HRCA Board Policies and Procedures · 2018. 4. 6. · 3 THE ROLE, POWERS AND DUTIES OF THE BOARD OF DIRECTORS The Board of Directors shall have the powers and duties necessary for

INTRODUCTION

This publication is a compilation of Board policies and procedures. It is a work in progress. It is intended that these policies and procedures will continue to grow and be modified as better information and methods of functioning are discovered. The Association governing documents provide the framework under which the Board of Directors must function. These documents are:

State of Florida Statutes

The Articles of Incorporation

The Proprietary Lease

The By-Laws

The Rules and Regulations

The Policies and Procedures of the Board are developed under the guidance of the governing documents and serve as a tool for guidance and organization of the current Board as well as a foundation upon which future Board Members can build. It is hoped that future leaders will extend this effort, enhancing the purposes and work of those who have gone before them. At all times, the Board must recognize the authority of Federal and State Statutes, particularly Florida Statute 719, as well as Administrative Rules and Regulations, and opinions of the Attorney General.

This change to Policy and Procedures supersedes and voids all previous additions or

changes. (09-17-15)

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Purpose of the Association

The purpose of the association is to maintain, protect and enhance the common facilities and the quality of life in the Hawthorne community.

Purpose of the Board of Directors

The Board’s purpose is to develop policies and procedures that interpret the values and goals of the community and to provide for the administration of the affairs of the association. These policies and procedures are for the benefit of all members as an aid in understanding how and why the association functions.

Purpose of Management

Management’s role is to provide for the orderly operation of the day to day affairs of the association in a manner that is consistent with the policies and procedures set forth in the governing documents and by the Board of Directors.

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THE ROLE, POWERS AND DUTIES OF THE BOARD OF DIRECTORS

The Board of Directors shall have the powers and duties necessary for the

administration of the affairs of the corporation and may do all acts except such acts, which by law or by these governing documents may not be delegated, to the Board of Directors by the membership. The Board of Directors shall have the power and duty to: operate, care for and maintain the common areas; establish committees of the Board of Directors and Advisory Committees of members; determine the expenses required for the operation of the Corporation; collect rent and other assessments necessary for the common expenses of the Corporation; adopt rules and regulations covering the details of the cooperation of the Park; maintain bank accounts, purchase, lease or acquire membership certificates in the name of the Corporation; sell, sublet, transfer, mortgage, borrow money on behalf of the Corporation when required in connection with capital improvements, operation, care, upkeep and maintenance of the common areas. Accordingly,

(a) The Board shall engage a general manager who shall serve under the Board’s direction as the Chief Operating Officer of the Corporation.

(b) The Board is responsible for the investment of reserve and surplus funds and borrowing money whenever necessary. However, a vote of the membership shall be required to borrow or indebt the corporation for any sum in excess of two percent (2%) of the annual net operating revenue. The Board may borrow money for new customer ordered homes. The amount of money borrowed plus the cost of borrowing will be repaid by the customer upon closing of the new home. (c) The Board has the responsibility for the general oversight of the amenities and activities guaranteed by the proprietary lease. Committee members are appointed by the Board and serve under the Boards direction.

1.0 Board Organization

1.1 Board Member Responsibilities

Board members have a fiduciary responsibility to act in the best interest of all

association members and to conduct themselves in a manner of respect and consideration for fellow Board members. A Director must be loyal to the Association and conform to the governing documents. No individual Director is vested with any authority to direct a member, contractor, agent or employee of the Association. The authority of a Director is limited to the vote upon policies of the Association, approving an annual budget and participation in the meetings of the Board and committees to which said director may be appointed. A Director

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should attend meetings of the Board as are necessary to fulfill the duties and responsibilities of the office. Directors shall attend a minimum of 7 general board meetings annually unless specifically excused for cause. Directors should study and research the agenda items coming before the Board in order to be prepared for a Board meeting. A Board member may initiate, by presentation to the Board for endorsement, a suggestion for study by any committee

1.2 Board Member Written Communication

Every Board member will have a mail slot with their name on it in the Administration

Office. All official communications for the Board will be placed in these mail slots. Board members are encouraged to check their mail slot frequently in order to be currently informed. Board information should not be distributed publicly until the Board has met and discussed the information at a Board meeting. 1.3 Role and Responsibilities of General Manager The General Manager shall employ a Chief Financial Officer, and such other employees as are necessary to operate the park in accordance with policy set by the Board. All employees of the park shall report directly (or indirectly via supervisors or heads of departments) to the General Manager. The General Manager shall report directly to the Board. No employee shall be a resident or member of Hawthorne.

The Board delegates its authority for day-to-day operation of the community and care and maintenance of the facilities to the General Manager. The General Manager serves under the Board’s direction as Chief Operating Officer of the Corporation. GENERAL MANAGER’S JOB DESCRIPTION AND PERFORMANCE EVALUATION Annual Salary Range for General Manager $60,000.00 to $120,000.00 The General Manager shall possess a Bachelor’s Degree, or equivalent life experience. The General Manager’s duties shall include:

(a) To prescribe the duties, responsibilities and employment conditions of all heads of departments and of other employees as detailed on the HRCA Organizational Chart. To hire, manage and discharge all employees of the Cooperative. To evaluate all employees under his/her direct supervision and discuss said evaluations with the Board of Directors annually no later than November 1st.

