June 5, 2006
Opening:
The seventh meeting of the new Board of Directors of the Woodland Heights
Community Association was called to order at 7:03 p.m. on Monday June 5, 2006, at
the home of John Kenny by President/Chair L. Bentley.
Present:
Lee Bentley President/Chair a
John Hay Vice President a
John Kenny Board Director a
Sandy Mackay Treasurer a
Bob McKnight Board Director a
Cyrese Samuel Secretary a
Ian Taylor Board Director A
Bill Waterhouse Board Director/WHPL Rep. a
A. Approval of Agenda
J. Kenny moved that the agenda be accepted with the Other Business additions
discussed. S. Mackay seconded and the agenda was unanimously accepted.
B. Approval of Minutes of last Board Meeting
S. Mackay moved that the minutes of June 5th be accepted and B. McKnight
seconded it. The minutes were unanimously accepted.
C. Open Issue
1. B. Waterhouse gave a report on the Club House Trust. He had difficulty attaining
all the information requested by the Board and therefore gave his apologies.
B. Waterhouse handed out copy of his response regarding the May 2nd letter from
the Audit Committee. (See letter from B. Waterhouse "Re Woodland Heights
Community Association).
B. Waterhouse stated that the item regarding the transformer should be accepted
as pre-construction cost for the Club House. He stated that it was put in for the
homeowner who paid $2,334.09 and also for the future use of the Club House. He
stated that $1, 393.70 was billed to the Club House for installation.
B. McKnight asked for clarification on installation cost. S. Mackay explained that
the Club House portion was accepted at 50% of the total.
S. Mackay stated that the costs that appeared on the letter were not considered to
be pre-construction costs.
B. Waterhouse stated that the costs occurred before the trust was set up, but that
they are a part of the Club House cost.
S. Mackay stated that in putting the trust agreement together, that the definition of
pre-construction was decided by all involved and that the items now under
discussion did not fall under the definition given.
J. Kenny asked B. Waterhouse if there were discussion had regarding the
driveway.
L. Bentley asked if the driveway to the home was deeded. B. Waterhouse answered
that it was. J. Kenney stated that the value of the site for the intended use was
taken away as a result. S. Mackay stated that it might be a benefit in the future.
B. Waterhouse stated that by doing the road the way they did it was a benefit of a
lesser cost to the Club House.
B. Waterhouse stated that when the next storm water pond is dug, that the
materials could be used as fill for the ditches on both sides of the driveway into
the Club House. He said that this would result in a savings on the cost of fill
materials. L. Bentley responded saying that the idea was a good one, however it is
not for this Board to make that decision
B. McKnight stated that it appeared as though things were being done without
being discussed, and that things like the driveway are not pre-construction cost
but eventually it would become a cost and that it should have been agreed upon
before hand.
S. Mackay restated that according to the trust deed these costs should not show
as pre-construction.
B. Waterhouse stated that he didn't understand that these items were going to be
retroactive when the trust deed was done.
B. McKnight asked if the Club House was not to be built in the future then the lot
would be sold and these costs would have to be returned to the trust fund.
J. Hay stated that it would be best that the cost be put back into the trust fund and
when construction begins, then legitimate cost would be paid out of the trust.
L. Bentley suggested that benefit today is to the new owners who acquired the
lands. This is because they have received the lands with improvements.
B. Waterhouse responded that the cost had been previously agreed upon. L.
Bentley asked who had agreed. B. Waterhouse stated that he believed that S.
Mackay and the others at that time had agreed.
L. Bentley felt that these charges should be put back into the trust by Woodland
Alliance or Woodland Heights. He suggested that when construction begins, then
the legitimate expenses should be provided by the trust, at that time.
S. Mackay suggested that $3,800.00 should be put back and that recognition be
given that these costs are not pre-construction.
L. Bentley suggested that B. Waterhouse talk with the new owners and report back
to the Board.
S. Mackay stated that the Greystone Management quotation of 1996 was proposed
to have been taken out as pre-construction costs, but no invoice to date had been
presented.
B. Waterhouse responded that the actual cost was probably three times more than
what is recorded in these numbers, and that WHPL's records don't actually show
this, nor does the company have their records of the cost that were paid, however
if we were to ask Greystone Management they would tell the Board the amount they
received.
J. Kenny stated that the architectural design/plan should have been marketing
expense and therefore be a WHPL cost not a Club House cost. L. Bentley stated he
did not believe that the trust should have to pay the cost for two architectural
designs should the new owners decide to proceed with a different plan.
S. Mackay stated that the only problem with the Greystone Management item was
that there were no proper documentation, which is required by the trust deed, and
that there is a need to see an invoice stamped paid. B. Waterhouse said that WHPL
could not find the invoice from approximately nine years ago.
J. Kenny restated that the architectural design should be a marketing expense. B.
Waterhouse stated that the plans were a finalized complete engineering drawing
not a marketing product. He further stated that perhaps the Architect could give a
copy of the invoice or a letter.
