TIME & PLACE: 7:00 PM on Thursday, January 3, 2008 at the Moorage Office (C-7) located at 2630 N. Hayden Island Drive, Portland, Oregon, 97217.

Board Members Present:

• Mr. John LeDoux, President
• Mr. Steve Weisensee, Vice President

• Mr. C.W. Taylor, Vice President

• Ms. Pat Buescher, Treasurer

• Mr. Walt LeDoux, Secretary

Order Of Business

• Call to Order; Determination Of Quorum.

• The President called the meeting to order and announced that with all Board Members present, a quorum was established.

• Reading & Approval Of The Minutes Of Previous Meeting

• The Secretary passed out minutes of the December Board Meeting.

• Moved, seconded, and passed unanimously to accept Minutes.

• Treasurer’s Report

• Financial Statements are tentative but complete – waiting for bank statement to be opened.
• P&L. Under budget YTD by ~$3,000.
  • Mainly due to lower expenses for repairs & maintenance.
  • Probably can’t get any closer than that because repairs are sort of a guessing game anyway.
• Balance Sheet - $3,636,322.74.

• Our total in checking & savings is $217,878.88

• Aging

• Assessments are current.
• Just received the January check for #17.
• 35 owners are on AutoPay.
• 1 Deposits in our bank and sends Pat a notice.
• 1 has his bank initiate an EFT.
• Leaves 19 that still send hand written checks.

• Schwab Account.

• $204,332.68 in account.
• $50,000.00 in CDs – 2 25K CDs with yields of 5 and 5.1%.
• $30,574.89 in cash.
• $123,757.79 in MM account – yield 4.66%.
• Will be transferring some cash into the MM account this next week.

• Received the assessment from HIBPA for $2,520.00.

• Also received the HIBPA financial report.

• Moved, seconded and passed unanimously to accept the Treasurer’s Report.

• Old Business

• Standing Committee Reports

• Facilities & Grounds

o        Walkway Leveling.

§         Critical parts are done.

§         Had to tell Dave we would go elsewhere if Chuck wasn’t interested.

§         Dave said anyone else would cost $40 more and CW told him 1 injury would wipe out any savings we’d get by using them.

o        Put De-icer out at each end.

o        CW said he put the dining room table and chairs in the office.

§         Asked that if the moorage liked it make him an offer for it.

• Fire, Security And Safety.

o        No Report.

o        Speed bumps haven’t been addressed yet.

• Architectural Review

o        No Report, no new requests.

• By-Laws, CC&Rs And Rules

o        CCR changes & Ballot Packet.

§         2 changes to CCRs will need 42 affirmative votes.

§         2 BOD positions and IRS ruling 70-604 need at least a quorum of 28 votes and a majority of the votes cast.

o        Committee volunteers.

§         2 parties interested in joining.

§         Will go to committee and ask who would like to step down.

• Violation & Adjudication

o        No Report.

• Moorage Valuation Appraisal. (placeholder).

• Dredging (placeholder)
• HINOON & Columbia River Crossings Project – Jimme’ Peters, Neighborhood Representative, submitted the report to the Secretary.
  • Meeting on Dec 13^th, 7 PM.
  • Town Hall style with Q&A on Various Projects.
  • Columbia River Crossings Project - A supplemental bridge with a westerly alignment of the light rail is looking to be the decision for the new bridge.
  • Movie filming on the island to raise funds for community projects, tabled until January meeting.
  • West Hayden Island - The Port of Portland is pushing to develop a terminal on the 800+ acres but most islanders are against it for traffic, noise etc and wish to make it a park/nature preserve.  This will be a long drawn out battle with environmental impact studies and alternatives forthcoming.
  • Next meeting 1/10 at 7pm at the Hayden Island Clubhouse.

