20210112 Meeting Minutes

TREPO Board Meeting

Fort White Community Center

17579 State Road-47

Fort White, Florida  32038

January 12, 2021 7:00 p.m.

 

Call to Order:  Glenn Hunter called the meeting to order at approximately 7:00 p.m.

Invocation:  Glenn Hunter asks Joan Nano to lead the meeting in prayer.

Pledge of Allegiance to US Flag:  Glenn Hunter leads the Pledge of Allegiance.

Roll Call:  Glenn Hunter asks each member of the Board present to introduce themselves starting with Jessie Crane, Membership Secretary; Thomas Tramel, Board; Charlie Arnett, Board; Sassy Johnson, Alternate; Evelyn Johnson, Treasurer; John Bryant, Board; Bethany Pierce, Secretary; Glenn Hunter, Chairman of the Board; Terri Hester, President; Charlee Thompson, Board; Randy Newton, Vice President; Lisa Kirby, Alternate; Joan Nano, Board; Vonda Ackerson, Board; Tommy Matthews, Board; Rick Palm, Alternate.

Glenn Hunter asked if there is a quorum (yes) and if we have any vacancies?

Absentees are: Phylis Rea, Sammy Keen, and Mike Wilson.  (Mary Brallier was not noted at the time.)  Glenn Hunter brought up alternates to replace absent Board members; Sassy Johnson, Rick Palm, Lisa Kirby.  (Glenn brought up Mary Brallier but was told she was absent.)

Request Board to approve excused members:  Glenn stated that he had received phone calls from Mike Wilson, Phylis Rea, and Sammy Keen who are ill.

Motion made by: John Bryant    Second by: Charlee Arnett.  No discussion ensued, passed by Board with a unanimous vote.  (Mary Brallier has sent an email but was not noted in the meeting.)

Request Board to approve Bill Martin as Board Parliamentarian:  Glenn Hunter asked the Board to approve Bill Martin as Board Parliamentarian to assist the Chairman to run the Board meeting.  Glenn Hunter introduced Bill Martin to the audience.

Motion made by:  John Bryant, for Bill Martin to be approved as Board Parliamentarian.

Seconded by: Tom Tramel

Glenn asked if there was any discussion.

Bethany Pierce asked what rules would Bill be enforcing, Robert’s Rules of Order?

Glenn Hunter stated that we would use RR of O when they did not conflict with the Board’s choice of the rules as it relates to matters of the By-Laws or State’s Statutes….If there is a conflict, the Board will always have the final decision on what we choose to do…..The Board will be responsible for conducting all affairs of the Association…..They will make all the policies, interpret all the By-Laws, if there is any discussion or any confusion as it relates to the By-Laws their decision is final and binding.

Glenn asked if there was further discussion.

Randy Newton asked, does that include if it is against the By-Laws?  Glenn Hunter stated that we were bound by By-Laws.

Joan Nano asked if the Parliamentarian was supposed to be one of the Board members.  Glenn stated that it did not have to be.  Joan Nano asked, “Wouldn’t the Board propose that?”  Glenn explained that he had asked for a motion from the Board.  The Board can vote it up or vote it down.

Glenn Hunter called for the vote….All in favor, say aye then… is there any opposed?  There was one opposition, Joan Nano.

Bill Martin asked to speak.  Bill stated he has over 20 years’ experience with local unions, state unions and Veteran organizations.  He stated he brought his expertise to strictly follow RR of O…..he doesn’t want to get into a debate over By-Laws, issues.  He stated I’m strictly here to say how a motion is handled, what points of privilege, points of order are and tracking the meeting in a concise, moving along, and efficient manner.  That’s what RR of O were written for in the early 1800’s….to make a manageable, affective meeting so all the members who have something to say, have a right to say it, and business is conducted accordingly.  That’s my only purpose here.

Randy asked if it were a payable position.

Joan Nano asked if we were following Covid laws or not, that everyone needs a mask?  She observed that some people were not wearing them and stated that we have a person in the hospital fighting for her life.  Glenn stated that we should. He did check with the county and it is not required in this building but they do ask you to practice safe…..  Joan stated that “You advertised it on the internet and on the website….to have mask and follow the Covid procedure.”  Glenn stated, “There are mask available for everyone to use.  If you choose to use a mask, I would appreciate that.”

