You're Fired!

[mermaid53]

The HPPOA Corporate Policies was adopted August 19, 2003. It also states the following:

HPPOA Purchases and Contracts, IV. Procedure A (1). "The Association General Manager shall be solely authorized to approve the purchase of goods and services having a value of $1,500 or less.(2) Purchases and contracts having a value of less than $10,000 shall require the concurrence and signature of an officer or officers of the Corporation designated by the BOD." The board approved new wording at the last board mtg to tighten this up. I believe it was to require the approval of the full BOD.(3) "Purchases and contracts having a value of $10,000 or more shall require the approval of the Board of Directors."

B. Competitive Proposal Requirements (1) "Purchase of items having a value of $500 or less..NONE
(2) Purchase of items or contracts having a value of $1,500 or less a. At least 3 verbal quotations or proposals. b. Records describing the items(s) or services sought, providers contacted and the offering, and an evaluation and cost analysis justifying the selection or award.
(3) Purchases of items or contracts having a value of less than $10,000. a. At least 3 written proposals. b. Records describing the item(s) or services sought, an evaluation and cost analysis justifying the recommendation as to selection or award, and signature of the approving officer of the corporation.
(4) Purchases of items or contracts having a value of $10,000 or more. a. Public solicitation of bid proposals published in major daily newspapers in Honolulu and on Hawaii Island specifying that: 1) Complete bid proposals must be submitted on or before the date and time specified for bid opening. 2) The Corporation reserves the right to reject any or all bids when it is in it's best interest to do so. b. Record shall be maintained showing: 1. The basis upon which a contractor was selected. This is particularly important when award is made to a contractor whose bid price was not the lowest offered. 2. The basis for the award cost or price."
It goes on to outline General Requirements of bids and contracts which are equally important. Any member should be able to request their own copy. It's important to be educated on these matters bc our hard earned monies are being spent and we need to recognize when the process isn't being followed. (i.e. our new website design)

Let's see how this chip seal proposal coming up pans out. I think the membership should be involved in making the decision on whether we want chip seal vs asphalt on our roads bc of it's price tag. The Fugitive Dust Committee reported that there weren't many chip seal contractors out there but we should still strive to get more than 1 or 2 competitive bids if possible.

Proper research should be done to determine which roads are chip sealed first by a separate committee, not Fugitive Dust's, to eliminate thoughts of bias, like the Paving Committee used to do before they were shut down at a BOD mtg by a previous board. (The Paving Committee's task also was to scrutinize bids, contracts and make recommendations to the board) No decisions have been made yet by the BOD but could be very soon per the recent board mtgs' agendas.

The new GM has positive thoughts on chip seal and obviously has been working w/the Fugitive Dust Committee, or w/the VP who's on the FDC, as he's already up to speed. The Finance Committee reported at the last BOD mtg that there's $$ in our budget for it.

The GM said he likes being in the warehouse ofc to oversee the road crew. He said he doesn't like hanging out in an ofc but that he oversees the admin ofc daily. I was informed by a board member that the GM position maintains it's managerial and admin duties.

[reni]

Mermaid writes,
"The HPPOA Corporate Policies was adopted August 19, 2003..... It's important to be educated on these matters ."

Absolutely! and thank you for posting this.

What is already approved in the Corp. policy could easily be incorporated into a COI policy. I'll see if I can get a complete copy of this Corp.policy.

My 2cents on chip seal......have 2 county commissioners and 1 town administrator in the family, different counties, different states. All 3 entities utilize chip seal .

[mermaid53]

I've heard good things about chip seal from others who've had experience with it. The GM said the life expectancy is 10 yrs before re-treatment is needed, even in our rainy climate. A road that has been chip sealed has the appearance of an asphalt road.

I just want the business from A-Z done according to our bylaws. Have a presentation at a general membership meeting and have the members vote on it since it involves a lot of members' money. Make sure the GM and board do the contracts and bids according to our bylaws, AND corporate policy. No conflict of interest issues. Complete transparency. We have some board members that have often ignored this very important rule which has resulted in mistrust between the board and members.

[reni]

on the topic of Corp. Policy....I did call the office today requesting a copy. I
Was put on hold for a while , then left my name & no. No call back yet. Do any of you know whether we have a book of minutes or book of adopted policy that extend back into 2003 and if these records are available to the members at the office? Thanks!