(b) To prepare an annual budget (1) covering all the services required by the proprietary

lease, and those requested by the Board of Directors, (2) capital expenditures anticipated after receiving input from the Long Range Planning Committee for possible capital expenditures prior to the development of the annual budget, and (3) the expected receipts and expenditures, all for the consideration of the Budget

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Committee and approval of the Board of Directors. To operate the Cooperative within the limitations of the approved budget. To supervise all business affairs such as records of financial transactions, collection of accounts and purchase and issuance of supplies and to insure that all funds are collected and expended to the best possible advantage. To render full and complete financial reports for all regular meetings of the Board of Directors at least seven (7) days prior to the board meeting.

(c) To oversee all physical properties, report in writing on their state of repair and

operating condition at least annually to the Board and maintain adequate insurance on such property.

(d) With approval of the Board attend such meetings, conferences, workshops, classes

and courses to keep the General Manager qualified and current with the necessary skills, knowledge and requirements to provide the best possible management for the members of the Cooperative.

(e) To follow up and report via email to the Board on the overall activities of the

Cooperative, as well as on appropriate federal, state and local laws, regulations and developments that might affect the operation of the Cooperative.

(f) To attend, in an ex-officio capacity, all meetings of the Board of Directors, and such

of its committees as may require his/her presence. (g) To report on a weekly basis via email to all members of the Board on activities that

are newsworthy within the Community. To perform any other duty that may be necessary in the interest of the Cooperative, as determined by the Board of Directors.

(h) The General Manager shall acquire and maintain all licenses and qualifications

required by Law, Statute, Ordinance and Regulation for Hawthorne and Personally in a timely manner.

(i) The General Manager and the Board of Directors shall establish goals for the Cooperative no later than December 31st of each year. These goals shall be in written form and approved at the first regular meeting in January following the establishment of said goals.

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General Managers Performance Evaluation

The General Manager’s job performance shall be measured against the specifications of General Manager’s Job Description and the progress towards the mutually established goals, between the Board and the General Manager, and shall be completed no later than December 31st of each year. Each board member shall circle the number under each area below which represents that board member’s rating. Each board member shall also provide a written explanation for his or her rating.

a) Does the General Manager fulfill the duties and responsibilities of selecting, hiring, supervising, disciplining and evaluating in writing all of the employees of the Cooperative no later than November 1st?

1 2 3 4 5 Doesn’t Needs Meets Exceeds Consistently Do Job Improvement Expectations Expectations Exceeds At Times Expectations

b) Does the General Manager prepare an annual budget, operate, and report the business of

the Cooperative, effectively utilizing its assets and resources?


c) Does the General Manager manage, insure, and report in writing or email to the Board the

state of repair and operating condition at least annually of all physical properties?


d) Does the General Manager stay qualified and current with the necessary skills, knowledge

and requirements to provide the best possible management of the Cooperative and keep the Board of Directors informed on a regular basis of his efforts?

YES NO

Circle either yes or no above.

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e) Does the General Manager follow up and report on all Federal, state and local laws, regulations and activities that might affect the operation of the Cooperative? Does the General Manager communicate with the board via either monthly dialog meetings or email on Cooperative activities in a timely manner?

YES NO

Circle either yes or no above.

f) Does the General Manager attend, in an ex-officio capacity, all meetings of the Board of Directors, and such of its committees as may require his presence?


g) Does the General Manager perform satisfactorily to completion other duties that may

be necessary in the interest of the Cooperative, as determined by the Board of Directors?


h) Does the General Manager acquire and maintain all licenses and qualifications

required by Law, Statute, Ordinance and Regulation for Hawthorne and personally in a timely manner?

YES NO Circle either yes or no above.

i) Has the General Manager accomplished the goals mutually agreed upon by the Board and the General Manager?


1.4 The Duty And Responsibilities Of The HRCA Board Officers

The Role and Responsibilities of the HRCA Board President

The President shall be Chairman of the Board of Directors. The President shall preside at all meetings of the Board and membership. The President shall perform all the duties

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incident to his/her office and such other duties as may be delegated to him/her from time to time by the Board.

The President plays multiple roles to serve the requirements of the Association. He/She must be concerned with the image of the Association and how the Board decisions may affect the value of the property. He/She:

initiates the General Manager’s performance review. Each year on November 5th, distributes to each Board member a General Manager’s performance form to be completed and returned to the President no later than November 15th. The President and members of the Board shall review these forms and prepare a composite evaluation from these forms to share during a closed session during a special board meeting with the General Manager, no later than the first Monday in December.

initiates ideas and activities (committees) that are key in determining the present and future value of the Association.

The President develops a proposed agenda for Board meetings. The agenda is reviewed and possibly changed by the Board at the Agenda meetings. It is the President’s responsibility to see that Board meetings follow the agenda set by the Board.

works to protect the Association’s resources and to use these resources to achieve results.

executes or delegates the actual task to be completed.

closely reviews the budget process due to the importance it plays in the success of the business of the Association.

The President depends on each Board member for specific information and action and has

every reason to expect timely completion of assigned tasks.

The Role and Responsibilities of the HRCA Board Vice President

The Vice President shall perform those duties as may be required of him/her by the Board, and in the absence of the President, those duties incidental to the office of the President. He/She:

presides over Board meeting in the President’s absence or when the President chooses to stand down from the chair to present a position on an issue under discussion.

performs duties incidental to the office of President in the absence of the President.