Approve Agenda:  Glenn Hunter asked for the Agenda to be approved.  He stated that he appreciated all the calls to him to get their items on the agenda and hopefully we can streamline this into the future.  Motion made to accept agenda by Tom Tramel. Seconded by Charlie Arnett.

Glenn asked for discussion on the Agenda.  Bethany Pierce asked who would do the agenda from now on?  She also stated, according to RR the secretary does it.  Glenn Hunter stated that the secretary’s job is to type up the agenda that is presented by the Board members.  He continued to say it is not the secretary’s job to place items on the agenda.  Bethany Pierce stated that for the last two months, I have emailed out to every single Board member and asked if you have anything so I could type it up and I did not get anything from anybody except for Tommy ……………now we have a whole new agenda that I haven’t even seen yet that doesn’t include all that we need to take care of.   Tom Tramel started to make a motion.  Joan Nano asked if in our October meeting, did we not elect a President of the Board, a Vice President, and a Secretary?  …..then she should be able to do her own job.  Glenn Hunter said they all have specific duties.  Joan Nano continued to say that she had been left out of Glenn’s emails.  Glenn stated that his emails had not been going to Joan for some reason and he needed to work on it.  Glenn also stated the Agenda the Board received was dated January 5th, tonight is January 12th…..there was no input from Board members to support that agenda.  Bethany stated, according to RR #b 47.33 # 10, the job of the secretary is to prepare prior to each meeting an order of business for the use of the presiding officer, showing in their exact order, under the correct headings, all matters known in advance that are due to come up and if applicable the times for which they are set. So if that doesn’t say that I am supposed to prepare the agenda, then I don’t know what does.

Glenn Hunter states that we have a motion and a second

Bill Martin states the Board, the By-Laws determine who sets the agenda.  If Roberts Rules of Order conflict with the By-Laws, the By-Laws are (not sure what he said) Bethany asks, “Then why are we going by them (RR of O)?”  Bill Martin said the Board has to decide.  The Board determines who does the agenda for the Board.  Bethany states, “So the By-Laws say that I do it (agenda), RR of O says I do it, what is the point of having a secretary then?”

Glenn states that once the Board determines what the agenda will be, then the Secretary types it up.  Bethany asks, “If I ask what you want on the agenda, and you don’t send anything to me, then how are we going to have a meeting?”  Tom Tramel inserted that it is the Board’s agenda…..whoever puts it together doesn’t matter as long as it is approved by the Board.  We can abbreviate it by allowing you (the Chairman) to approve the agenda.  It is our agenda, no one else’s, not the secretary’s agenda.  It is my motion, through the Chairman, to approve the agenda before it goes out.  Tommy Matthews gave a second for discussion.  Bethany states, “It is not my agenda, my job is to do the agenda for the Board.  In November, December, and January I sent emails out to the Board asking for items for the agenda.  But no one responded to me.  I made the agenda according to what people (members) were asking me about different things, so I put them on there (agenda).  Nothing from the Board…..  I am trying to work for the members and the Board.  But when you guys do your little stalemate, and not respond to me, how can I prepare an agenda?”  Tom Tramel states it is very simple, whatever you put together it has to be approved by the Chairman before it is an official agenda.  Joan Nano referred to the By-Laws: The secretary or his assistant under his supervision shall give notice of all meetings of the Board of Directors and of the general membership. The secretary shall keep the minutes of all meetings of the Board of Directors and the records of the membership and Board. The secretary shall conduct official correspondence of the corporation with the signatures of the president and secretary attached. The secretary or his assistant under his supervision shall receive all membership dues and other revenues and shall keep the accounts of the general membership. The secretary shall furnish the Board of Directors a quarterly membership status report. The secretary shall furnish to the Board of Directors the names of all members of the corporation, and shall be the keeper and custodian of the seal of the corporation.  In the event of the death of the secretary, the president shall appoint a successor.

Joan asked “Why are we not going by our Robert’s Rules and following By-Laws?  I was never informed prior to your changing this meeting, I was not informed of having another secretary; I was not informed of any of these things.  Are you talking to the Board or presuming this on your own?”  Glen Hunter replied that if you were not informed, you will be in the future.  (He got spam on one of Joan’s emails.)  Joan replied that it had been going on for 3 months and had no problems getting mail from Bethany.  Glenn Hunter called for a vote…the motion was approved with one nay from Joan Nano.

