I.  CALL TO ORDER    Meeting was called to order at 2:05 PM and all were in agreement that Desi Dundics would act as Chairman for the meeting. All Directors are present at the meeting and a quorum was announced. For lack of an official Secretary, Association members Richard L. Gonzales and John Thomas agreed to take minutes, with final drafting to be done by Desi Dundics.  The members attending the meeting in addition to the Directors are: Robert Taylor, Billie Taylor, John Thomas, Janna Thomas, Kellie Gonzales, Connie Gregson, Joyce Scahill, John Scahill, Richard Gonzales and Kathy Lynch

II.  SELECTION OF OFFICERS   As required by the Bylaws, the Directors proceed to select the Officers, which are to be President, Vice President, Treasurer and Secretary.  The duties of the Officers are described in the Bylaws, Art. VIII.

For the office of President: The Chairman explained that in accordance with the Bylaws and previous Director comments require the President to be a Member of the Association and a resident of Archuleta County.          (*** Later clarification: upon further examination, the Bylaws only requires that the President be a Member of the Board. The Bylaws requirement to be a Member of the Association and resident of Archuleta County is only a requirement for two of the five Directors and does not apply to the position of President ***). Those desired requirements as stated would prevent three of the Directors from serving as President, and the two Directors who met those requirements did not wish to serve in that capacity.  As a result, the position of President remains vacant.

For the office of Vice President: Motion was made by Glenn Woodruff, seconded by Susan Hampton, that Desi Dundics serve as Vice President and perform the duties of President until such time that a President is selected.  Motion carried by unanimous vote.

For the office of Secretary: The Chairman explained the duties of Secretary as per the Bylaws and further explained that the position of Secretary does not need to be filled by a Director.  There were no nominations for Secretary and the position of Secretary remains vacant. Discussion was held on selecting a Secretary from the Membership or hiring a person to serve as Secretary.  By consensus of the Board, the selection of a Secretary was tabled until the next Board of Director’s Meeting.

For the office of Treasurer: Motion was made by Desi Dundics, seconded by Al Gonzales, to select Glenn Woodruff as Treasurer.  Motion carried by unanimous vote.

III.           APPOINTMENT OF ARCHITECTURAL REVIEW COMMITTEE (ARC) MEMBERS

The Chairman opened discussion on the selection of the ARC Members. Director Glenn Woodruff nominated the existing ARC Members John Scahill, Barbara Alger and Rich Hampton.  There was no second to the nomination.  Director Al Gonzales nominated Richard L. Gonzales to serve as an ARC member.  Before asking for seconds to the nominations, the Chairman stated that the Bylaws allows up to five members, and was suggesting for consideration that one of the Directors should not only be a member of ARC but also serve as Chairman of ARC in order to improve communication between ARC and the Board.  Desi Dundics nominated Bobby Phillips as the Director who could satisfy that ARC Chairman role.

The discussion was opened to the membership in attendance. John Scahill inquired of the Chairman as to who the ARC works for and is accountable to?  The Chairman responded by reading from the Bylaws that the Board appoints ARC members, and that ARC shall have all rights, duties, powers and authority granted to it under the Declaration and such other powers and duties as the Board may designate.  The Chairman then interpreted the Bylaws to mean that ARC serves at the pleasure of the Board and is accountable directly to the Directors.  Scahill then stated that the existing ARC members Rich Hampton, Barbara Alger and himself have 20, 10 and 4 years of service respectfully on the ARC.  Association member Richard L. Gonzales then stated that with the longevity of service from the existing ARC members, then is the Association having so many ARC related issues?  Mr. Gonzales stated that the ARC has many documented issues and that the current ARC members have been on the committee a long time and haven’t fixed the issues.  He pointed out that he felt that the committee needed completely new blood. Mr. Gonzales also suggested that a spouse or partner of a Director serving as an ARC member could be a conflict of interest and may violate the “one lot/one vote” provision of EPE’s CC&Rs and other documents.

To further the discussion from the floor, Association member John Thomas presented a written set of suggestions for improvement to the ARC and proceeded to explain each of the items on the list. The Chairman stated that we are in the process of selecting ARC members, and to please contain the discussion only to those items that pertain to the selection of members, and that remaining items that address ARC processes or procedures should be presented to ARC at a later time.  Those written set of suggestions is attached to these minutes.

The Chairman asked, because of the personal nature that the discussion heading, whether this discussion should continue as a closed session of the Board. It was decided to remain in open session, continue with nominations, and then for the Directors to vote for five members.  Three other nominations were made from the floor for Robert Taylor, Curtis Door, and Robert Sparks.

In summary, the slate of nominations for ARC members included the following: Barbara Alger, Rich Hampton, John Scahill, Richard Gonzales, Bobby Phillips, Robert Taylor, Curtis Door, Robert Sparks.

There being no further nominations, the Chairman instructed the Directors to individually vote for five ARC members out of the eight nominations, and the five candidates that received the highest number of votes would be appointed. The vote tally results are as follows:

The candidates receiving the highest number of votes:

John Scahill         5 votes

Rich Hampton    5 votes

Bobby Phillips    5 votes

Robert Taylor     5 votes

Barbara Alger     3 votes

Remaining candidate votes:

Richard Gonzales             2 votes

Curtis Door                         0 votes

Robert Sparks                    0 votes

IV.  DOCUMENT UPDATING PROCESS   The Chairman stated that the previous Board of Directors took on a big task of updating the Association documents not only to be compliant with Colorado Common Interest Owners Act (CCIOA) but also to incorporate all of the amendments into the main documents. Unfortunately there remains some more updating to be done and proposed that any new Amendments related to Timeshare and Fractional Ownership should also be included in those updates.  This is a process that will continue for many months.  There was no further discussion on this topic and there were no volunteers at the meeting to assist with this effort.

There being no further business, the meeting was adjourned.

V.  MEETING ADJOURNED   3:30 PM

ATTACHMENT #1:  Written Suggestions from Association Member John Thomas

(If desired, request attachment from Director Desi Dundics)