Michelle H. Clark, P.A.
390 North Orange Avenue, Suite 2100
Orlando, Florida 32801
Telephone (407) 420-4660
Facsimile (407) 422-6858
___________
May 11, 2004
Via
Facsimile (407) 660-9422
Robyn Severs Braun, Esq.
Taylor and Carls, P.A.
850 Concourse Parkway South, Suite 105
Maitland, Florida 32751
Re: Cross Ties Ranch HOA, Inc.
Dear Ms. Braun:
I am in receipt of your response to my demand letter of May 10, 2004, and I appreciate your prompt attention to this matter. Unfortunately, your letter fails to address the issues material to my challenge of the Association’s actions.
In paragraph three of your response letter of May 10th you cite to several sources which grant limited authority to the Board of Directors to accept and execute a loan agreement on behalf of the Association. None of these sources of authority, however, directly resolve the disputed issues in this matter.
For example, the reference to Section 3.20 of the Association By-Laws purports a scenario in which the Board is merely pledging Association property as security to procure a loan. Your reference to the By-Laws is apparently to demonstrate the Board may engage in this action “without membership approval.” As you are aware, that is not the full extent of the Board’s actions in this case and that is why your client conducted the meeting of May 5, 2004.
The meeting on May 5th was held to potentially grant the Board of Directors powers that are outside the scope of the Board’s present authority. Because the increase in annual assessments is capped at ten percent, your client has no authority to increase the assessments beyond this amount absent a favorable vote by the homeowners. The validity of any membership approval, therefore, is clearly a material issue to this matter. It is the Board that has in fact tied the procurement of this loan to the financial contribution of all landowners in Cross Tie Ranch.
Robyn Severs Braun, Esq.
May 11, 2004
Page 2
Additionally, your characterization of the voting that took place on May 5th is inaccurate. The Board Secretary minutes signed by Ron Harrell reflect a vote count that was not the initial tallied result. As I stated in my previous letter, your client has not provided any independent certification attesting to a final outcome of this vote. It is further questionable that the Board has not done so when the minutes provided by your office reflect that three representatives from Sentry Management were present at the May 5th meeting.
The scheduling of the Executive Board meeting held yesterday in your office provided for two days notice over a weekend from the posting of the notice on May 7th and the meeting on May 10th. Despite this, I informed your office several hours before the meeting yesterday that I would pursue injunctive relief if the Board proceeded to accept and execute this loan package without first resolving these issues.
Your client has chosen to proceed without affording Association members an opportunity to confirm the Board’s authority to impose these additional assessments that will directly fund the repayment of the proposed loan. Further, members of the Board have stated publicly that they will employ the only enforcement mechanism available, the imposition of a lien, to obtain the assessment from any association member who refuses to pay the increased amount. Such action clearly affects the property and title rights of my client and all landowners in Cross Tie Ranch.
As a result of the Board’s actions, immediate injunctive relief will be sought on this matter. Further, I am hereby requesting that you immediately provide the names of all Board members in attendance at the meeting held in your office by Harry Carls on May 10th at 2:00p.m. I would also respectfully suggest that you inform the Board members of their potential individual liability so that they may consult with counsel outside your office.
Nothing contained herein constitutes a waiver of any rights or remedies in this matter, all of which are expressly reserved.
Sincerely,
Michelle H. Clark
cc: Raymond J. Hoyda
Claudia J. Hoyda