 

 

Discussion and action items

A.) Secretary’s Report – Approve November Minutes:  Glenn Hunter stated the November minutes were not approved due to 2 items and asked Bethany if they had been corrected.  Bethany stated she thought the minutes had been approved.  Vonda Ackerson stated that she thought there was a source of contention between Glenn Hunter and Tom Tramel concerning an “email” thing and if it could be proven that it was not stated at the meeting, it could be taken out.  Glenn Hunter stated that he would like to hold those (minutes) in suspension until the next meeting.  Linda Hizer stood up and said, “I have the answer to that.”  Glenn Hunter stated to Linda, “You are out of order.”  Bethany stated that Linda did the November minutes because of being out due to sickness of her mother.  Glenn Hunter then said that it would be appropriate to hear from Linda.  Linda Hizer’s statement:  “I took the minutes because Bethany was down South with her mother.  I used her agenda and it was my understanding that the minutes were approved except for and excluding two things.

1. Notation from Bethany Pierce: “An email was sent to board members on 10/20/20 requesting agenda items to be turned in to the secretary no later than 10/24/20 in order to prepare for this meeting.  Not one board member or officer replied to the email with agenda items.  Therefore, I (Bethany Pierce-Secretary) made the agenda based on member concerns that have been brought to my attention. This was to be excluded.
2. (Item 7 on the agenda was left out totally 🙂 Election results – The board alternates Linda Hizer and Sassy Johnson both are considered Group A, which is a 4 year term. (Linda filled vacant seat of Laura Daily 3/2020 and was appointed to fill seat 7/2020.)  (Sassy Johnson was appointed to fill vacant board seat of Jule McGee.) They will continue to fill these seats until end of Laura’s and Jules’ term per the By-Laws and by precedent set when Charles Arnett was appointed to the board to fill Marcus Morgan’s seat to the end of Marcus’ original elected term. It was my understanding that the minutes were approved except for these two items. These 2 items were to be excluded therefore the rest of the minutes were approved.  Is that not right? “Someone stated that was correct.  Vonda explained that they had not seen the minutes since then.  Linda stated that she had sent the minutes (to the Board), had been unable to post them, and had had difficulty posting in the past. Charlee Thompson said to email the minutes to him.  Glenn Hunter suggested to the Board that we bring the amended minutes to the next Board meeting (February) so we (the Board) can see and will take action on it.   Bethany Pierce asked why the paragraph about the email had to be taken out.  Glenn Hunter offered that the December meeting was his first meeting.  Linda Hizer stated that Mr. Tramel asked for the items to be removed. Glenn Hunter suggested that he, Vonda, Linda, and Tom Tramel get together and get a document which can be approved.  Glenn Hunter asked if there were any objections from the Board.  No objections were made.  
3. Approve December Minutes: Glenn Hunter asked for a motion to approve the December Minutes.  Tom Tramel objected to the portion of a statement under Old Business/Linda Hizer:  “which is now occupied by Tom Tramel” stating that this was based on an opinion not fact.  He asked that this part be corrected, removed, or a statement saying that it is inaccurate, that this was not discussed by the Board members.  Glenn asked for any other discussion.  Bill Martin asked if Tom Tramel was making a motion to amend the December minutes (and explained the process)?

Motion by Tom Tramel asking that the words “which is now occupied by Tom Tramel” be corrected or removed from the minutes.  The motion was seconded by (?).  Discussion ensued.  Joan Nano stated that when we had the election, the top 2 people were, Vonda Ackerson and Tommy Matthews, the rest of the Board fell in sequence. The lower 2 were Sammy and Tom Tramel.  Glenn Hunter asked if this related to the statement in question.  Joan explained yes because Tom is challenging the statement of who is on the 2 year or 4 year plan.  Hunter asked if this was stated at the meeting or if it was placed there subjectively.  Glenn Hunter asked if there were any other questions.  Tom Tramel repeated that his motion was to remove or amend “which is now occupied by Tom Tramel”.  Bethany Pierce stated that she entered the information to keep a timeline not to infer anything, it was not her opinion.  The distinction was to give information to clarify who was group A or B.   Glenn asked what the pleasure of the Board was.  The motion to remove/amend “which is now occupied by Tom Tramel” was passed with one nay from Joan Nano.  A motion was made to approve the December minutes (with correction/amendment) by Charlie Arnett and seconded by Tom Tramel.  Glenn asked for discussion, then was voted on and approved unanimously.

