HSVPOA Bylaws are not silent on the subject of replacing vacancies on the Board of Directors.
The following excerpt was taken from the Hot Springs Village Voice from an article published on October 8, 2019. This article covered the last Let’s Talk which was held on September 24, 2019. The title of this article written by Nicky Sherman is “A quite civil Let’s Talk covered several topics“:
“Asked what method would be used to fill Garrison’s board seat… [Cindi] Erickson added, ‘The bylaws are silent, there is nothing that prescribes what to do in regarding filling the seat.‘
HSVPOA Bylaws are not silent
HSVPOA Bylaws are not silent concerning replacing vacancies on the Board of Directors. The Bylaws state (in TWO separate places):
Article VII
“Section 7. Vacancies. If a Director, for any reason, does not complete a term of office, the Board may elect, by majority vote of the remaining Directors, any member in good standing as an interim director until the next succeeding election at which time the pendency of the vacant term (if any) shall be filled by a vote of the membership…”
Article VII
“Section 4. …If a vacancy occurs on the Board of Directors for any reason, the Board may appoint a successor Director to serve an interim term being the time until the next election and certification date.”
2018 Board/CEO Credibility issue?
I have been watching and listening to the 2018 board member (holdovers) and their sole employee for well over a year. In my opinion, they have developed a credibility issue with property owners with their single-minded pursuit to promote the CEO’s CMP. This appears to be an effort to promote an agenda that the majority of property owners reject.
We have numerous qualified Villagers who are willing to replace the 2018 hold-over board Directors and they will represent the best interests of Hot Springs Village and property owners instead of a dead-end and costly Comprehensive Master Plan! Let’s get it done.
Remembering Board Director, Dick Garrison.
by Joe Dowden
Dave
10/13/2019 — 10:24 am
I’m all for replacing them with the remaining voted for delegates in order to regain peace in the community. If another “crony” is put in then only more dissatisfaction will prevail. How about for once do as the people ask and curtail YOUR wants and desires.
Anne Shears
10/13/2019 — 10:28 am
The chair’s statement leaves me scratching my head in bewilderment. In 2018, Erickson was on the Board that appointed Ralph Turpin to fill the seat vacated by Bill Rowe. HOW could she possibly NOT REMEMBER that? Turpin held the seat until April 2019 when Podawiltz, Garrison, and Compagna were seated. (Turpin was defeated in the 2019 BOD Election.)
Anonymous
10/13/2019 — 1:04 pm
Anne Shears, the “law” is silent. But not the bylaws. The law for Cindy is Lesley me thinks.
Pat McCullough
10/13/2019 — 11:01 am
In view of the comments above I really have to wonder how the chair person can tell us the by laws do not have a provision to replace a Director who has left their seat before term expires ?? How stupid does this Board and CEO think the people in this Village are?? Seems anytime I feel like ruining my day, all I have to do is look at this stuff in morning and am shot for the day. At least this is Sunday and it has put me in football mode.
Anonymous
10/13/2019 — 12:22 pm
I guess the key word in our ByLaws is “may”. Apparently there is no firm requirement to fill a seat.
Perhaps not appointing someone gives the holdovers a feeling of more power. Who knows?
Or maybe they are just plain afraid to appoint. If they chose someone obviously of their own ilk, that would further enrage the villagers. If they chose someone with neutral or opposing views they risk losing some of their power.
Al Lipson
10/13/2019 — 1:53 pm
Whoever finished fourth in the last election should replace Dick. I know this suggestion was brought up at a BOD mtg., but like many/most/all suggestions from property owners it fell upon deaf ears.
George
10/13/2019 — 4:16 pm
That would be too much common sense for the current leadership.
Much more than half of the election votes went for candidates that were proposing significant challenges to the existing leadership.
To appoint another CMP/Nalley disciple will show true ignorance.
Julie
10/13/2019 — 7:22 pm
They for sure think we are all stupid. And you know what? They are right.
We have done nothing to stop these idiots from ruining HSV. So we are stupid.
Crazy stupid.
Anonymous
10/13/2019 — 8:07 pm
wicked stupid
NittyGritty
10/13/2019 — 8:59 pm
If the seat remains unfilled, there will not be the number of votes there are supposed to be when the board votes on things.
Cindi Erickson
10/14/2019 — 6:46 am
My comment was intended to communicate that the bylaws do not prescribe a method by which a director vacancy is filled, nor do the bylaws require the board to fill a vacancy.
The bylaws state what MAY be done in those cases. You’re right — they’re not silent, but neither are they prescriptive.
