Directors regarding the gross and flagrant violation of our Governing Documents, especially our Bylaws and the suspension of these Bylaws in order to convene a Governance Committee meeting.
Dear HSVPOA Board of Directors,
The Governance Committee was approved by the Board on August 16, 2017. The Governance Committee is the committee where all of the governing documents are reviewed, and/or revised, or the committee can create a new governing document. It is then presented to the Board for a vote. The committee is comprised of three board members and the CEO. The Governance Committee is a Standing Committee and is in violation of our governing documents, particularly our Bylaws.
“The Governance Committee is a Standing Committee that is in flagrant violation of HSVPOA’s Bylaws. In particular, the Governance Committee violates Article XII, Section 4, H. This Bylaw reads:
“a member who is serving on the Board of Directors, or whose spouse presently serves on the Board of Directors, shall not serve on a Standing Committee, until after completion of service on the Board of Directors.”
The Governance Committee has been in violation of the Bylaws since its inception in 2017. I believe since 2017 any drafting and/or revisions of our bylaws, covenants, the CMP (CMP is a Governing Document) or any other governing document should be null and void because the Governance Committee does not have legal standing.
Previously, I contacted the Board and asked for the Governance Committee to be disbanded. This information is at the link below. The emails at this link are paraphrased to make reading easier. Link to article on disbanding the Governance Committee
At the HSVPOA Board Meeting held on June 19, 2019, Board Chair, Cindy Erickson, announced the suspension of the rules (Bylaws) in order to revise the Bylaws and committee charters.
See partial transcript from the meeting below:
The Board Chair stated:
“I asked the Board for their concurrence that we suspend the rules to allow the Governance Committee to convene to discuss how best to quickly resolve those inconsistencies. I did get a majority of the Board to agree to allow us to do that and we did that yesterday morning for three hours, I think it was. So, we worked on that and produced the document that you see in the Board packet today.”
Recommended revisions to Bylaws from illegal Governance Committee HSVPOA
15RecommendedRevisions-to-Bylaws-Art.-XIIBylaws: ARTICLE XIX Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order shall govern in all cases to which they are applicable and in which they are not in conflict with the organization’s Bylaws or any special rule of order.
The Board violated Robert’s Rules of Order by suspending the Bylaws. The Bylaws is a contract between the corporation and its members. Suspending Bylaws does not fall under any special rule of order.
“Know when you can’t suspend the rules”
“Unless you provide a rule to allow you to make exceptions, you probably don’t want to have any rules at all. But some rules cannot be suspended:
Constitution and bylaws: Your bylaws are a contract between members, and they can’t be suspended, no matter how great a vote to suspend them may be. Nor can they be suspended because the rule is just too inconvenient. The same goes for any procedural rules written into the laws governing the organization (such as state corporation laws).” Link to Quote from “Robert’s Rules and the Motion to Suspend the Rules
Taking any action that conflicts with bylaws is wrong
“Whenever the U.S. Congress enacts a law that treads on the fundamental rights of a citizen, that citizen can take ’em to task and show Congress just how the law is unconstitutional. Well, bylaws are like that, in a way. Adopting a motion or taking any action that conflicts with your bylaws is wrong — and, under Robert’s Rules, any such action is null and void.” Link to Quote from “The Role of Bylaws Under Robert’s Rule
Disband the Governance Committee immediately
Our Parliamentarian failed to enforce Robert’s Rules of Order pertaining to the suspension of the Bylaws. Due to the Board’s serious infractions of the Governing Documents and Robert’s Rules of Order as pertaining to the Governance Committee, I am again requesting that the Governance Committee be disbanded immediately.
Regards,
Joe Dowden
Anonymous
06/28/2019 — 4:01 pm
The job of Director is hard enough. We know very well they have a lot on their plate. They don’t get paid much. Why are they even on the governance committee? All changes to bylaws have to be approved by the Directors. I see a conflict of interest there.
