03/25/21 ANNUAL MEETING: SPECIAL REPORT BY VICKI ROBERTS WITH ASSISTANCE FROM ARTHUR ANDELSON
Posted March 26, 2021. Your Editor provides the following Special Report of the March 25, 2021 Annual Meeting, with assistance from your Roving Reporter, and with commentary and satire indicated inbold blue and pictures.
Editor’s Special Report:
This edition is entitled “To The Victors Belong The Soils”
The control of the grounds has been determined. It is now time to congratulate the victors and welcome the new members to the Board of Directors. We would like to recommend that the new Directors make an effort to get to know their constituents, and that they be prepared to meet their charges.
The election brought out various factions of the community. It was great to see so many people involved in carefully and thoughtfully choosing their preferred candidates.
Most of the candidates respected each other and fought the good fight.
There was no spitting, scratching, biting, punching, or kicking.
Although some thought it was a knock-down-drag-out fight to the finish.
Regardless of whom you chose as your representatives, it was great to see so many people engaged in the process and participating in the election by exercising their right to vote.
So without further ado, we move on to the Annual Meeting.
Annual Membership Meeting:
Marion opened the meeting by declaring that there was a “quorum of the Board” and that the meeting was properly noticed. This was odd, considering that this was specifically not a Board meeting. In fact, she should not have been conducting the meeting at all. It was the residents’ annual meeting and should have been conducted by the property management firm. We called this out last year as well, to no avail.
As your Editor stated last year, this is not a Board meeting; it is a residents’ annual meeting, so why is Marion presiding over this non-Board meeting? The property manager should be running this show, and president/candidate Marion Weil had no business being at the helm of this non-Board meeting.
Marion stated that technical assistance with the Zoom and the Owl was being provided by Mike Blackman, Jeff F. Green, and Arnie Green.
Deborah Balka, the property manager, led in the Pledge of Allegiance.
Marion then said “we are conducting a streamed Board meeting…” Again, this was most certainly not a Board meeting. It was the annual membership meeting. She continued with this farce by stating, “This is the last meeting of the current Board…” No, that was on March 17, 2021. This was not a Board meeting and Marion had no business conducting it as one.
The property management firm staff then seemed to partially take over.
1. Certification of quorum of total voting interest.
Ron Capetina, Regional Director of FirstResidential, the property management firm, stated that there were 462 envelopes presented.
2. Approval of 2020 Annual meeting minutes.
Ron then asked for approval of the Minutes to the 2020 Annual Meeting, and stated that he needed a resident to make the motion or to move to waive the Minutes, whatever that means. Barbara Gordon made the motion to waive the Minutes. A man named Larry seconded it. Ron did not take any member vote thereafter and that matter just died.
3. Appointment of Inspectors for the Election.
Ron then stated that the Appointment of Inspectors was already done prior to the meeting.
4. Election voting closed – tallying of votes.
5. Resident input session.
[Editor’s note: Marion again usurped the function of the property manager’s office and took it upon herself to conduct this part of the meeting. She then called on your Editor after your Editor indicated she wanted to speak.]
1. Vicki Roberts: We sent the following email on Wednesday, March 24, 2021 to all Board members, all candidates, and the property manager:
“Subject: Annual Meeting: Agenda Error and Procedural Statutory Violations
Dear Board Members, Candidates, and Property Manager:
All Board votes must be done at an open meeting. There is no wiggle room on this; the statute is clear. 720.303(2)(a) and (b) mandates that a meeting of a quorum of the Board to conduct association business has to be open. Voting on officers is association business. If it was done behind closed doors for 10 years, then the Board violated the statute for 10 years.
It is association business. There is no exception carved out in the statute for nomination and voting of officers. Meeting behind closed doors to make those types of decisions is totally illegal - that would be an in camera session and in camera sessions are exclusively reserved for attorney client privileged matters and personnel matters, as specifically set forth in the statute.
Choosing chairpersons and who will be liaisons to committees should also be done at a public meeting and not behind the scenes. Those are illegal board discussions and votes when they occur behind the scenes. Discussions by a quorum of the Board prior to any vote are also required to be done at an open meeting. This means that discussing these matters privately and then openly voting does not comply with the statute and is in flagrant violation of the statute.
