December 21, 2011 Meeting Minutes

Cloverleaf Center Condominium

Board of Directors Meeting

Board of Directors Special Meeting

December 21, 2011

7:00‐9:00 PM

Upcounty Regional Services Center Conference Room D

12900 Middlebrook Road

Germantown MD

Minutes

              I.      Farouk Youssef called the Board to order at 7:10 PM.

            II.      The following Directors were present to establish a quorum of the Board:

a.      Farouk Youssef, President;

b.      Andrew Kim, Vice-President, by proxy to Mr. Youssef;

c.       Peter Franke, Treasurer;

d.      Noorul Hinaya Jainoor, Member at Large;

e.      Kreg Williams, Member at Large.

          III.      Proof of announcement: Notice of the regular open board meetings of the Board was sent by postcard. Notice of the Special Meeting of the Board of Directors to “…discuss and vote on amendments to Resolution 2010-1…” was sent by a postcard postmarked December 9, 2011. A sign was also posted at the entrance to the community.

         IV.      Motion to elect a Secretary: Mr. Youssef announced that Mr. Williams has volunteered. He moved to nominate Mr. Williams as Secretary of the Association. Mr. Franke seconded. Vote: 5 Aye, 0 Nay.

           V.      Mr. Franke moved to approve/re-approve the minutes of the following BOD meetings: August 17, 2011, September 21, 2011, October 26, 2011 (BOD portion) and November 16, 2011. Mr. Youssef seconded. Vote: 5 Aye, 0 Nay.

         VI.      Mr. Youssef stated that the Board will now discuss and vote on amendments to Resolution 2010-1. He stated that:

As a result of the engineering study and their open bidding of six companies to repair the Plex units, we settled on Katchmark, even though their bid was not the lowest. Their original bid was for $1, 916,958, and Mr. Youssef negotiated that down to $1,700,000.

“Building 1” was refurbished by a 2008 resolution for a special assessment put upon the Association. Subsequently, there was some legal action, and a Commission Panel judge ruled was that a newly elected board would decide the fate of the rehabilitation and the special assessment. In July, 2010, we put that resolution to a vote, but the only dollar amount we had at that time was the old number and we voted at that time for $14,100.

Since then, there have been some significant changes for the rehabilitation project. New roofs have been added, so each building will be rehabilitated from the roof down, including the siding and balconies. The reason the project is pressing upon us now is because the buildings are deteriorating in a way that is costing us money. One renter has an insurance claim. It is not optimal time now to wait. We have the contractor and may have the bank. We have already been turned down eight times. Finally, we have a small local bank willing to extend a loan with reasonable conditions. For that, we need to amend the resolution, and that will reflect a substantial increase in cost.

We will decide that tonight by a vote in front of you. We will keep the cost at $235/month, and extend the term from 60 to 108 months. “Bldg 1” did not have a new roof. At the end, it will be re-roofed. For those who already paid $14,100, as well as for foreclosed units, the new owners will be responsible for the extra $11,280. If the community does not accept our amendment to go ahead, they have a mechanism to rescind our action. Briefly, you have 30 days from the date of the communiqué to collect 50 signatures to force a special meeting, at which time a change to it would be made by majority.

Mr. Youssef asked Mr. Franke to read aloud the resolution titled Amendment and Reformation of Resolution 2010-1 of March 17, 2010. Mr. Franke read:

Whereas the Plex Unit owners voted on March 17, 2010 a levy upon themselves of a special assessment to repair certain long standing deficiencies in their common property, and

Whereas the Board of Directors thereby enacted Resolution 2010-1, and

Whereas the Board concludes, having gathered all necessary facts and analyses, that

The prior Board’s estimate of $14,100 per unit is insufficient to cover the costs of repairs to the remaining six (6) buildings, due mainly to the increased scope of the project required by current Montgomery County Code regarding repairs to the roofing and the decks.

The project can now go forward, however, by the affirmative resolution to amend and reform Resolution 2010-1 so as to reflect the costs previously obligated to this project and the expected future costs, including $1.7 million in contract costs for repairs, plus interest and other costs.

Time is of the essence of this project and of this assessment.

The elected current members of the Board of Directors therefore affirmatively resolve that this project shall now go forward, and amend and reform Resolution 2010-1 such that:

The Special Assessment repayment term is extended from 60 months to 108 months. The monthly Special Assessment for each 98 Plex Unit owner is $235. The total Special Assessment for each Plex Unit owner is $25,380. The $25,380 consists of the following two parts: A $14,100 lien that was due and payable July 1, 2010, plus a $11,280 lien that is due and payable on this 21^st Day of December, 2011, upon the affirmation of this Resolution.

This lien may be satisfied by payment of $235 per month for 108 months and owners who are current in these monthly payments are not delinquent in that portion not yet due. Owners are individually responsible for and shall pay on demand any and all costs of collection due to non-payment, fees, legal interest, plus the acceleration of this lien in its entirety.

Plex Unit owners who purchased a Plex Unit through a regular home sale or a foreclosure after the $14,100 collections originally began in October 2008 will also be responsible for their portion of the increased cost of the project, plus any unpaid portion of the $14,100 special assessment. Owners who are in this situation will be notified separately by our Property Management Company about how much the additional payment will be and when their monthly payments will begin.

This Special Assessment covers the costs for the renovations specified in the engineering study as negotiated with the selected bidder, plus the costs for the repairs to Phase 13 (“Building 1”), which was completed except for the roof, engineering and bidding costs, a commercial loan up to $1.7 million for the specified repairs of the limited common elements of the remaining six (6) Plex buildings, loan interest and expenses, costs for collections, bad debts and certain other legal fees that relate only to this project, and unforeseen costs as may occasionally occur that relate to these repairs.