The job of General Manager to run all of this village with various departments is huge. She does not need to be on ANY committees.
I think this is why mistake after mistake is made. Too many things are going on that will distract from making and having a clear understanding of our governing documents to make prudent decisions on how written to the letter of the law.
HSVP C
06/28/2019 — 4:39 pm
Well stated! Thank you for your support. If you feel this article has merit, please share with all your neighbors.
Sam Taylor
06/28/2019 — 4:42 pm
This was just another step by those who have been in control for the past few years in the attempt to try to usurp power and control so that they can continue their allegiance to a doomed CMP. It shows also that they are desperate and willing to go to any lengths to keep their power.
Lloyd Sherman
06/28/2019 — 4:47 pm
To clarify a statement made above by anonymous, The BOD’s do not get paid! It’s not that they don’t get much, they get ZERO! Although elected officials all of their time is volunteered, so in addition to being redundant to have a Governance Committee comprised of member’s of the board and the CEO, it should be comprised of property owners and as they have a lot on their plate, you would think they would appreciate the help. BTW – were you aware that the application to serve on a committee clearly state that NO POA employee can serve on an HSV POA committee?
Anonymous
06/28/2019 — 6:48 pm
Lloyd, I forgot to put LOL after my statement that the Directors don’t get paid much.
Anonymous
06/28/2019 — 8:50 pm
LN fill out an application? That’s too common for a person of her stature.
Dan Leathers
06/28/2019 — 10:01 pm
The latest outrage. They are either getting bolder, or more desperate, or both. But it’s clear they have no intention of doing what is best for our interests.
Kirk Denger
06/28/2019 — 10:34 pm
The CMP is illegal and all board members since it’s inception are criminally liable of breaking Federal and State laws of Incorporation for premeditatedly chartering and passing illegal Committees. With the exception of Podawiltz, Campagna and Garrison, the HSV POA BOD, CEO and now CFO have intentionally and criminally broken Bylaws, Federal laws and State Laws of Incorporation. Using their positions of trust they have colluded with DPZ (which is Andres Duany, who created the cult of the Congress of New Urbanism), through the use of illegal committees chartered to force the Comprehensive master plan on HSV, which is embezzling property, both tangible and intangible from CCI and all HSV Property Owners.
Every attempt to suspend and or changes to the Bylaws that they have already broken is obstruction of justice, by covering up the crimes they have already committed. The Chair suspending the Bylaws and the eagerness of the Parliamentarian at the 6/19/19 meeting, to motion that the changes to the Bylaws swiftly written up by their team of lawyers should be voted on immediately without even time to read it, proves this. All of these criminal actions will be prosecuted through the Attorney General of Arkansas by the HSV property owners.
The POA BODs and CEO are just now being called out for their criminal actions and more will be on the way as the information is forced to be released by the Saline County Court to Property Owners for proper purposes, which includes being subject to a forensic audit that will bring more corruption to light.
Kirk Denger
07/17/2019 — 9:53 pm
Compagna is no longer an exception and is now complicit in the unlawful BODs since 8/2017. Today complicit in obstruction of justice by voting to cover up the illegal activities of the BODs.
Businessman
06/28/2019 — 10:50 pm
This may be dangerous and costly … deflects responsibility for, and grants authority to move forward with the current plan, marketing expense, the Lodge, etc. to the CMP Advisory Committee. Is this another way to hire a consultant to recommend managements bidding?
Erickson: We’re going to be hearing from the CMP Advisory Committee, probably early in the Fall, with some of those recommendations, that say, here’s the things that effort and resources ought to be applied to in the budgeting season and beyond. And which are the ones we don’t think are well-aligned with what the property owners want to see. That committee is made up of nine property owners that are exceedingly well qualified, in my estimation, to make those recommendations. And those recommendations will come to the Board, will come to the staff and will be made available to the community. So, its quite the effort that way. So, this Board continues to support their efforts.