Bottom line remains, that the board can either not fill the vacancy, or it can fill the vacancy with any member in good standing that it chooses.
Thanks for the opportunity to clarify.
Tom Blakeman
10/14/2019 — 7:08 am
Thanks for the clarification Cindy. Now do your job and fill the vacancy. You created this mess so fix it.
Jack
10/14/2019 — 8:47 am
Garrison created the mess. And anyone who has ever been on a Board, City Council or Quorum Court knows it.
Anonymous
10/23/2019 — 10:50 pm
Nalley created it, the holdovers cover up for it, and the same-o, same-o continues unabated. Shame on them!
Ron Steinberg
12/28/2019 — 5:01 am
It is evidenced in the bylaws how a board vacancy is to be filled. Nalley and the BOD now has the full responsibility to fill that vacancy per the bylaws as quickly as they created the vacancy. Stop dragging your feet and get the job done now or be prepared to be held accountable as to why not.
HSVP J
10/14/2019 — 8:40 am
Our Chair made a definitive statement to property owners that ‘The bylaws are silent, there is nothing that prescribes what to do in regarding filling the seat.‘
No conspiracy.
In addition, our Chair participated in voting for Ralph Turpin to the position of Board Chair in October of 2018. Turpin replaced Bill Roe who resigned from the Board. That was one year ago this month.
HSVP J
10/14/2019 — 9:03 am
Village Digest – October 29, 2018
We are pleased to welcome Ralph Turpin to the Hot Springs Village Board of Directors following the resignation of Board member Bill Roe.
Ralph Turpin and his wife Bonnie moved to the Village in 2008 from Mansfield, Texas, a fast-growing suburb in the Dallas/Forth Worth area. While living in Mansfield, Ralph was appointed to the Mansfield Planning & Zoning Commission where he served eight years with five of those as chairman. His work on the commission involved developing architectural standards for residential and commercial buildings, thoroughfare plans and ordinances to regulate natural gas drilling wells within the city limits.
Also, his commission planned and zoned several projects using New Urbanism or Smart Growth strategies.
Anonymous
10/15/2019 — 10:11 am
We need to have this director why wait?
Tom Blakeman
10/15/2019 — 1:02 pm
One reason the board will not likely appoint a new director is the Nalley contract issue.
Under her current terms it requires “a minimum of six out of the seven members of the Board voting in favor of termination. . . Abstentions from such termination vote shall be counted as a vote against terminating the Agreement.”
With one missing Board member it would take a unanimous vote. That makes any odds of termination even less likely than the already onerous wording in the contract.
Minn Daly
10/15/2019 — 1:31 pm
Agree totally with Tom Blakeman! The BOD dismissed Dick Garrison for what reason? He disagrees with CEO who is an employee reporting to BOD members, with the exception that legacy BOD members report to CEO! Now look forward to the appointment of someone to replace Garrison who CEO can control. Also look forward to legacy BOD trying to keep Garrison from takeing position as A New BOD member in upcoming election. Everyone is watching this community is suffering from these BOD members actions. Look at Frank Leeming’s report it is not good. Why can’t this BOD admit the errors & move forward to correct them instead of adding more to the issues? We need CHANGE! Minn. Daly
Pat McCullough
10/15/2019 — 9:56 pm
I cannot see how this situation could get any worse. I feel so helpless. I am not happy with having my hands so tied up. There has got to be some kind of solution that will not take 2 years. There are a lot of folks here who do not have 2 years.
Jayne
10/23/2019 — 10:13 pm
Again, it’s their way, whether it makes sense or not. STOP THE BULL—-!!!!!!!!! We are not stupid.
Robert Busse
10/24/2019 — 1:49 pm
In answer to Cindi Erickson Board President. Cindi, you and the Board were quick to spot the errors in several Bylaws and could not act fast enough to get them changed. We do not need Bylaws or any other laws, policies or procedures that are ambiguous. With the word “may” in anything that is supposed specifically to lay out what is to be done completely voids the essences/focus of the directive because it leaves the action wide open as to what is to be done. Cindi, why has this and other ambiguous governing legalities not been changed to eliminate any question as to what is to happen? We had a committee that was to look into all governing documents to modernize them. Did they miss this or has it purposely been left ambiguous so you and the majority can do whatever you want?
Anonymous
10/24/2019 — 4:53 pm
I begin to wonder if the clarification on the word “may” is a bit like President Clinton needing a definition of the word “is”. Surely the implication that you MAY do something is just a polite word addressing the assumption that you will NEED to do something