The Role and Responsibility of the HRCA Board Secretary

The Secretary shall issue notices of meetings, shall attend and keep minutes of all meetings and perform those duties normally associated with this office in corporations, and in

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the absence of the President and Vice President, those duties incidental to the office of the President.

The Secretary, the “official recorder” of the Association’s activities has the responsibility of

keeping Board members aware of decisions affecting the Board’s responsibility. Duties consist of –

issuing notice of all Board and members meetings.

attesting to validity of documents by signing them.

coordinate the timely writing and distribution of meeting minutes to keep the Board and members informed of recent actions taken on authorized projects and their role in these projects.

assists the President in the establishing of schedules for meetings, projects, etc. as well as follow up adherence to these schedules.

In the absence of the President and Vice President, the Secretary will chair the Board meetings.

The Role and Responsibilities of the HRCA Board Treasurer

The Treasurer shall perform those duties normally associated with that office in

corporations, and shall be a member of the Budget and Investment Committees. He/She is the guardian of the Association’s funds and reserves. Duties of the person in

this important position include the making of financial reports and understanding budget operations and replacement reserve funds. He/She:

works through the Chief Financial Officer to make a monthly report on the financial condition of the Association.

participates in the annual budget review. If the Treasurer is Chairman of the Budget Committee, he/she shall report on the proposed budget to the Board.

sets time frames with the President and Chief Financial Officer for the completion of each step in the budget process, if he/she is chairman of the Budget Committee.

is a member of the Investment Committee to oversee the disposition of the reserves.

works closely with the President to monitor the Association’s funds.

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2.0 Administration

2.1 Personnel policies Personnel policies are available for members to review on request to the Assistant Secretary. 2.11 Hiring Policy No employee may initiate or participate in, directly or indirectly, decisions involving a direct benefit, e.g., initial hiring or rehiring, promotion, salary determination, performance appraisals, work assignments or other working conditions for those employees related by blood or marriage, membership in the same household, including domestic partners, or persons with whom the employee has an intimate relationship. HRCA management shall also be responsible for:

1. Determining the need for the position; (Can it be combined with another person’s duties?)

2. Describing the duties and the responsibilities for the open position; 3. Identifying the qualifications required for the position (i.e., certificates, licenses,

training, etc.); 4. Identifying recruitment sources utilizing the following methods;

a. Internal and external advertising for job openings shall be posted at the same time. Internal postings are to be posted in designated employee break areas or areas as designated by HRCA management.

b. Job applicants shall be considered in the following order: i. Internal candidates, ii. External prior applicants (applicants that have applied for the same or

similar position within the last thirty (30) days, and then iii. All other applicants.

Hiring decisions and interviews for open supervisory positions shall be made by a committee comprised of a minimum of the General Manager and an appropriate supervisor. Personnel doing the interviewing should be trained or have a working knowledge of legal interviewing techniques and requirements to ensure that all interviews are conducted equitably and within the guidelines of the EEOC and other applicable laws and rules, and that candidates are treated in the same manner during the interview and hiring process. The General Manager shall be responsible for hiring of all employees.

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Reference checks and background checks shall be made for each prospective employee prior to employment. The HRCA Board of Directors shall be notified of all newly hired employees before the employee begins his or her first day of work. Such notification shall be by email or via the internal mail boxes. Supervisory positions include the Program Coordinator, Clubhouse Manager, Electronics Supervisor, Emergency Services Chief, Grounds Supervisor, Home Services Supervisor, Real Estate Broker, Assistant Treasurer and Administrative Assistant. 2.2 Selling Price of Membership Certificates The Board of Directors shall establish the current selling price of Membership Certificates and Proprietary Leases owned by the cooperative. The Board of Directors will set these selling prices during a duly called Director’s meeting. Current prices will be published in the Home Sales Listing Sheet. When the Board of Directors agrees to purchase a home from a member, that home is off the market until HRCA Real Estate Sales lists the property for sale.

2.3 Committees of the Board

The Board of Directors will have three types of committees; standing, ad-hoc and Liaison/Advisory.

A standing committee is to have a continuing function and is to be reappointed by the Board every year. Standing committees should have a number of members that serve more than one year to give continuity to the committee. An ad-hoc committee is appointed to carry out a specific task and at the completion of its task, it automatically ceases to exist. A Liaison/Advisory committee is appointed to work on behalf of the Board directly with residents in promoting the community. The Board may appoint any number of standing and ad-hoc committees it deems necessary. At the time of appointment of a committee, the Board will identify the responsibilities and scope of work of the committee. The method of appointing committees is given in the By-Laws, Article VII. The By-Laws require the appointment of certain committees. Committees that take action for the Board (Investment committee) or recommend to the Board the annual association budget (Budget committee) are open to the members and notice of those meetings must be posted on the HRCA bulletin board 48 hours in advance. All committees serve at the pleasure and direction of the Board. When appointing committees the Board is encouraged to provide some carryover of members of standing committees. The Board of Directors may discontinue or replace a committee at any time. It is the duty of a committee to support the Board. It is the function of a committee to assist the Board in doing its job. No committee shall be self-initiating nor shall it serve autonomously from the Board. All committees, if requested to do so, shall make regular reports to the Board. All committee recommendations having a fiscal implication shall include a recommendation indicating source of funds to complete the task. Board members may attend any committee meeting they wish.