[mermaid53]

Prior minutes to the ones posted on our website I believe are in the cloud. How far back things go that are stored in the cloud..??? There are a lot of files stored in boxes on HPP property.

My belief is that most records are available to members upon request, except for personnel files. Depending on the length of the item you're requesting may involve compensation for copying and employees' time during work hours.

I was told recently by a former board member that was on the board when we took out the bond, that the bond is to be available for viewing by any association member..that there are no areas in it that should be hidden to us. He said back then they even made copies and passed them out to members. He stated this in frustration to the way board members, current and former, "treat it like the Holy Grail". You could go sit and read it in the office, make copies of portions you wish....

The board has been asked to put our road hump policy back on our website. It got yanked around the time the VP was trying to propose a new one. There was no vote at a board mtg to do so. Policies are supposed to be posted and accessible on our website for members per our bylaws, not yanked.

[reni]

Aside from the legal aspect, having adopted policies available to members makes good management sense.

It certainly does save time and avoid confusion if we (members, board members, employees) are all working with the same set of rules!

Do any of you know whether this policy is promulgated to Board members ?

[mermaid53]

If you are speaking of the current road hump policy...the answer is yes to your question Reni. Board members have come and gone since we purchased the road humps we now have collecting dust in the warehouse since they were purchased in 2010 or so. Less than half have been installed on our asphalt roads and one on a dirt road.

The policy had been on the website and in force for years before being yanked recently. Most of the board didn't know there was a current policy until a member stated they needed to rescind the current one before voting for the new one. This halted the vote from proceeding.

When we went to look for it on the website, it was gone. Luckily a previous board member had a hard copy and copies were made and passed out to the board members and RTSC a couple of months ago so they could review it. No vote has taken place yet to rescind the current one and a member asked that it be put back on the website meanwhile.

[reni]

received from HPPOA office yesterday a copy of HPPOA Corporate Policies(adopted 2003), Minutes of the Board of Director's meeting, August 2003 and something else entitled HPPOA Memorandum No.2 dated February 19, 2013. (Office staff members were polite, courteous and helpful).

I'll start with HPPOA Memorandum No.2, CONDUCT POLICY.
This "memorandum/ policy" has 6 components. It does not state that it was adopted by the Hawaiian Paradise Park Owners Association Board of Directors.
It does have a signature line for the Board President, only.

Under Procedure , section D, this "memorandum/ policy" erroneously gives validation to the Board to enter into Executive Session for the purpose of discussing a particular Board member's behavior and casting secret ballots of whether to issue a formal letter of reprimand.

Under our current Bylaws, Executive Sessions shall be called for the purpose of discussing personnel issues, matters of litigation , or matters of attorney/client privilege.

Entering into Executive session "as a result of a behavioral allegation" is not in our Bylaws.
In the chain of authority, a policy does not supersede our bylaws. A "memorandum" does not supersede our bylaws.

This memorandum/ policy gives no authority to the Board to enter into Executive Session for the purpose of "behavior allegation".

[mermaid53]

[quote]Originally posted by reni

received from HPPOA office yesterday a copy of HPPOA Corporate Policies(adopted 2003), Minutes of the Board of Director's meeting, August 2003 and something else entitled HPPOA Memorandum No.2 dated February 19, 2013. (Office staff members were polite, courteous and helpful).

I'll start with HPPOA Memorandum No.2, CONDUCT POLICY.
This "memorandum/ policy" has 6 components. It does not state that it was adopted by the Hawaiian Paradise Park Owners Association Board of Directors.
It does have a signature line for the Board President, only.

This is confusing as I have a copy of HPPOA Memorandum No. 2 Conduct Policy dtd 1/19/2014. It references our bylaws, our personnel handbook, Robert's Rules 11th edition, and HRS Chap 414D Hawaii Nonprofit Corporations Act. Also references, "Rescission - Any previous Board motions that specified procedures for misconduct. Mandated Date of Review - 3 yrs." Signed by then President, Larry Brennan. The board did vote on this policy at an open board meeting.

