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Bayshore Beach Club, Inc.
Board of Directors Special Meeting
July 30 , 2008, 5:15 p.m.

Un-approved

In Attendance:

Kevin MacPhee, President                                  Division 7
Maren Taylor, Vice-President                             Division 2
Neil Hare, Corporate Secretary                           Division 3
Larry Dahlke, Director                                        Division 1
Gary Cummins, Director                                     Division 1
Randy Kindig, Director                                       Division 2
Eddie Benson, Director                                       Division 4
Don Butler, Director                                            Division 6
Sandie Eckerson, Secretary/Treasurer

President MacPhee verified there was a quorum present and called the meeting to order at 5:15 PM. He said the meeting was called to discuss personnel matters. Cliff Collard said the first thing to do was address the notice of the meeting. It was not clear whether the law require 3 days posted notice to owners of the meeting to allow them to attend. He said that depended on whether the majority of the lots in Bayshore are the principal residence of the owner. If 50% or more live here full-time-principal residences-then the law requires the meeting to be posted at least 3 days in advance except in the case of emergency. Since the consensus was that complaints by the employees were considered an emergency notice was posted for the 3 days. Normally notice is posted at least 3 days in advance of the meeting. Gary Cummins said the By-Laws show 3 different conditions to be called. Cliff said that pertains to notice to board members, he was addressing the issue of owners because owners have the right to come and attend regular meetings. He was saying if it was possible notice had been posted for the 3 days we might have 50 owners here instead of the few that are. The Minutes should reflect that notice was not posted 3 days because it was considered an emergency meeting to deal with employee complaints. Don Butler asked the 3 days was that an ORS rule. Cliff said yes. Don Butler said the By-Laws say 7 days. Cliff said again that refers to notice to the directors unless the board members concur for less than 7 days notice. It is not clear whether that really truly applies because we don’t know what the count is of how lots are principal residences and how many are vacation rentals and so on. Gary asked if we should try to find out so we can do this more correctly next time. Cliff said yes you can assume as matter of course that you are going to post notice of meetings 3 days in advance and possibly use an email list for notification. You can always give more notice you just do not want to violate the law as it applies. Don Butler asked Sandie if we have the number of lots for members who have their principal residences here. Sandie said no we do not. Don said some are vacation homes/vacation rentals and others that are vacation rentals. He was not sure we could distinguish. Neil Hare said the documents say we have one class of membership here and one class only. Don Butler said that is a separate issue completely. Cliff said you can just assume you will always post a minimum of 3 days notice for meetings.

President MacPhee introduced Cliff Collard as our legal counsel. Don Butler said we thought so since he is the guy with the tie.  President MacPhee said the meeting would need to be in executive session.

MSP

 Don Butler made a motion to go into executive session for discussion of personnel matters. Maren Taylor seconded. A show of hands of majority directors carried the motion. Board members went into executive session at 5:25 PM

President MacPhee called regular board meeting back into session at 6:30 PM.

MSP

Maren Taylor made a motion that Eddie Benson will supervise the pool staff with Randy Kindig as a back-up if Eddie is unavailable. Don Butler seconded.

Yea vote:

Larry Dahlke
Neil Hare
Don Butler
Maren Taylor
Gary Cummins
Randy Kindig
Eddie Benson

The motion carried unanimously. Maren said Eddie will have a meeting with the pool attendants sometime after this meeting. Maren also clarified that Kevin would still be the supervisor for Sandie and the caretakers.

President MacPhee apologized to the members who attended the meeting and waited so long for the executive session. He asked if there was any other business. Hearing none, Don Butler made a motion to adjourn the meeting. Larry Dahlke seconded. Meeting adjourned at 6:35 PM

Sandie Eckerson-Secretary-Treasurer

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