• New Business

• Informal Resident Surveys – Esther Wright
  • Asked that the Board consider her comments.
  • Asked that members have a right to input.
  • Not a criticism of the job the Board is doing.
  • Experienced that Board is not receptive of member’s comments.
  • Requesting the Board to be more open to input.
  • Felt there’s no process in place where members can have a say.
  • After asking around, found that surveys may not be practical.
  • Involved in 5 other Associations where they don’t necessarily do surveys but do solicit input from the owners when decisions are made that affect everyone.
  • Requesting the Board try to allow some procedure for open participation.
  • Steve - asked Pat to give us some idea of what the Board spent.
  • Pat - couldn’t give an answer to Steve’s request.
  • - It is highly recommended to allow members time to speak after reading several articles on the subject.
  • - It allows for a higher level of membership trust.
  • Skip  - thought it was highly disrespectful for Walt to be typing during meetings.
  • Steve - asked Walt if he was taking minutes of what Skip said.  Walt - yes.
  • CW - we have a procedure in place right now to allow for members inputs at Board meetings.
  • – the Board has to conduct its business and needs the time to do it without it taking all night.
  • Skip – felt the Board was implementing Roberts Rules of Order incorrectly by not allowing members freedom to speak.
  • – expressed his irritation that he has been told to leave by simply raising his hand then got up and left. 
  • John – we did not throw Skip out.
  • – we have a process - this is a Board of Directors meeting and not a general membership meeting.
  • – Bylaws call for ANNUAL general membership meetings where members have a voice.
  • John - If the members want General membership meetings be conducted more often, then the membership needs to call for a vote to change By-Laws. 
  • – We need to conduct the normal business of the BOARD.
  • – we DO offer that if someone wants to speak at Board meetings, they only need to request an audience and the Secretary will put it under New Business (if it is appropriate).
  •  – the Board wants your inputs but we have to be free to meet the legal requirements of managing the Association.
  • - when he responded to Esther’s email, he specified that he was responding as a Member, NOT a Board Member.
  • – it takes an organization (smaller than the full membership) to manage the day-to-day operations of the moorage.
  • - We can’t have all 56 owners involved in every decision – it won’t work and was never designed that way.
  • – if this is about the Board’s discretionary spending, he guesses that it didn’t amount to more than 5 or 10 % of our budget. 
  • Esther - it’s not a matter of the membership trusting the board.
  • - it doesn’t matter whether you have 1 GM meeting or 4.
  • - it’s about the Board listening to members.
  • - last year several people came to me and asked me to represent them at the GM meetings.
  • - don’t know if any of those items requested were ever acted on.
  • - example: the speed bump issue.
  • - didn’t want speed bumps but didn’t know that a few owners had requested them for safety reasons.
  • Steve – you mean that you have changed your mind since you heard from just a few owners?
  • Esther – the point is that the Board should get a consensus of the membership before making decisions like that.
  • - it isn’t that I don’t trust you, it’s that I would like to have a say in the decisions.
  • John - we as a Board have looked at the CCRs and By-Laws and have contacted our attorney.
  • - the guidance we have is to follow the rules to a “T”.
  • - example: the 1 dog/2 dog issue.
  • - the Board must follow the CCRs and does not have the right to allow variances with one exception – if the previous Board (the developer) allowed it.
  • Pat – could find no documentation of that.
  • - personally asked him and he listed every variance he allowed and a “2 dogs” variance wasn’t on his list.
  • Walt – no he just turned his back to it. It’s the same thing he did about parking outside garages.
  • John – if the owners want to change the CCRs then they can petition to have the issue voted on then it will take 75% of the members’ approval.
  • Pat – However the first members that should follow those rules are the Board Members.
  •  - the one Board member with 2 dogs should follow the rules just like everyone else.
  • Walt – asked Pat if she was going to start parking her vehicles in her garage.
  • Pat – we aren’t talking about parking, we are talking about dogs
  • - caseload on homeowners associations says you only talk about 1 issue at a time in this case we were talking about dogs.
  • - and the members of the Board should take the moral high ground.
  • Walt – moral high ground - you just brought the issue above just dogs.
  • - moral high ground includes parking.
  • Walt –  Back on the topic of surveys (the original reason for this discussion).
  •  - conducted a survey concerning leaving the gate open last summer.
  •  - only got 25 responses saying no to leaving the gate open.
  •  - where were the other 31 members?
  • - are they the silent majority?
  • - or did they not care one way or the other?
  • - Didn’t even get responses back from 50% of the members.
  • John – the process in place is that if people want the CCRs changed they can get 25% of the members’ signatures and the change will go to a vote.
  • - this is a Board of Directors meeting and just like in a courtroom, not everyone is allowed to speak.
  • - but we have opened up a period under new business for member comments.
  • Esther – felt John’s response was very defensive.
  • John – response was as a member not as A board Member and it wasn’t defensive
  • Esther – Your response was “to let the board do it’s job”
  •  - That sounds defensive?
  • John – it wasn’t meant to be, remember I was speaking as a regular member.
  • Walt read Section 4.8.4 of the By-Laws.
  • - specifically it says that “All meetings of the Board of Directors shall be open to any and all members of the Association.  Provided, however, no Association member shall have a right to participate in the meetings unless such member is also a member of the Board.”
  • - the operatives are right and participate.
  • CW – we went through this before and that’s why we opened up some time for member comments.
  • Walt – if the membership wants to legitimately bring an issue before the board then they should bring a petition of 25% to the Board.
  • - I as Secretary must present it to the membership for a vote.
  • - if the members would follow that procedure rather than coming here individually then the Board would have a reason to act.
  • - but when it’s an individual or even a group of individuals, but not 25% then what would you expect the Board to do about it.
  • John – just because 1 person has a strong feeling about something doesn’t mean it’s a representation of the moorage.
  • - we want to hear your opinions but its 1 opinion of 56.  Its not 29 of 56.
  • - its really hard for us to determine what the real pulse of an issue is when we only hear from 1 person.
  • Esther – didn’t want to undermine the Board by surveying the moorage.
  • Walt – not an issue
  • - don’t see it as “going behind our backs”
  • - its better that Esther does a survey or gathers signatures for a petition.
  • - it adds legitimacy to the issue and gives the Board a better feeling for what direction to go.
  • - and if we need to put it to a vote of the membership then so be it.
• Agenda items for the General Membership meeting
  • We will have a Board meeting immediately following the GM meeting to vote on the Officer positions Board members will hold.
  • Secretary passed out a proposed agenda and asked all members to come prepared to speak about accomplishments of their committees.
  • We will do the Ballot count on Saturday the 26^th at 9:00 AM.
• The president gave the audience an opportunity to make comments – there were none.

• Day – First Thursday in February (Feb. 7, 2008).
• Time – 1900 (7:00pm).
• Place – Moorage Office.

• Day - 4^th Sunday in January (January 27^th, 2008).  (The next 4 Super Bowls are in Feb.)
• Time – 1600 (4:00 PM).

• Place – Jantzen Beach Village East Clubhouse (Community Room)

                     [~505] N. Hayden Bay Drive, Portland, Oregon 97217

• Adjourn.