4. Current membership report: Glenn asked Bethany to provide the current membership report as of today.  Bethany stated that she and Jesse Crane work on the membership together.  As of today they have processed 292 members with about 100 which need processing.  Bethany talked about the many problems with the applications including people applying who do not own property here.  Glenn Hunter asked to have a running total which is built on each month.  Bethany talked about many people being on the list of people who have moved or died.  Jesse Crane offered that Mike Foret had sent out 136 keys.
5. Status of the general year end written report of the affairs of the Corporation, prepared in conjunction with the President and Treasurer: Glenn Hunter asked Bethany to get with the President and Treasurer to help prepare this report maybe by March.  Glenn further explained that this is in the By-Laws.

B.)  Treasurer’s Report:  Evelyn stated she needed to get with Bethany to compare information concerning the income from dues.  Evelyn stated that a decision needed to be made concerning the surplus money from last year and where it is to be put, money market or general funds.  Our ending balance in December was around $70,000 of which $32,300 were dues that had been paid for 2021.  The bank does not keep this in a separate account, I do.  Glenn reinforced that the beginning balance for December was around $52,000, the ending balance around $70,000.  Glenn asked if it reflected around 28 members or around $28,000?  Evelyn agreed with his interpretation.  Bethany suggested dues for the following year could be held and not deposited until the proper year in the future.  Glenn Hunter stated that he was getting calls about checks not being deposited so this situation would need further discussion in the future.

1. December financial report:  (Around $70,000 including dues for 2021)
2. Check signing to be changed to include President/Secretary/Treasurer: Glenn Hunter stated that it was being worked on to have 3 signatures on file with the bank.  It was suggested we may move to Drummond Bank which is local.  Evelyn stated there had been problems with TD Bank.
3. Notice to file corporate annual report: Evelyn stated she tried to do this but the TREPO credit card had been rejected.  This needs to be done by May 1 or the price would go up.  She stated she could send a check.  (Joan Nano asked how many people are currently allowed to sign checks.)  Evelyn stated that Charlie Arnett, John Bryant, and she were allowed to sign checks.  Charlie and John are to be removed.  Bethany Pierce and Terri Hester are to be put on as check signers at the bank.  Glenn Hunter asked for this to be taken care of by the next Board meeting.  Joan Nano said that she was holding a check due to the fact that it wasn’t signed the President/Secretary/Treasurer.
4. Approve checks for holding event at Community Center: Glenn asked the Board to approve the checks to pay for the Community Center/deputy/court reporter ($200, $70, $150). ($420 total)

Motion made by Tom Tramel.    Seconded by (?)  The motion was passed with one objection from Joan Nano.  It was asked if there would be any discussion.  Glenn Hunter said, “No, we’re done.”

5. Discussion for the need to perform an audit (projected cost): Glenn:  Last year there was an audit done by Mary Pergande at a cost of $600.  Afterward, Mary advised that we clarify our practices with a list of things we could do.  I would like see these measures put into practice for controls.  My concern is that I have been to 3 CPA’s and the cost would be between $3,500 and $7,000.  It was suggested by people talked to, to put information on the website showing the financial report of beginning balance, dollars that we take in, dollars that we spend.  Make this available for everyone to see and this would be pretty much the audit that a CPA would do.  It should be determined what you want to do.  Glenn opened it up for discussion:    Evelyn stated she could put the information on the website.  Tom Tramel asked about how far back it would go and what kind of audit we would have.  Glenn Hunter stated that if we tightened up on the procedures we are using, show what is deposited and where it came from, where the moneys are spent, and show quotes and bids (2), we would be doing our own audit.  Tom Tramel asked if we could get someone (expert) to assist us, it would make a way to greater transparency and not a hint of impropriety.  Jesse Crane offered the name and number of a volunteer, Eric Strain, who is an accountant with 30 years’ experience.  Glenn Hunter said he would like to have a conversation with him.  Glenn Hunter asked if the Board’s position was that they did not want to do an audit?  Joan Nano: made a motion that we get at least 2 bids for a complete audit.  It may cost 5 or 6 thousand but we have spent that on legal fees.  I think it is most important to tell our members exactly what our financial situation is and make sure we are doing things according to the law.  We are a “not for profit” organization and (should be) filing the right paper work.  Bill Martin clarified the motion:  motion for at least 2 bids to discuss the capability of an audit.  Lisa Kirby seconded the motion.  Glenn Hunter asked for discussion.  No discussion ensued.  Glenn asked for a vote.  Lisa Kirby, Joan Nano, and Charlee Thompson voted for the motion.  All other Board members voted nay.  Joan asked for an oral vote.  Glenn asked all in favor raise your hand, all oppose raise your hands.  He announced the motion was defeated (with 3 votes for and 7 votes against).