Furthermore, the Agenda separates out the residents’ vote of Board elections from the Organizational Meeting of the new Board where the Board votes on officers. There should be another Residents’ Input Session prior to the voting by the Board for officers because the previous Residents’ Input Session occurs before the announcement of the new Board and the residents have a right to comment on the Board’s election of officers prior to the Board’s vote on officers.
The residents cannot do this at the one Residents’ Input Session as stated on the Agenda because they don’t know who the new Board members are at that point and they have a right to comment, make suggestions, and make objections concerning potential officers prior to the new Board’s vote on officers. They are prevented from doing so based on the current Agenda and the improper process clearly shown on its face.
Not allowing the residents to comment prior to the officer vote is in flagrant violation of 720.303(2)(b). Demand is hereby made to add another Residents’ Input Session prior to the new Board’s vote on officers which itself must be public at the open meeting.
Finally, all Board member votes must be made public and cannot occur in private or secretly. The statute is crystal clear on this requirement and the Minutes should reflect on who voted for whom.
Vicki and Arthur”
So, are you guys ---
Marion: you’re three minutes are up. Vicki: no, they’re not. That letter was 2 minutes and 20 seconds; I timed it four times, and that’s without the interruption [someone started to speak in the middle of your Editor’s reading the above email].
[Editor’s note: this is not the first time that this wayward Board member has cut off your Editor during Residents’ Input Sessions prior to the expiration of the mandatory three minutes allotted by both the Florida statute and the HOA’sgoverning documents.
One time, you may recall, Marion rushed the speaker’s podium, leaving her cane behind, to physically try to grab the microphone from your Editor’s hand before the two-minute mark after she illegally deemed that the residents would have only two minutes to speak. So, this behavior, while despicable, was predictable. Undeterred as usual, your Editor continued.]
Vicki: So, are you guys going to have another Resident Input Session before the Organizational Meeting and is that Organizational Meeting going to be public as required by the statute? Yes or no?
Marion: The Organizational Meeting will be public. Thank you.
[Editor’s note: there was no answer to the question about the required Residents’ Input Session and indeed there was none. This was the first meeting of the new Board, and the statute requires that whenever a quorum of the Board meets, there shall be an opportunity for the residents to speak. So, the new Board failed to comply with the statutory mandate. Not a great way to start, people.
Furthermore, as you shall see below, when the new Board was seated at the Organizational Meeting, the audio was improperly muted. More on that later.]
2. Harvey: 720.303 paragraph c, 3, says secret ballots may be used in the election of officers.
[Editor’s note: yes, it does say that; however, what may not be secret is the meeting about it nor the discussions about officers. Just the actual ballot may be secret. And depriving the residents of the required input session, as stated above, is entirely wrong and a flagrant violation of the statute.]
3. Jerry Dinerman: “Since this is an Annual meeting of the residents, and not a regular board meeting, the previous board and its officers are no longer running this meeting. Rather, it is being run by First Service Residential Management Co.
Since an Annual meeting of residents is open to all residents under Florida statutes, residents are allowed to hear all parts of the meeting. When the organizational meeting first begins after the election is over there are no officers yet available to run that meeting. So, the meeting is still being run by our management company and under Florida statute it is still open to all residents. That includes the ability to hear what is being discussed by the newly elected board members during their own officer’s election.
Unlike a number of prior years when there was no audio available during officer’s election, I insist, on behalf of all residents that under Florida statute, First Service Residential makes sure that audio is fully available through the Zoom program during the officer’s election.”
[Editor’s note: Jerry is 100% correct, and yet the audio was again muted for the Organizational Meeting as described below. This state of affairs is intolerable and the new Board must take ownership of this failure. Was the entire new Board unaware that the audio was muted? Was not one person on the new Board or with the property management firm tuned into this complete shut-out of the residents?]
4. Joyce Winston: [Editor’s note: Joyce questioned why the residents could not see on the full screen the room where the counting was taking place and Alan Silver explained how to do so, and that resolved that issue.]
