MINUTES OF THE SPECIAL MEMBER MEETING held March 12, 2011, at the Grapeview Firehall/Horton Community Center, 4350 East Grapeview Loop Road, Grapeview, WA.  President Mike Croke opened the meeting at 10:00 a.m. with 94 lots represented in person and 52 lots represented by proxy for a total of 146 lots represented.

President Mike Croke provided an overview of the items on the meeting agenda.

BRIDGE REPORT

Bridge Commissioner, Roger Hansen, reported the Club received three bids for the bridge replacement project, the highest of which was $5.7 million.  The remaining two bidders were just under $5 million and both contractors were invited to submit value engineering options to reduce their bids.  He summarized the options that were submitted and evaluated by the project engineers.  Following review of the revised bids, the Trustees approved of entering into contract negotiations with American Construction.  Roger noted their revised bid provided for an extended bridge closure of at least one week; access by foot would be available during most of the closure.  The Trustees are working on securing provisions for fire protection, medical aid, and other services.

Roger reviewed the project budget and construction schedule.  He reported the start date of June 16th has been changed to after the Labor Day holiday in September, with a completion date expected in May or June of 2012.  This change will provide the contractors with more favorable tidal conditions; it will also eliminate the noise disturbance that would be imposed on the neighboring area during the more populated summer months.

With regard to the pending vote to stripe the 22’ wide bridge roadway with one or two lanes, Roger clarified the estimated cost to replace or refurbish the traffic control system for the signal lights required to control traffic on a one-lane bridge is currently included in the project budget. 

ARTICLE AMENDMENT

Attorney, David Silver, presented information regarding the proposed amendment to the Articles of Incorporation.  He noted the United States Department of Agriculture (USDA) is still a potential candidate for funding the long term loan to replace the bridge.

To receive further consideration by the USDA, the Club’s Articles of Incorporation must be amended to meet their requirements.  The required language needs to state that all of the Club’s assets would be distributed to one or more nonprofit corporations or public bodies in the event the owners voted to dissolve the Association.  Approval is not guaranteed even if the change is made, but the USDA will not accept the Club’s application until said amendment is filed.

The floor was opened for questions and comments.  Members questioned one of the USDA’s provisions that would require public access to the bridge and how that would affect the other island properties.  The USDA has not yet provided clarification regarding this provision.  If the Club’s application is accepted, more information will be obtained.

SPECIAL ASSESSMENT

Treasurer, Linda Pryor, presented information regarding the special assessment and payment schedules.  The amount of the special assessment will include the funds needed to repay the maximum loan amount of $5,000,000 and will also include other anticipated expenses related to borrowing this money and completing the project:  Interest on the funds borrowed during the construction phase of the project, funds to establish a reserve account, the cost to file liens on the properties of those members who opt for the payment plan, and the cost for accounting fees to process those extended term loan payments. 

Construction interest will be paid during the construction phase.  When the project is completed, members will have the opportunity to pay the remaining balance of their pro rata share of the special assessment with one payment.  Members will also have the option of entering into a payment agreement with the Club to pay off their remaining share with quarterly payments over the 15 year loan term.  The payments will be based on the interest charged to the Association under the terms of its financing; the interest rate will be adjusted every five years.

Linda reviewed a handout that depicted how re-amortizing the loan each year will provide consistency for those on payment terms when other members pay off their assessment balance before or during the loan term.

BALLOT VOTING

Ballot voting was conducted with the results as follows:

LANE STRIPING

Members had the option to vote for either a two lane bridge roadway or for striping the bridge with one lane open for vehicle traffic controlled by signal lights.  The majority of members voted for a one lane bridge.

One vehicle lane with signal lights - 133.5 votes

Two vehicle lanes with no signal - 10.5 votes

AMENDMENT TO ARTICLES OF INCORPORATION

Approve an amendment to the Articles of Incorporation to add provisions governing what happens in the event the owners vote to dissolve the Association. 

 Approved by a vote of 121 Yes – 24 No – 1 Abstained

Linda Pryor
Secretary/Treasurer

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