C.)  President’s Report:  Glenn stated that this would be a part of our meetings each month.  Terri Hester said that there was a gentleman who wanted to do karaoke at Hodor Park for the community.  She would call him and ask him for a presentation to the Board at the February meeting.  The gentleman was present and said he would come to the February meeting.

D.)  Communications Committee Report:  Glenn introduced Vonda Ackerson as the Communications Committee Chairman which met last Wednesday.  Glenn asked Vonda to give a synopsis or the meeting.  Bethany Pierce asked why she was not been invited to the meeting since Glenn Hunter put her on the committee.  Glenn stated since Bethany had so many duties he took her off the committee.  Bethany stated she did not believe that was right.  Vonda said they would revamp the website, giving it more real-time, a place for upbeat comments and complaints.  If a complaint is given, a solution should be provided too.  The website will replicate onto our Facebook Page.  Questions that come onto trepo.net will be on the website.  Once minutes are approved they will go on the website.  Financial reports will go on the website.  We will have a spotlight on a person, idea, etc.  We also want to incorporate a zoom for people who cannot come to the meetings.  Charlie told Evelyn that she could email communications at trepo.net to send info to the net.

E.)  Maintenance Committee Report:  John Bryant reported one lock replaced of the SC side, towel holder in men’s bathroom, and grills worked on.  Glenn Hunter asked Tom Matthews if the signs had been ordered for Fishing Park and how soon they would be ready.  Tom reported they could be ready this week.

1. Glenn reported complaints about the inability to enter Fishing Park and asked for an investigation on leveling the ground.
2. John asked people to come and look at the improvements on the SC parks/Wi-Fi, electricity, water. He stated the pavilion at Brennen Park needs to be worked on. Glenn Hunter asked for estimates for the work that needs to be done there.
3. He also stated Hodor Park needs work on extending the roof of the big pavilion, Charlie Arnett reported the need to put a roof over the bathroom area at Hodor Park to prevent the collection of water.
4. The cement structures stored by the fence can provide a walkway from clubhouse to the bathrooms, once the building is gutted and cleaned. Glenn asked to get quotes for the projects.
5. Brennan Park needs a cleanup at the big pavilion.

Motion Made by Tom Tramel to move forward with all 5 projects contingent upon the quotes.

Bill Martin suggested to phrase it “make motion to proceed with estimates and investigation of the projects presented to the Board.  The motion was seconded by (?) and discussion was asked for.  The motion was voted on and passed unanimously.

F.)   New Business:

 

G.). Old Business:

1. Attorney letter requested by Joan Nano: Glenn shared a response to Joan’s letter to the attorney. He suggested she give information by email to the Board regarding the letter.

 

H.)  Floor opened to property owners:

Must have speaker request form completed and there is a time limit of 2 minutes per person.