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2.31 Guidelines for Committee Chairman

Committee Chairmen are charged with the task of running meeting to accomplish assigned goals. To assist the Committee Chairmen, the following are suggested as guidelines:

1. Appoint Committee members as soon as possible after your appointment. Remember to check the sign up list from the quad in the great hall.

2. Meet in advance of each meeting with the general manager, as appropriate, to discuss the agenda and get his input in advance to assist with the process.

3. Establish an agenda at least 1 week prior to each meeting and email it to each committee member.

4. Make sure someone is keeping some notes about what was discussed; another committee member should do this for you and promptly provide you with a copy for distribution to all members.

5. Establish a definite meeting schedule for the committee for the year. 6. Stress the importance of each committee member gaining as much information about

the agenda prior to the meeting to insure thoughtful discussion. 7. Lead the meeting without expressing his/her opinion on the topic under discussion by

drawing the committee members into the discussion. 8. Keep the committee members on task. When discussion wanders, bring the discussion

back on point. 9. When the topic has been discussed thoroughly, either call for a vote or ask it there is a

consensus of everyone there as to a resolution of the issue. 10. Let Committee members understand that between meetings they should direct all

comments about topics to the chairman so that the comments may be shared with all of the committee. Two committee members should not be working on issues apart from the committee unless directed by the full committee to do so. This can destroy the cohesiveness of a committee.

11. When the meeting is over, get the minutes of the meeting produced promptly and distribute to all committee members as well as all board members, the administrative assistant and general manager.

12. Offer to meet with the general manager after he has reviewed the minutes to discuss what was recommended and get his feedback. The board president and the general manager should be kept up to date on everything the committee is doing. Remember the general manager is part of the Board team and he can assist the committee by advising when something will or will not work.

13. Prepare a report to be presented at the next Board meeting letting the board members as well as the residents know what the committee is doing.

2.32 Standing Committees

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Community Pride Committee

The Community Pride Committee has been established to maintain the Quality of Life and Pride in the Hawthorne Community. The committee has begun with a continuing effort to improve, refurbish and regenerate the common areas of the community. Awareness of problems and conditions that may exist in Hawthorne as the community matures and any methods and alternatives to correcting any such problems is the ultimate goal of the committee. (6-2004)

Community Relations Committee

The community Relations Committee will serve as the Liaison for the Board of Directors with the Club Hawthorne Council, Newcomers, TV-98, the Ambassadors Group, Water Sprinkler Committee and the Zone Coordinator. The Chairperson, appointed by the President, will serve as the contact with the organizations listed and their Chairperson to provide information to the Board and submit requests as may be necessary for their operation. (4-2005)

Documents Committee

The purpose of the Documents Committee is to review governing documents of HRCA as directed by the Board of Directors. The documents include Bylaws, Proprietary Lease, Rules and Regulations and Policy and Procedures. The Committee shall recommend any additions, deletions, or modifications of the documents provisions to the Board for discussion and implementation. A Documents Committee will be appointed as deemed necessary by the Board of Directors.

Investment Committee

An Investment Committee shall be responsible for investment of the reserve funds as determined by the Board of Directors. Any investments in other than Government securities and bank certificates of deposit shall require the approval of the Board. All funds deposited in banks shall be in those institutions insured by the Federal Deposit Insurance Corporation or its successor and not exceed in any institution, the maximum insurable by that institution. (BL 7.2)

Planning Committee

The Planning Committee is a standing committee of the Board which shall develop and maintain a long-range master plan for facilities and improvements at Hawthorne. It is to review all projects referred to it by the Board of Directors. The committee review will include development of all technical information such as architectural, engineering and survey reports, in coordination with management, and will contain detailed specifications and careful cost estimates for each project. The Planning Committee will observe club projects that the Board has okayed. If there are any deviations from what the Board has okayed, the Planning Committee will stop the project with a (STOP PROJECT NOTICE), and advise the Board of the

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deviation. The Planning Committee will advise the Board when the project has been completed.

Stop Project Notice

Because of deviations from what was okayed by the Hawthorne Board, this project is to

stop until the Hawthorne Board can issue a decision on the project. Issued By:_______________________________________ Date:___________________________________________ CC: Activity:_________________________________________ HRCA Board Planning Committee Club Hawthorne The Planning Committee will investigate and develop information and provide annual

updates to the long range Master Plan as a means of assisting the Board. The Planning Committee will have no authority to spend or commit HRCA to any liability

whatsoever. The Board will make all decisions, including expenditure of funds, on any project. The chairperson will present to the Board the status of all unresolved projects at the first workshop after the installation of a new Board. It will be the Board’s responsibility to determine whether or not unresolved projects should be continued by the Planning Committee. The Planning Committee shall consist of 10 members, including the Chairperson. The Chairperson will be selected by the HRCA President each year and will serve a 1-year term. In accord with the HRCA Bylaws, the Planning Committee will be appointed with staggered terms. In 2008, 3 members shall be appointed for 3-year terms; 3 members for 2-year terms; and 3 members for a 1-year term. Each year thereafter, 3 members will be appointed for 3-year terms, with the exception of the Chairperson. When vacancies occur in an unfulfilled term, a new member will be appointed to serve the remainder of that term.

The Planning Committee Chairperson will be responsible, in coordination with administration, to implement, manage and preserve the archives in accordance with Article VII of the Bylaws.

