MINUTES OF THE BOARD OF TRUSTEES SPECIAL MEETING held October 24, 2009, at the Timberland Library, Belfair. The meeting was opened at 11:00 AM by President Gary Longmire and attended by Mike Croke, Linda Pryor, Daryl Axelson, Roger Hansen, and Dan Poole (Rocky Brown absent) and guest members Larry Grumme and Debbie Axelson.
RESIGNATION/APPOINTMENT
Gary Longmire reported that Rocky Brown had submitted notice of her resignation from the Board of Trustees. Larry Grumme volunteered to fill the vacant position until the term expires in July, 2010. MOTION to appoint Larry Grumme to fill the position of Dock Commissioner was made by Dan Poole, seconded by Mike Croke and carried.
INITIATIVE TO AMEND BYLAWS
The Trustees reviewed written correspondence from the Club’s attorney, Robert Houle, regarding the member petition to amend the bylaws, the initiative process, and his review of the proposal for alternative amendments submitted by the Trustees (written in collaboration with Deborah Axelson). MOTION to include the petitioned bylaw amendment and the alternative amendments to the Bylaws, Articles 3, 4, and 10 on the agenda for a vote at the next Annual or Special Membership Meeting was made by Mike Croke, seconded by Linda Pryor and carried.
Pros and cons regarding absentee ballots will be included with the notice of the meeting and Deborah Axelson’s support for the alternative amendments will be noted.
BRIDGE REPAIR REPORT
MOTION to amend the meeting agenda to include an update on the bridge repairs was made by Mike Croke, seconded by Roger Hansen and carried.
Bridge Commissioner, Roger Hansen, reported that the contractor, Quigg Brothers, has been proceeding with the bridge repairs and is now working on the spans under the center section of the bridge. He noted that Exeltech’s engineers did not have access to the upper components in this area of the understructure during their recent inspection and deteriorating conditions had progressed since they were last inspected with the use of a boom truck in 2007. The contractor identified repairs that were needed in addition to those specified in the contract. Scaffolding placed by Quigg Brothers enabled Exeltech’s engineers to inspect the components noted and they concurred with the contractor’s assessment, classifying the repairs as priority one, in need of immediate attention. The additional repairs were estimated to cost between $23,000.00 and $25,000.00. Quigg Brothers proceeded with these repairs and a formal change order will be added to the contract. As the contractor proceeds in the centermost area of the bridge, more unidentified repair needs can be expected. Roger noted it is cost-effective to authorize change orders to complete additional repairs while the contractor is mobilized with the scaffolding, barge, and other equipment in place. MOTION to authorize payment to Quigg Brothers for the repairs completed and to authorize Roger Hansen to approve of change orders for additional work required as recommended by Exeltech’s engineers, was made by Mike Croke, seconded by Daryl Axelson and carried.
SPECIAL MEETING MAILING
The Trustees reviewed the presentation summary for the bridge replacement project as revised at the October 11th meeting. Suggestions for additional revisions were discussed and incorporated in accordance with the consensus of the Trustees:
Authorization to utilize the Asset Replacement Fund for front-end expenses for a new bridge as described in the scope of work for Phase I was revised to specify a maximum total expense not to exceed $225,000.00. • A reference that included expenses related to the current bridge repair project was deleted; it was noted that authorization to spend funds for the repairs was approved by the membership as part of the 2008 Capital Expense Budget. • A statement to the effect that the proposed $245.00 Dues increase would be rescinded when long-term bridge financing became available was revised to state that the increase will be re-evaluated at the 2010 Annual Membership Meeting. At that time, a complete review of the Asset Replacement Fund will be presented with cost projections and budget plans for all of the Club’s assets. • The Executive Summary will be revised to include brief overviews of Phases II and III. • Charts and spread sheets that included cost projections for a new bridge and estimated repair costs that could be incurred over the next ten years were deleted from the summary; the projected schedule for all three phases was retained.
The notice for the November 14th Special Membership Meeting must be mailed at least two weeks before the meeting date. The mailing will include the notice, the revised presentation summary of the Board’s recommendations regarding the bridge, and information (including pro and con statements) regarding the proposal for amendments to the Club’s Bylaws that would replace proxy voting with the use of absentee ballots. All documents will be emailed to the Trustees for final review before mailing. The drafted agenda and ballots will be emailed to all Trustees for review before the scheduled meeting.
MOTION to cancel the Regular Board Meeting scheduled for November 7th was made by Mike Croke, seconded by Dan Poole and carried.
ADJOURNMENT
MOTION to adjourn the meeting at 1:35 PM was made by Mike Croke, seconded by Roger Hansen and carried.
Linda Pryor
Secretary