For other readers, here's what it says...."Attachment A Board Conduct Procedures C. "When a Board Member exhibits behavior that is offensive, harassing, threatening, or blatantly disrespectful in a verbal, non-verbal or written communications, he/she can be confronted by another Board Member or the Presiding officer and then be "called to order", indicating that said behavior is offensive and needs to stop. If the noted behavior continues or escalates, the offended Board Member or HPPOA staff may request an Executive Board session to discuss the behavior and render a ruling by the Executive Board in reaction to the behavior. When the Board Member's behavior is addressed to a lot owner/member, the member may ask the Board to intervene, resulting in an Executive session. If the Board is called to Executive session as a result of a behavioral allegation, the result could be a formal reprimand by the Board.
D. In an Executive Session convened to address alleged misbehavior, the allegation is stated or read and the person perceived as acting in an inappropriate manner can rebut the allegations. After discussion, the Executive Board votes by majority vote, utilizing secret ballot, whether to issue a formal reprimand and the reason for the reprimand. Attachment B is the form letter of reprimand issued. It specifies the specific type of behavior that caused the reprimand."

Also FYI, Board Member Code of Ethical Conduct "Represent the interests of all people served by this organization and not favor special interests inside or outside of the HPPOA." as an addition to conflict of interest topic discussed earlier in this thread. Reiterate this one, "Not use my service on this Board for my own personal advantage or for the advantage of my friends, associates, or family." This Conduct Policy provides specific expectations of board members.

This memorandum/ policy gives no authority to the Board to enter into Executive Session for the purpose of "behavior allegation".

Reni, I don't understand why your document is dated differently... Bylaws can't state specifics such as this policy does. Our bylaws book would be larger in order to contain all specifics that policies describe. Policies can be changed following transparent procedures, as needed, whereas Bylaws changes require committee amendment proposals, membership vote by ballot and legal review. Policies also can "disappear" which means starting from square 1. This is a dilemma that has been going on for quite awhile. When you have new board members coming and going, things can go missing.

This Conduct Policy dtd 1/19/2014 was implemented because it was needed. It gave guidelines as to how to handle situations that were also occurring in real time at meetings. There was no policy that provided specific descriptions of expected behaviors, or enforcement. Without it, there was no accountability. There still is none if we all don't use this policy that was provided to us. If not posted on our website, it needs to be. Footnote: Our corporate policy discusses enforcement when a member loses control at a membership mtg. Nothing on board members.

[reni]

"Reni, I don't understand why your document is dated differently.".
yes, confusing!
What I posted on Punatalk was actually part of an email I sent to each Board Member of record according to our website's Board member contact page.
Below is the email in it's entirety.
-------------------------------------------------
Subject line:
requesting investigation of HPPOA Memorandum(Conduct Policy) Feb. 2013

Aloha HPPOA Board of Directors,
Received from HPPOA office yesterday a copy of HPPOA Corporate Policies(adopted 2003), Minutes of the Board of Director's meeting, August 2003 and something else entitled HPPOA Memorandum No.2 dated February 19, 2013. (Office staff members were polite, courteous and helpful.
HPPOA Memorandum No.2, CONDUCT POLICY.
This "memorandum/ policy" has 6 components. It does not state that it was adopted by the Hawaiian Paradise Park Owners Association Board of Directors.
It does have a signature line for the Board President, only.

Under Procedure , section D, this "memorandum/ policy" erroneously gives validation to the Board to enter into Executive Session for the purpose of discussing a particular Board member's behavior and casting secret ballots of whether to issue a formal letter of reprimand.

Under our current Bylaws, Executive Sessions shall be called for the purpose of discussing personnel issues, matters of litigation , or matters of attorney/client privilege.

Entering into Executive session "as a result of a behavioral allegation" is not in our Bylaws.
In the chain of authority, a policy does not supersede our bylaws. A "memorandum" does not supersede our bylaws.

This memorandum/ policy gives no authority to the Board to enter into Executive Session for the purpose of "behavior allegation".

I am requesting that you investigate individually the validity of this memorandum/policy before any further copies of such are distributed by our office.
Mahalo for your time and attention, Reni .
--------------------------------------------------------------------
I do concur that bad behavior is counter productive and needs to be curtailed and I would suggest turning to our Bylaws for this. Along with adopting a Conflict of Interest Policy in July, the Board is also mandated to "approve version of Robert's Rules of Order newly revised used in meetings" ! (page 33) and further explained on page8 Section 7 Conduct of Meeting.

I think we disagree on whether or not Executive Session can be called for any other purpose than what is allowable per our bylaws.......
On the topic of HPPOA CORPORATE POLICES.............my copy doesn't read what yours reads either!!!