Although this Special Assessment shall continue to be memorialized in the Operating Budget, these are limited common element reserve expenses and are paid exclusively and entirely by the Plex unit owners. Certain Plex Unit operational expenses (maintenance) and limited common element reserve expenses may in the future benefit as a result of these repairs and further reserve study.

Mr. Franke moved to approve the resolution titled Amendment and Reformation of Resolution 2010-1 of March 17, 2010. Wade Owen (13037 Bridger Dr) rose to debate, and was told that the motion had not yet been seconded. He then left the meeting. Mr. Williams seconded the motion. There was no further debate and the question was put. Vote: 5 Aye, 0 Nay. Mr. Youssef stated that the resolution passed and would be signed later.

Mr. Youssef responded to the question why we should pay the extra cost of interest?  He stated that the Plex community is a big community and that repairs are extended over a length of time to make them bearable, while TH units must pay their repair costs up-front. The buildings are 17 years old and the work cannot wait.

Mr. Youssef responded to questions where will the work begin and whether more than one building can be done at a time. He stated that we will start with a single building, as it is not easy to figure out what is behind the skin, but the construction company is capable of working on two at a time. The engineer will choose where to begin, probably “Building 2” [Phase 14.]

Mr. Youssef responded to Mr. Krueger’s question whether the resolution had been reviewed by a lawyer, and suggestion to send it to WTP regarding foreclosures. Mr. Youssef stated that it had not, and that he will take the suggestion under advisement.

       VII.      Management report:

a.      After we switched to John Manougian Insurance Agency, Inc., we were immediately challenged with a claim:

                                                              i.      Mr. Krueger stated that a missing downspout may have caused rain water to channel from the roof through a hole into a blind space at 12957 Bridger Dr. As there may be black stuff, remediation will be designed by an environmental company.

                                                            ii.      Mr. Krueger stated that the tenant gave us notice of intent to file a liability claim for lost contents. That claim was denied by the tenant’s renter’s insurance, and the tenant decided that we’re not moving quickly enough. Mr. Krueger also stated he is duty bound to tell us that the tenant notified Montgomery County about her living conditions, and that we and the Unit owner will get citations with 30 days to comply.

                                                          iii.      The downspout was repaired. Environmental testing, design and remediation will proceed on the basis of an issue with mold. Repairs to drywall and wood may be covered by insurance.

b.      Potomac Trash: Proposed a two year extension of their contract with no increase in fees. Mr. Williams moved to accept this proposal and Ms. Jainoor seconded. Vote: 5 Aye, 0 Nay.

c.       ACC continuing business:

                                                              i.      12953 Bridger Dr (Scott) Request to replace garage door. Vote: Aye 5, 0 Nay. Approved.

                                                            ii.      13061 Bridger Dr (D’Arrigo): Approval of revised request. Vote: Aye 5, 0 Nay. Approved.

d.      The 2012 management contract was signed by Mr. Youssef.

e.      Bound copies of the 2012 Audit were handed out to the Board.

f.        The 2012 approved budget was sent to Unit owners, and coupon books have been ordered.

g.      2012 Regularly Scheduled Board of Directors Meetings:

                                                              i.      Meetings have been scheduled for the next six months.

                                                            ii.      Meetings will be held at 7 PM on the third Wednesday of each month at the Upcounty Regional Services Center.

                                                          iii.      The next regularly scheduled board meeting will be January 18 in room C.

     VIII.      Continuing business

a.      Mr. Youssef moved to close the meeting at 8:30 PM to discuss the collections and legal actions. Mr. Franke seconded. Vote: 5 Aye, 0 Nay.

b.      13055 Bridger Dr (Ducker):

                                                              i.      In response to a question from Brian Korody (14 DPC), Mr. Youssef stated that we had filed a motion with the CCOC to dismiss this complaint. Time for filing a counter motion has past. Our motion should stand.

c.       12834 Duck Pond Dr (Little):

                                                              i.      Owner twice did not respond to calls for a hearing.

                                                            ii.      Mr. Youssef moved to authorize cutting the wires and billing the owner.  Mr. Williams seconded. Vote: 5 Aye, 0 Nay.

d.      13049 Bridger Dr (Quay):

                                                              i.      Mr. Youssef asked Mr. Krueger to summon Mr. Quay for a hearing at the next Board meeting, prior to referring this matter to collections.

                                                            ii.      Mr. Krueger will check whether 15 days notice is sufficient, as the next regularly scheduled meeting is less than 30 days.

e.      Access to Units requiring work on sprinkler systems:

                                                              i.      Mr. Krueger stated that access to Units requiring work on the sprinkler systems has been difficult to obtain.

          IX.      New Business (ACC) was discussed during the Management Report.

            X.      Motion to adjourn to closed session (8:30 PM)

          XI.      Closed session (8:30-9:00 PM)

a.      FHA opinion in case of judgment lien, garnishment, and/or a payment plan.

b.      Filing for Reconsideration.

        XII.      Adjournment (9:00 PM)

a.      Mr. Youssef moved to adjourn. Mr. Williams seconded. Vote 5 Aye, 0 Nay.

January 9, 2012, 7:30 PM

Farouk Youssef, Andrew Kim, Kreg Williams, and Peter Franke, IAW CCC Bylaws Article III, Sections 9, 10, 15, and elsewhere, met in a public location on the above mentioned date and discussed a proposed bank loan.