L. Bentley stated that if these plans are used going forward and if proper
documentation is presented, at the time of construction, the cost should probably
be funded from the trust.
B. McKnight asked B. Waterhouse to clarify whether the plans were made for both
Echo Valley and Woodland Heights. B. Waterhouse shared that they were looking
at potentially using the same plan for Echo Valley. B. McKnight also asked about
the revision to the design that was made two years ago.
C. Samuel asked for clarification regarding the design, whether asking the plans
were for both Echo Valley and Woodland Heights, and if so were the costs split
50/50. B. Waterhouse answered yes, and that just the final engineering plan costs
were split. He stated that the actual final engineering plans cost $8,500.00.
B. McKnight stated that he was positive that Greystone's name was on the
architectural plan and he asked B. Waterhouse who actually did up the design and
who was paid. B. Waterhouse asked to check with Greystone Management
regarding the invoice.
J. Hay shared that he believed that $10, 109.85 should be given back to the trust, to
be paid back to Alliance when construction begins except the cost for design
plans if others are used, and if proper documentation is presented. It was
suggested to B. Waterhouse that he speak to the new owners regarding this.
L. Bentley asked if all the outstanding monies had been put into the trust. B.
Waterhouse answered that they had. S. Mackay asked for the amounts. B.
Waterhouse was asked to get the numbers.
B. Waterhouse suggested that the trust fund monies be put into a GIC. S. Mackay
stated that he had put a suggestion to Chuck, but that it had been ignored. J. Hay
asked that the trustees be given a copy of the GIC's etc. for the $240,00.00.
J. Hay asked if the trustee appointments where done legally. L. Bentley asked B.
Waterhouse if he had the information from their lawyers regarding this. The Board
had a discussion regarding how the trust had been affected because WHPL is the
Settlors of the trust and Woodland Alliance has the land that was designated for
the Club House. J. Hay stated that the trust agreement says that the Club House
when built is to be transferred to the Association, yet WHPL had sold the asset to
Woodland Alliance, which meant that the object of the trust had been sold yet
WHPL is the only Settlor. B. McKnight explained that B. Waterhouse was the only
one who could appoint new trustees and that the Board was asking to see the
documentation that supports this. B. Waterhouse suggested that the Board speak
to Rose Corp to get the information from their lawyer.
The Board had a discussion regarding the T3 tax return not being filed. It was
decided that since there now exists new trustees, that B. Waterhouse should
inform the new trustees that the T3 income tax return is past due.
J. Hay moved that it is the opinion of the Board that the expenses $10,109.85 on the
report be placed back into the trust and the yearend financials be restated to
reflect the adjustments. B. McKnight seconded it. B. Waterhouse abstained due to
potential of conflict and all the other board members were in favour.
S. Mackay was asked to put together a summary of the money that the Board was
asking to be replaced to the trust, the information to be given to B. Waterhouse for
his clarification.
J. Kenny left the meeting temporarily at 8:54 pm and returned at 9:01 pm.
B. McKnight moved that the Chair and Trust Fund Representatives contact the
new owners to ascertain answers to the question regarding the trust. J. Hay
seconded it and all were in favour.
Action Item Completion Date
1.1 B. Waterhouse to verify the accuracy of the July/10/2006 the transformer
numbers and report back to the
Board.
1.2 B. Waterhouse to talk to A. Troop regarding the Prior to July/10/2006
$10,109.85 that was being requested to be put back
into the trust, and report back to the Board.
1.3 B. Waterhouse is to get a copy of the invoice and Prior to July/10/2006
give it to the S. Mackay.
1.4 B. Waterhouse is to get documentation to support Prior to July/10/2006
the appointment of the new trustees and he is to
present copies of the documents to the Board.
1.5 B. Waterhouse is to inform the new trustees that Prior to June/30/2006
the T3 tax return is past due.
1.6 S. Mackay is to do up a summary for Prior to June/30/2006
B. Waterhouse outlining details of adjustments
to be made for money to be returned back to the
trust fund.
1.7 L. Bentley and the Trust Fund Representatives Prior to July/10/2006
to ascertain information regarding the settlor
conflict/question and other outstanding question
regarding the trust.
1.8 B. Waterhouse to give an update report on July/10/2006
the trust at the next board meeting.
2. J. Kenny gave an update on the insurance. He stated that B. McKnight had
reviewed and approved the policy and that a cheque had been sent. The policy was
given to C. Samuel.
Action Item Completion Date
None
3. B. McKnight gave a report on the results hand out of the Club House
Questionnaire. (See "Clubhouse Questionnaire Results, as of May 20, 2006). He
stated that fifty questionnaires came in. B. McKnight shared a few observations he
made. It was noted that Q5 and Q4 should be reversed.