1. Linda Hizer asked if Glenn had found out about our “not for profit” status because our Articles of Incorporation state we have to be not for profit. Glenn stated he had contacted a CPA and cannot find it right now.  Linda Hizer also asked about TREPO paying income tax.  Glenn stated we were not paying income tax.  Linda asked about our financial statements which show Federal Tax being withheld. Glenn referred to Mary Pergande who did our audit last year.
2. Mary Pergande: This is of great concern.  To withhold your “not for profit” status, you are required to annually file an 1128.  By filing that form, it renews your Federal “not for profit” “nonprofit” status.  It is my understanding that TREPO has not filed Federal Tax Returns for at least 7 years.  Mary asked Evelyn if that was factual.  Evelyn said as far as she knew.  By not filing the 1128, you could easily have lost your “not for profit” status.  The result of that is, when it comes to light with the IRS, you may end up paying taxes as a regular corporation on every bit of income, not just membership fees.  I suggest you find an answer to this rapidly.  I work for other “not for profits” in the county.  One of the ones I worked for received a county notice. They have filed their tax returns on time for the last 13 years.  They were late with 2019 filing because they had a bookkeeper who absconded with their records, and their tax guy had a stroke.  The penalty outstanding at this moment, for nine months of late filing, and not filing their “not for profit” status was $14,480.  They are in the process of trying to work this number down.  So, I am highly concerned for our TREPO here, the longer it takes them to address this status.  I feel the bank is withholding on the interest we earn for lots of reasons.  Either there was a form that you usually fill out when you open an account that says I am not subject to withholding.  Either that form wasn’t filled out for the IRS or they know that you are not any longer a federal “not for profit”.  I urge you to act on this one immediately.  I was the one that did the internal audit and I have offered Evelyn free assistance repeatedly to correct any records or methods, and procedures. I have never been taken up on it. I am concerned for all of our money and the safety if our parks.  Thank you letting me speak.

Bill asked Mary if she looked at the IRS website to see if our employee number has been revoked.  Mary stated you have your tax ID number, you don’t have nonprofit standing.  One has nothing to do with the other.  Glenn Hunter stated that he punched the number (tax ID) in with the CPA; it doesn’t even recognize the number.  Jesse Crane stated we received $160 plus money from our TD Money Market account.  Glenn asked if it would be best to work with a CPA to find a solution to get a refiling and get started.  We will probably have a penalty; we’ll have to deal with that.  Mary stated that since we are who we are there is a good chance they will deal with you.  The quicker we ask the better the chance.  I would suggest you go to a tax attorney or tax accountant since you are so far behind.

Motion made by Tom Tramel to contact a tax attorney and/or accountant to assist us in correcting the problem.  John Bryant seconded the motion.   Mary suggested the tax accountant because not only will you need someone to deal with the past but you will probably need to recreate two year’s back tax returns.  Tom Tramel amended the motion to contact a tax accountant and if need be they can refer us to a tax attorney.  John Bryant seconded the motion.  No further discussion was needed.  The motion passed with a unanimous vote.

1. Paul Heinmuelller, who lives next to Mid-Point Park, addressed the Board concerning a big security problem not only at Mid-Point but in many of our parks.  He referred to the shooting/killing and drug problems at all hours of the night.  He made a suggestion to get with our county commissioners to get an ordinance passed so we can have some type of enforcement.   The gate at Mid-Point Park is left open.  We need to get law enforcement in our parks.

 

1. Vicky Imm, a TREPO member and Neighborhood Watch member suggested calling law enforcement repeatedly.  Hours should be posted at the parks and the officers can enforce the hours of the park.  If you put enough pressure on them they will go elsewhere to do their drugs.
2. Another TREPO member reported finding drug needles around our area.  She also asked if our dues paid the taxes on our parks.  Glenn stated the dues paid for many things including taxes.
3. Mr. Kelly introduced himself and complemented the work on Fishing Park.  He asked to consider putting a pavilion there.  He also thanked Bill Martin for being Parliamentarian.  He suggested that a committee be appointed to review the By-Laws.  The deputy was thanked for being present and he agreed with escorting a member out of the meeting if his/her behavior warranted it.
4. David Olson referred to the lock on the gate at Fishing Park.  Glenn told him that the gate with the lock was a security gate and not for entry into the park.  David asked why you could not drive into the park.  Glenn informed him it was due to the park being filled with mud holes and vehicles going into the park to tear it up.  David asked if golf carts were not allowed into the park and if not where was there room for parking?  Glenn added there would be more work done on the park with restoration as a goal and the possibility of a pavilion and dock.  Charles Amick offered to possibly start a funding to build a floating dock and a walkway down to the river to make entry easier. Glenn referred him to John Bryant.
5. A member complained about the 4 wheelers on the roads at all hours blaring their music.  Glenn advised him to contact our county commissioner and the sheriff’s department.
6. Another member complained about parking at the entrance to Three Rivers off of 27.

 

I.)  Adjournment:  Glenn Hunter adjourned the meeting at approximately 9:00 p.m.

 

*Minutes prepared by Bethany Pierce