5. Director Sue Schmer: I’ve been muted by the host since the meeting began.
[Editor’s note: that’s how we all felt during the Organizational Meeting.]
[Editor’s further note: the vote tabulation was in full swing. For some unknown reason, candidate Diane Fiorillo-Green’s husband, Jeff F. Green, was wandering and meandering around the room. The only other wanderers and meanderers were the staff of the property management firm. Ron Capetina then announced the results.]
Here are the election results in order of most votes received to least votes received:
Bob Dingee: 387
Jeff D. Green: 314
Alan Silver: 243
Harvey Ginsberg: 233
The above candidates are now new Board members. The remaining candidates and the votes they received are:
Mike Gentry: 216
Diane Fiorillo-Green: 179
Marion Weil: 170
Therefore, the four new Board members are, in alphabetical order:
Jeff D. Green
The total number of votes cast was 1,742 (adding up all the votes for all the candidates). Each ballot provided for four votes to be cast. Dividing 1,742 by four equals 435.5. This means that on average, 435.5 residents voted for four candidates. Since Ron stated that there was a total of 462 households that voted, this necessarily means that not all households cast their vote for four candidates. Per the statistics, 26.5 of them did not vote for four candidates and cast their vote for three or less candidates.
The candidate who came in fifth (Mike Gentry) lost fourth position by only 17 votes, which is less than the number of households (26.5) that submitted votes without marking off four candidates. While it cannot be said that they would have voted for him, it does stand to reason that he had a real shot at fourth position had the voting households all voted for four candidates.
The sixth place contender lost fourth place by 54 votes, so that would not have likely changed the outcome for that candidate (Diane Fiorillo-Green) and the seventh place contender lost the fourth place by 63 votes, so that would not have likely changed the outcome for that candidate (Marion Weil).
Of course, with 462 households out of 600 voting, that totaled 77% of the households which cast a ballot in this election. That means that 23%, or 138 homes, did not vote at all. That in itself is a significant figure. It is unfortunate that there are so many members who do not participate in choosing their overlords. It is urged that those who failed to participate have no business complaining when things don’t go their way down the road.
We should point out that we had a record number of readers on our Cascade Lakes Election Report 2021 according to our Google Analytics. We clearly had many, many more readers than those households who actually voted. It seems to us that if you are interested enough to read about the election, you ought to be interested enough to vote in said election. Enough said.
Congratulations to the winning candidates and to the community! We hope that these choices will not disappoint us or you. Rest assured, going forward we will continue to monitor the Board’s actions and bring you endless reports on their lengthy meetings and whacky decisions.
Also out for a vote was the Amendment seeking to reduce the community vote requirement from 75% to 66 2/3% and to reduce the amount required for a project to require a community vote. This was a bundled vote, forcing an up/down vote on the two issues together, which we strongly opposed on procedural grounds, because it did not give you, the members, the choice to decide each issue independently. The results for this ballot were as follows, according to Ron Capetina:
For the Amendment: 215
Against the Amendment: 205
The Amendment failed because it did not receive 75% of the votes required to pass. Ron stated the percentage required was 66 2/3% but this was incorrect.
Ron then stated we all could have a residents’ forum if we liked while they gave the new Board 15 minutes to get to the clubhouse for the Organizational Meeting. That does not satisfy the required Residents’ Input Session because the session must be before the Board of Directors, not to an empty room.
The only resident standing there watching the new Board choose officers was again Jeff F. Green, failed candidate Diane Fiorillo-Green’s husband. He was not assisting with the Owl or the Zoom. Mike Blackman was in charge of the Zoom.
The new Board took its place (all seven members) and proceeded to have a discussion about community business (the Amendment and Ron’s misstatement that it needed 2/3 to pass when in fact it needed 75% to pass, which he then corrected, and the officer voting). It was clear from the video that the process of choosing officers had officially begun. The following exchange took place in the Chat function:
Vicki Roberts: unmute the meeting. (8:03pm)
Mike Blackman (Zoom operator): we will momentarily – nothing is happening.