2.33 Ad-Hoc Committees

Budget Committee

A Budget Committee shall review the annual budget prepared by management, make whatever adjustments they deem desirable along with the recommended maintenance fee, and present same to the Board of Directors as a recommendation for the Board’s approval. (BL 7.1)

Election Committee

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An Election Committee shall handle the mechanics and procedures of announcing the coming election of directors to all members; shall provide a form for members (desiring to have one) to give written notice to be a candidate for office; shall mail or deliver a second notice of the election meeting along with a ballot and resume or information sheet (to be supplied by the candidate, if the candidate so desires); shall also determine the order of names on the ballot. The committee shall supervise the election process, the counting of ballots and announcing the results. (BL 7.3) The Election Committee will be appointed prior to any Member’s meeting requiring a count of paper ballots.

Safety Committee

The purpose of the Safety Committee is to study, investigate and make recommendations to the Board in the area of safety for the residents of Hawthorne. To work in conjunction with Security, Emergency Services, Fire, Maintenance and Home Service departments to further the interest of all safety issues and make recommendations to the Board of Directors on those items that require Board action. A Safety Committee will be appointed as deemed necessary by the Board of Directors. (6-2004)

Search Committee

A Search Committee shall be formed, with no current Board members or their spouses serving on the committee, at least ninety (90) days prior to the annual meeting and have as its sole function to encourage members to self-nominate themselves for Director of the Hawthorne Board of Directors.

2.34 Liaison/Advisory Committees

Ambassador to New Residents

Each year the Board of Directors appoints an Ambassador to visit new residents in the community. The purpose of this position is to acquaint new residents with the function of the Board and cooperative association. A brief description of responsibilities is listed below. A. Present information on HRCA Board of Directors for appropriate year. 1. Who they are – Leave Green Sheet

2. How Board of Directors are nominated and elected. 3. How Board of Directors operates HRCA – by the individual residents through the

Board of Directors 4. Manager of the Park and its Operation 5. Bus Tour of Facilities 6. Encourage them to study the rules they found in telephone directory.

B. History of Hawthorne and HRCA

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1. Verbally review History Booklet 2. Stress cooperativeness…

3. Cost containment by being resident owned community 4. Leave copy of History Booklet

C. Obtain information from New Resident 1. Why Hawthorne was their selection 2. Previous location 3. Past work and volunteer experience 4. Hobby and Craft interest D. Solicit and answer questions in regard to Hawthorne and Community. E. Leave “Ambassador” card – suggest they call if they need help in any way. F. Leave list of neighbor’s names and addresses in their Zone if Zone Captain has not already done so.

Water Sprinkler Committee

The Water Sprinkler Committee, consisting of volunteer workers, will oversee the operation of a sprinkler repair group created to assist residents with problems with their irrigations systems. A Board Liaison will be appointed to serve as the representative of the committee to the Board of Directors.

Zone Watch Chairman

A. The entire Hawthorne Community is divided into 64 zones, averaging

about 20 homes each. The “Zone Watch” program expands the duties and responsibilities of the Zone Captains of these 64 zones.

The HRCA Board of Directors annually appoints a member to serve as

Chairman of the Zone Watch Program. The Zone Watch Chairman reports to the HRCA Board liaison.

The Chairman of the Zone Watch Program selects a co-chairman and

seven (7) additional residents to serve as a committee for the purpose of administering the program and appointing a member/resident of each zone to serve as Zone Captains and Assistants. The Co-Chairman, the committee members, the Zone Captains and assistants serve at the pleasure of the Chairman.

B. Duties of Zone Captains

1. Become acquainted with everyone in your zone and let them know where you can be reached.

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2. Maintain a current list of all persons in your zone, noting those who may need special assistance.

3. Solicit an assistant to serve in your absence and notify him/her when you will leave and when you will return.

4. Secure the assistance of someone in your zone for the delivery of Weekly Bulletins and other publications. Many zones rotate this responsibility among the residents of the zone. Be sure to find backup people to fill in for your regular distributors if they are ill or out of town. As Zone Captain you are responsible only for finding someone to deliver the bulletins, you need not do it all yourself.

5. Be aware of the homes that are empty in your zone. Your residents should advise you when they are leaving and returning so that you may keep an eye on their home. Do not be afraid to call Security for suspicious situations.

6. Meet all new residents who move into your zone. They need the support of someone who is able to introduce them to the Hawthorne way of life.

2.4 Election of Officers

Following the annual meeting and election of directors, the Board will meet to elect its

officers. The officers of the Board to be elected are designated in the By-Laws, Article VI. The Board will also appoint other officers who are not Board members and have no voting powers. These positions are officers of the corporation, which are necessary to satisfy legal requirements necessary to carry out the day-to-day business of the association. These positions are: Vice President/Chief Operating Officer for the general manager; Vice President/Real Estate Division for the real estate broker; and Assistant Secretary for the administrative assistant; and Assistant Treasurer for the controller.

The highest ranking, retiring officer will chair the meeting for election of officers. Rank, starting at the top, shall be as follows: President, Vice-President, Secretary, Treasurer. In the event there is no ranking officer, the retiring Directors will select one of their number to chair the meeting for election of the President, Vice President, Secretary and Treasurer. The other retiring Directors will assist in counting and verifying ballots cast for the officer elections. Nominations for each office will be called for. The names of all nominees will be displayed on a board visible to all directors. Voting for each office will be by a secret, written ballot. In the event of only one nominee, the chair may declare the nominee is elected or take a voice vote. The result of voting will be announced for each office before nominations are opened for the next office. After these officer positions are filled, the retiring Director who is chairing the meeting will relinquish the chair to the newly elected President for the appointment of all other officers by the Board of Directors.