Will the CMP Advisory Committee present a business plan, operating budget, marketing plan, developers commitment, and more to justify moving forward with the existing CMP?
Anonymous
06/29/2019 — 4:43 am
Gene Garner, your case is getting stronger by the day.
Anonymous
06/29/2019 — 9:21 am
I bet not. Bet he will experience the same results as he did with his first frivolous lawsuit that resulted in his completely losing and we, the POA, having paid out about a million dollars to prove the point.
Kirk Denger
06/29/2019 — 10:20 pm
We are not the POA. The POA has been taken over by DPZ. One Million is a drop in the bucket to the criminal BODs who are willing to go to any illegal lengths to embezzle HSV from the rightful property owners.
Karen Lundberg
06/30/2019 — 1:03 am
To the Anonymous posting to Gene Garner about his “frivolous lawsuit,” I have stated this many times. There is a time and a place for posting under the name Anonymous. If a person is afraid of repercussions by our leadership, then posting under Anonymous is perfectly acceptable. However, if you are going to post anything degrading a neighbor, then Anonymous is unacceptable, and you need to stand up and be a man or woman and state your name. Using Anonymous in this instance is nothing but a coward’s way out, especially when you have your facts wrong. At least get those right if you are going to be a coward behind the name Anonymous. If you knew anything about Mr. Garner’s lawsuit, you would know that while it may have been frivolous to you, it wasn’t to him, and he certainly would not have spent the amount of money he did if he thought so. Secondly, you can stop with trying to make people believe that that lawsuit cost the POA thousands or millions of dollars. Before you go spouting off, at least go read the lawsuit, and you will see that Mr. Garner was charged with all attorneys’ fees, both his and the POA’s. So not only you are a coward, but you are a totally uninformed coward!! And by the way, I am not a personal friend of Mr. Garner’s. In fact, I don’t even know him, but I have read his lawsuit, and I am really tired of seeing people degrade him for standing up for what he thought was right. He had to pay the bill. Let that be enough!!
Anonymous
06/30/2019 — 10:28 pm
There was a great deal of money spent on that lawsuit in staff time preparing documentation for the Court and in responding to the many open record requests. Copies also cost money, you know. This was very costly to the POA, out of our assessment funds. I think losing on the four counts you filed on speaks for itself.
Jerry Carroll
06/29/2019 — 9:12 am
It can’t be stressed too often. Leslie Nalley must go.
Linda Anderson
06/29/2019 — 10:26 am
Who would have thought that this leadership might be so unethical and downright corrupt to use their voting power to brake their own laws. Any Board Member voting for this will have violated Art. 7 of their own Laws and should be removed from the Board. The reputation and honor of every Board Member is at stake. This will be a deplorable and illegal step to make something ILLEGAL into LEGAL. This Board is not above the Law and is accountable for their actions.
A VOTE FOR will cause great harm by a complete disregard for the law and show contempt toward property owners that believed in their character and values.
HSVP J
06/29/2019 — 8:12 pm
Some property owners apparently have no problem with renegade Board members placing themselves above the rules and violating our Governing Documents and suspending the Bylaws to cover up their violations of HSVPOA rules. Property owners that condone the renegade behavior of certain Board members do not have the best interests of HSVPOA property owner members in mind.
Kirk Denger
07/02/2019 — 9:08 pm
Motion for removal of Chair Erickson for violations of Bylaws: Art. VII, Sec. 6 (c): Violation of any Association governing documents, including the Declaration, Articles of Incorporation, Bylaws, policies, rules, or resolutions, as the same may be in effect from time to time, including not reporting a conflict of interest.
Violations of Art. XII, Sec. 4, C & H.
Failure to recuse from voting despite a reported conflict of interest.
Failure to recuse from voting in the previous year and not reporting a conflict of interest.
Replace with Lorri Street, the next most popular vote candidate of the membership.
Elizabeth Bradford
07/21/2019 — 6:18 am
It’s definitely time to drain the swamp !!!