[Editor’s note: in fact, they were clearly in the process of voting and they were chatting.]
Vicki: the meeting needs to be public. Mandatory.
Vicki: the public has a right to hear.
Vicki: you have a quorum. (8:05pm: still no audio.)
Vicki: “THIS IS A BOARD MEETING THAT REQUIRES AUDIO.”
A resident unmuted themselves and spoke: “why can’t we hear anybody? Mike, we can’t hear anybody.”
8:07pm: [Zoom function unmuted]Ron: I misspoke about the Amendment. We needed 75%. The Amendment still doesn’t pass. I will open this up to a Board discussion and meeting.
[Editor’s note: in fact, a Board discussion and voting was already in progress.]
Harvey: motion to not have a discussion. Second: Linda. Ron: All in favor? Unanimous.
[Editor’s note: the new Board was already having discussions. Harvey was likely referring to further discussions involving officer selection.]
Harvey: second motion. Officer ballots to be secret. Second: several Board members. Ron: All in favor? Will be secret. [Ron did not state the vote count on that second motion. Was it unanimous? What was the vote? How will the Minutes accurately reflect this vote if he did not announce it?]
Ron: someone nominate a president. Richard Greene: I nominate Jeff D. Green for president. Ron: Second? Linda: second. Ron: Jeff, do you accept? Jeff: yes. Alan: I nominate myself. Ron: second? Robert Dingee. All in favor?
[Editor’s note: It is unclear what he meant; there was a nomination and a second; there was nothing for the Board at large to vote upon at that point. He did not announce anything beyond that concerning his request for a Board vote. It appears he was a tad confused. Perhaps he meant to say, ‘any other nominations?’ but that’s not what he said.]
Ron: Jeff Green and Alan Silver are nominated.
[Editor’s note: the Board then voted by secret ballot and Ron then opened the papers with the names to announce the vote for President]
Ron: Jeff, Jeff, Jeff, Alan, Alan, Jeff, Jeff. The new president is Jeff D. Green.
Ron: the nominations for Vice-President. Richard Greene: I nominate Harvey. Alan: second.
Ron: all in favor? Six to One.
[Editor’s note: Ron did not identify the lone dissenter, so we inquired and were advised that it was Sue Schmer.]
[Editor’s further note: Harvey, welcome to your first day as vice-president.]
Ron: Treasurer. Richard Greene, seconded by Robert. All in favor? Unanimous.
[Editor’s note: it was not clear who nominated Richard and no other request for nominations was made by Ron.]
Ron: Secretary. Harvey: I nominate Linda. Ron: Linda declines. Jeff: I nominate Sue. Sue: I decline. Ron: Alan said he’ll do it. Robert, seconded. All in favor? Unanimous. Adjourned at 8:13pm. Sue: we need to vote. Ron: all in favor? Passes unanimously.
[Editor’s note: the officers are as follows:
President: Jeff D. Green
Vice-President: Harvey Ginsberg
Treasurer: Richard Greene
Secretary: Alan Silver
By the way, per the governing documents, neither the Treasurer nor the Secretary are required to be Board members. They can be ordinary members from the ranks of the entire membership. There does not seem to be a mechanism at this Organizational Meeting to allow for the nomination of non-Board member officers for Treasurer or Secretary. Just something to think about for the future.]
[Editor’s further note: We do not hold the Zoom operator’s failure to unmute the beginning of the Organizational Meeting against him because we give him the benefit of the doubt and presume that he was following instructions from someone; we would like to know who that someone was and why that someone flagrantly violated the Florida statute.
That being said, a big shout-out to Zoom operator Mike Blackman and his faithful assistant, Arnie Green, for doing a great job administering the Zoom meeting. We thank them for their continued service and volunteerism.
We also thank Jeff F. Green for his assistance presumably with the Owl system, which was also very helpful so that we could see all angles of the room where the counting was taking place.]
And so concludes the 2021 Annual Meeting and our Special Report. The first Board meeting of the newly installed Board (not counting the brief but flawed Organizational Meeting reported on above) is April 7, 2021 at 9:30am. Cheerio until then!