2.5 Green Sheet

The Green Sheet is the official publication of the HRCA Board of Directors. Its purpose

is to communicate the business, goals, and actions of the Board to the members. It is normally published once each month, however it may be more or less often depending on the need as

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determined by the Board. The President and Secretary are responsible for overseeing the editorial content of the publication. The Board may appoint a Board member to be responsible for writing the Green Sheet but staff members will do the production and copying.

2.6 Meetings of the Board

General meetings of the Board of Directors will normally be held in the Clubhouse

auditorium on the 3rd Thursday of each month, except for the months of June, July and August when no meetings are planned. Meetings will be convened at 1:30 p.m. Workshop and agenda meetings will be held on the second Thursday of the month. The workshop meeting is for the purpose of discussing any and all information needed by the board to complete its duties and responsibilities. The agenda meeting is for the purpose of setting an agenda for the next general meeting. No business is normally voted on at these meetings. The general meeting of the month is considered the regular board meeting for the month and agenda items are brought before the Board for action. Notices of all Board meetings will be posted on the HRCA bulletin board at least 48 hours in advance of the meeting. The President, or in his/her absence the Vice President, may change the date, time or place of the above noted meetings or may call a Special Board meeting, with a majority of the Board concurring. Such meetings must be properly noticed with the new date, time or place. Emergency meetings may be called, without notice, in accord with the By-Laws, Article 4.5. Actions taken at emergency meetings will be added to the agenda of the next regular Board meeting for ratification. The President will act as the chairperson of all Board meetings. In his/her absence, the Vice President will chair the meeting. The Assistant Secretary will take notes and prepare the minutes of the meeting. An audio tape recording will be made of all Board meetings to assist the Assistant Secretary and Secretary in preparing the minutes. The audio tape will not be archived and will not become an official record of the association. The Secretary will approve and sign the minutes for filing and posting. The posted minutes will become an official record of the Association. The Assistant treasurer will prepare the monthly financial report. The Treasurer will report the financial results at the Board meeting. Committee reports may be made orally by the chairman of the committee or in writing or both. Board meetings will be conducted in accord with the governing documents and Robert’s Rules of Order, Newly Revised, Latest Edition. Members have the right to speak on designated agenda items at the regular monthly Board meeting. Those items will be so noted on the meeting agenda. Members also have the right to make audio or videotapes of Board meetings. Taping must not be disruptive to the Board meeting or to the members in attendance. After a Regular Board meeting is adjourned, the Members will have an opportunity to address the Board of Directors on any subject that is within the Board’s jurisdiction. The Board President will chair this session. Member comments will be limited to 3 minutes per person and no one will be allowed to speak more than once until all desiring to speak have had an opportunity.

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2.7 Official HRCA Bulletin Board

The glass enclosed, bulletin board on the southwest wall of the Clubhouse auditorium is

designated the official HRCA bulletin board. All notices of Board and Members meetings will be posted on this board as well as other documents deemed necessary by the Board. It is the responsibility of the Secretary to assure proper posting of notices. The Treasurer shall post the monthly HRCA financial report on the official HRCA bulletin board.

2.8 Rules and Regulations

The Rules and Regulations are one of the official documents of the association. Additions, deletions and any changes to the Rules and Regulations are the responsibility of the Board of Directors. Proposed changes should be in typewritten form with additions underlined and deletions struck through. A proposal for change should be submitted to all Board members at least 30 days in advance of the meeting at which a vote will be taken on the proposal. Once the Board approves a change, the new rule is to be published in the Green Sheet and implementation will take place no sooner than 30 days after the change has been advertised to the members.

2.9 Service Animal Requests

Guide for HRCA Board Members Approving or Denying Requests

The General Manager will forward to the Board and HRCA attorney a copy of the completed Medical Release Form received from the handicapped/disabled resident’s physician and any other documentation provided by the resident. The Medical Release Form and other information about the resident’s handicap/disability is considered confidential and will not be copied or shared with any other person.

The HRCA attorney will review the material received from the resident’s physician as well as any other documentation provided by the resident. The attorney may request additional information from the resident or the resident’s physician. The attorney may also request a personal meeting with the resident. When the attorney’s review is completed, he will inform the Board of the results of his review and any recommendation he may have. After receiving the attorney information, the Board will place the request for a service animal on the agenda of a regular Board meeting for action by the Board.

Following the Board meeting at which action was taken regarding the requested Service Animal, a letter, signed by the President, will be sent to the resident requesting the Service Animal, informing them of the action taken. A copy of this letter will be filed with the minutes of the meeting and in the resident’s file at the Administration office.

2.10 Written Correspondence to the Board

All signed correspondence to the HRCA Board of Directors will be logged by the

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Assistant Secretary and copies will be distributed to each Board Member. All anonymous correspondence will be discarded and ignored. When a written response is requested or deemed appropriate by the President of the Board or General Manager, this response should be sent within a reasonable amount of time. Using the guidelines set forth in the legal opinion of attorney Charles Johnson, dated November 5, 2002, or any other legal opinion which may be obtained, the President and General Manager will determine which correspondence, if any, falls into the category of official records of the Association pursuant to Sections 719.104 and 719.106 (1)(1)2 of the Florida Statutes. In the minutes of the next monthly General Board meeting, the number of correspondence to the Board should be noted. There need not be any mention of the name or content of any correspondence. All correspondence that falls into the category of official papers shall be maintained in accordance with section 719.04 of the Florida Statutes. (11-16-06)

2.11 Campaign Practices

Candidates for Board Directors shall participate in activities, which are approved by the Board of Directors at which all candidates for directors are invited to appear. These shall include at a minimum: one appearance on the local TV channel program; introduction at Board meetings preceding elections; and an open forum allowing each candidate the opportunity to meet and talk to residents on an individual or group basis. There shall be no door-to-door solicitation.

Candidates shall be given a copy of these Policies and Procedures immediately upon filing nomination papers with the Administration Office. They shall be advised to familiarize themselves with the provisions to be prepared for activities, which immediately follow election to a Board member position.

3.0 Financial 3.1 Activity Requests from Fund C

All requests for Club Hawthorne activity related capital expenditures, not included in the budget, must be made to the Hawthorne Council by the activity. In the event the Hawthorne Council is unable to provide the funding, the Council may make request to the HRCA Board, through management, for expenditure out of Fund C. No activity may make a request for funds directly to the Board.

3.2 Annual Budget Procedures

It is the responsibility of the Board of Directors to approve an annual budget for the

association. The association fiscal year begins on January 1 and ends on December 31. The

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budget procedure begins in late summer when management prepares an operating and capital budget to present to the Budget committee. The Budget committee considers management’s proposed budget during the month of October. At the regular Board meeting in November, the Budget committee proposes a budget for the next year to the Board of Directors. Following the November meeting, the proposed budget is distributed to all members. This distribution must be at least 15 days before the Board of Directors takes any action on the budget. At the regular Board meeting in December, the Board will take action to approve a budget for the next year. The budget approved by the Board will become effective on January 1 of the following year. 3.3 Investment of Funds Guidelines for the investment of the HRCA portfolio will be as follows: 1. No more than 30% of assets shall be invested in open ended mutual funds such as diversified equity investments (stocks) and diversified fixed income investments (bonds). 2. Individual bonds shall be rated “BBB” or better by Moody’s or Standard & Poor’s. 3. Fixed income assets shall be purchased with a laddered maturity schedule with maturities not to exceed 10 years. 4. Only new investments require Board approval. Changes between existing holdings are to be ratified at a Board meeting following the change.

3.4 Reserves

It is the policy of the Board to segregate a portion of the monthly maintenance fee into certain reserve accounts to fund current and future capital improvements. The amount to be set aside for reserves will be reviewed each year by the Board to determine whether or not adequate sums are being accumulated. It will be the policy to not fully fund reserves as required by Florida statute, Chapter 719. At the Annual meeting each year, the Board will ask the members to approve less than full funding as required in 719. The combined cash and investments including operating cash, stocks, bonds, CD’s, home inventory and Funds A, B &C makes up the total funds available for investment. It is the policy of the Board to keep total reserves at a minimum of one-half the annual operating expenses. It is the goal of the Board to maintain the income from investments to provide an amount estimated at a minimum of 3.25% of the annual operating expenses. There will be a repayment plan established by the HRCA Board any time funds are expended from the reserves.

3.41 Funds – A, B & C

The portion of the monthly maintenance fee set aside for allocated accounts will be

distributed into three different accounts called Funds A, B and C. All of these accounts are restricted in the sense that they must be used for capital expenditures. Fund A has the greatest restriction since it can only be used for three items – roofing, paving, and painting. Fund B was set up to accumulate funds for all other capital improvements except roofing,

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paving and painting. Fund C was set up to accumulate funds to be used for activity related capital expenditures that are not funded elsewhere.

4.0 Member Relations

4.1 Member Review of Official Records

The official records of the association, as described in Florida Statutes, Chapter 719, are

available for inspection by the members. The procedures for reviewing these records are consistent with the provisions set forth in Chapter 719. 1. A member’s request to review the official records of the association must be in writing. A

specific record (or records) must be requested so there is no confusion about what is to be reviewed. Appointments for reviewing records will be made through the manager’s office. The normal office hours are 7:30 am to 4 pm, Monday through Friday. Appointments will be made at hourly intervals, except for the lunch hour from noon to 12:30 pm.

2. One other individual may accompany a member making an appointment. A Board member or a designated representative shall also be present. Appointments will normally be limited to one hour. Members are encouraged to respect the time of all involved.

3. Staff members will not be expected to prepare reports or attempt to interpret records. 4. Any mutilation, altering or in any way attempting to make any change in the official records

of Hawthorne will deprive the member responsible of the privilege of reviewing records in the future.

5. When a member makes an appointment to review a record, an employee on the administrative staff will find the record to be reviewed prior to the appointment. The document will be presented to the member for review at the beginning of the appointed time. It is understood that most requests to review official records will be for the current year. These records are easily accessible. However, prior year records are boxed and stored away making retrieval more time consuming and costly to the association. Therefore, there will be a charge for the actual cost of retrieving a prior year record. If requested by the member, an estimate of the cost will be prepared prior to retrieving the record. The member will make payment for the actual cost of retrieving a prior year record at the appointed time for record review.

6. Copies of records will be made, if requested by the member, at the time of inspection. The charge will be per page.

7. It is understood that the right of members to examine records, and the right of employees to privacy may come in conflict. It is expected that all members will respect the employee’s rights and will be careful of any invasion of privacy. Official records will be made available for inspection within 10 days of the member’s request. However, during the first 10 days of each month and during the annual financial audit, the financial records are in constant use by staff and/or the auditor. Member inspection during these periods could be disruptive to the business operation. Members are encouraged to avoid requesting appointments for financial record review during these

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times. If a request is made during these periods for a review of financial records, management and the member will be expected to work together to make an appointment at a mutually agreeable time.

4.2 Procedure for the Use of Absentee Ballots

1. Absentee ballots may be used for voting by members who are unable to attend a members’ meeting. The ballots will be the same as those used for voting at the members’ meeting. Absentee ballots will be available in the Administration office at least 20 days prior to an election. Members may pick them up or request the ballots to be mailed to them. 2. The absentee ballot will consist of three pieces: a) the paper ballot; b) a secrecy envelope, and c) a return envelope. The secrecy envelope will have instructions for voting printed on the front. The return envelope will have the HRCA mailing address printed on the front and an absentee ballot certificate on the back. The absentee ballot certificate will serve two purposes: 1) the certificate can be used for establishing a quorum at the members’ meeting; and 2) the member’s signature on the certificate will be used to update the voting records. After the member votes on the ballot, it will be placed in the secrecy envelope and sealed. The secrecy envelope will then be placed into the return envelope and sealed. Members must then sign the absentee ballot certificate on the back of the return envelope. The envelope may be mailed or returned to the Administration Office. Absentee ballots must be received in the Administration Office no later than 4:00 PM the day before the election. 3. The staff in the Administration Office will keep an Absentee Ballot List that will include the name and address of the member, the date the ballot was picked up or mailed, and the date returned. This form will become part of the official voting records and will be turned over to the Election Committee on the day of the election. When the absentee ballot is returned by the member to the Administration Office, the voting records will be checked against the member’s signature of the back of the return envelope. The envelopes will remain sealed and will be locked in a cabinet at the Administration Office. On Election Day, all absentee ballots will be turned over to the Election Committee. Before the members’ meeting begins, the chairman of the Election Committee will count the number of absentee ballot certificates received (on the back of the return envelopes) and report that number to the HRCA Secretary. 4. Absentee ballots will be held until the polls close on Election Day and counted at the same time as all other ballots cast that day. Before the count begins, the Election Committee will open the outer return envelopes, remove the secrecy envelopes, and lay the return and secrecy envelopes in two separate piles. The return envelopes must be kept as part of the official voting records. The secrecy envelopes are not to be opened until the return envelopes have been removed from the table and there can be no possible way a ballot can be linked to the name of a member voting. Once the return envelopes have been removed, the secrecy envelopes may be opened and the ballots tallied. The results for absentee ballots are to be reported separately from the other ballots cast at the voting pool. After tallying all the ballots, the Election Committee chairman will complete the Ballot Accounting Form that will become part of the official voting records. The Ballot Accounting Form, along with the results of the election, will be posted on the window of the Program Office at the Clubhouse.

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4.3 Gifts to HRCA

On occasion, various Hawthorne activities, groups or individuals may wish to make gifts to HRCA. The guidelines for accepting gifts are included in the Rules and Regulations, paragraph XVI. It shall be the policy of HRCA to avoid naming buildings or facilities at Hawthorne after individuals or groups making gifts. 4.4 HRCA and Club Hawthorne

Hawthorne Residents Cooperative Association, Inc. (HRCA) is a not for profit, cooperative housing association organized under the laws of the State of Florida and for the purpose of governing Hawthorne at Leesburg, a resident-owned retirement community. The governing body of HRCA is the Board of Directors (Directors) elected by members of the cooperative association. HRCA recognizes that opportunities to participate in activities are important to the well being of the residents of Hawthorne. The association provides facilities for activities, maintains them in excellent condition and has commissioned a Program Coordinator to work with residents in the development and scheduling of programs to meet their expressed wants and expectations. The entity under which all program activities are organized is CLUB HAWTHORNE. The governing body of CLUB HAWTHORNE is the Club Hawthorne Council (Council). CLUB HAWTHORNE is a separate, non-profit (501.C7 IRS code) entity under HRCA with its own bylaws, policies, procedures and finances for the program activities. CLUB HAWTHORNE is to be financially self-sustaining and self-governed under the general auspices of HRCA. HRCA has the responsibility of providing the necessary funds to maintain, repair or replace all of the common area facilities used by CLUB HAWTHORNE activities. CLUB HAWTHORNE has the responsibility of providing the necessary funds for the functioning of the activities. The funds of HRCA and CLUB HAWTHORNE shall not be co-mingled. Each entity will be responsible for maintaining its own bank accounts, accounting records and necessary audit controls to assure proper use of its funds. It is the responsibility of the Council to fairly represent the interests of all program activities of CLUB HAWTHORNE. It is the understanding of the directors that the Council does indeed fairly represent these interests. It is the intent of the Directors to allow and encourage the Council to govern all program activities without interference as long as the bylaws, rules, regulations and other association documents of HRCA are not violated. Adopted: June 19, 2015 __________________________ Fay Farrington, President __________________________ Chuck Mrowca, Secretary