J. Hay stated that the responses in regards to the restaurant on the results add up
to 105%. B. Knight responded that the numbers should be 101% and that it was
primarily people in phase 3 that were in favour of a public restaurant.
S. Mackay thanked the Club House Committee and I. Taylor for all their hard work
on the Clubhouse Questionnaire and the attaining of results. L. Bentley stated that
the information should be beneficial to the new owners.
S. Mackay motioned that the report be accepted and given with changes/additions
to the trustees. J. Hay seconded it, and all were in favour.
Action Item Completion Date
3.1 B. McKnight to do up a list of questions for the June/12/2006
new trustee.
3.2 B. McKnight to call for a meeting with the new Prior to July/10/2006
trustees, J. Hay, L. Bentley, B. McKnight and S. Mackay
regarding the Club House.
3.3 B. McKnight to give a Club House report at the July/10/2006
next board meeting.
4. C. Samuel moved that the report sent out from I. Taylor in his absence (titled
"Report on Membership & Communications" dated June 1, 2006) be accepted. S.
Mackay seconded. The Board agreed unanimously to accept.
Action Item Completion Date
4.1 I. Taylor to give Communications/Membership July/10/2006
report.
J. Kenny gave a report on the Nature Sanctuary. He stated that R. Tapley is meeting
with the Fisheries and Oceans, MNR and Ducks Unlimited to get approval for the
berm. He stated that the meeting had been postponed until the next week and at
that time he expected to receive an update.
L. Bentley asked if Woodland Alliance is continuing with Robin. B. Waterhouse
responded that he wasn't certain, but that he thought they would.
Action Item Completion Date
4.1 J. Kenny to give an update on Nature Sanctuary. July/10/2006
5. S. Mackay went over the Treasurers report that he handed out to the Board. (See
report dated May 30/06 Monthly Statement of Revenue and Expenses, Contingency
Reserve, and Bank Account Recap).
B. Waterhouse asked S. Mackay if he intended to send out invoices for the annual
dues. S. Mackay said that he didn't plan to, but the information could be gotten
through an announcement on the website.
J. Kenny shared that he believed that some people are expecting an invoice. B.
McKnight recommended that a hard copy should be sent out. J. Hay agreed that it
is time for a hardcopy.
S. Mackay suggested that I. Taylor design an invoice to be emailed.
J. Kenny motioned to accept the Treasurer Report as written. J. Hay seconded it
and Board unanimously accepted.
Action Item Completion Date
5.1 I. Taylor is to do up an invoice and send out. Prior to July/10/2006
5.2 S. Mackay to give updated Treasurer Report. July/10/2006
D. Other Business
1. S. Mackay handed out a letter regarding offensive signage. (See letter titled
"Offensive Informal Signage" dated June 5, 2006). The Board discussed
appropriate action to be taken. It was decided by the Board that J. Kenny contact
the commercial advertisers to remove their signs within a week and to discuss the
possibility of including their services on our website under the affinity program if it
is a service deemed to be of interest to our community. It was also decided that J.
Kenny approach Mac regarding professional looking signs to be done up for
internal use i.e. House for sale or rent.
Action Item Completion Date
D1.1 J. Kenny to contact companies who have signs Prior to July/10/2006 up in
Woodland Heights.
D1.2 J. Kenny to look into having professional looking Prior to July/10/2006 signs
done up to be sold for use in Woodland Heights.
D1.3 J. Kenny to give a report to the Board regarding July/10/2006 the signs.
2. McKnight asked if a Nominations Committee could be set up for nominating
potential future Directors, seeing that S. Mackay's and his term would be up next
AGM. A Nominations Committee was set up. The members are J. Hay, B. McKnight
and perhaps I. Taylor. S. Mackay suggested that an announcement for nominees be
put on the website.
Action Item Completion Date
D2.1 I. Taylor is to put an announcement on the website July/10/2006 indicating
that nominations are being accepted for the position of two Directors and that the
vote is to take place at the next AGM.
3. J. Kenny asked if there was any interest to having a Taxi service and Pizza
delivery service placed under the affinity program due to extra charges that are
required to be paid by those in Woodland Heights. The Board in general did not
think there was a real need in these areas.
Action Item Completion Date
None
E. Agenda for Next Meeting
1. Approval of Agenda - Lee Bentley
2. Approval of Minutes - Lee Bentley
3. "Woodland Heights Club House Trust" Report - B. Waterhouse
4. Clubhouse Committee Report - Bob McKnight
5. Communications/Members Committee Report -Ian Taylor
6. Nature Sanctuary Committee Report - John Kenny
7. Treasurer Report -Sandy Mackay
8. Other Business
Adjournment:
Meeting was adjourned by Chair, L. Bentley at 10:43 p.m. The next board meeting
will be at 7:00 p.m. on Monday July 10, 2006 in the home of John Kenny.
Minutes submitted by: Secretary - Cyrese Samuel
Approved by: