UNAPPROVED LAKE SUMMERSET ASSOCIATION
BOARD OF DIRECTOR MEETING MINUTES
December 15, 2008

All open session board meetings are audio recorded by the Recording Secretary for transcribing and clarification purposes. Board President, Bill Keener, called the meeting to order at 7:00 p.m. Directors present were Joan Pepich, Carol Raduns, Marty Kisser, Leon Gorsch, Karen Franzen and Frank Miller. General Manager, Gary Wilke, and Corporate Secretary, Marsha Shelly, were also present.

Members signed in: Jack Walsh, Donna Miller, Norman Becker, Orv Bergsmith, Pat Marshall, Paul Hasselquist, John & Nancy Lund, Pat Mendygral, Jim Walsh, Joe Froehlich, Pat Ferguson, Dave Becke, Denny & Sue Harker, Laurie & Tom Crepeau, Mary Hardt, Walter Pepich, Linda Ellis, Bob Ivey, Steve Bottino, Tom Leith, Gail Spielman, Mark & Kelli Metzler, Don Kuhl, Peggy Stewart, Bob Page, Jerry Osowski, Chuck Norland, Howard Lass, John Cressman, Louise Gorsch.

President Keener called the meeting to order.

APPROVAL OF NOVEMBER 10, 2008 BOARD MINUTES. Director Raduns made a Motion, seconded by Director Pepich to approve the Minutes of the November 10, 2008 Board Meeting with correction to the spelling of Gloria on page 6. Motion carried.

RESIGNATION OF CURRENT BOARD MEMBERS HOLDING OFFICE. President Keener presented resignations of the current board members as tendered and turned the meeting over to President Pro-Tem, Charles Norland. It was agreed by the board that if multiple nominations were received a ballot would be drawn, but for a single nomination for an office the vote could be taken verbally.

ELECTION OF BOARD MEMBERS TO 2009 OFFICES

President Pro-Tem Norland entertained nominations for the office of President. Director Gorsch nominated Director Miller, seconded by Director Keener. No one else was nominated and President Pro-Tem Norland asked for a motion to cast a unanimous ballot. Director Gorsch made a motion by acclamation to appoint Frank Miller President, seconded by Director Pepich. Director Miller was elected President by unanimous vote.

Nominations for First Vice President were then entertained. Director Keener nominated Director Kisser, seconded by Director Pepich. Director Franzen nominated Director Gorsch, seconded by Director Kisser. President Pro-Tem Norland called on Pat Ferguson and Gail Speilman to be tellers. Director Gorsch was elected First Vice President by ballot.

Nominations for Second Vice President were entertained. Director Keener nominated Director Kisser, seconded by Director Franzen. Director Miller made a motion, seconded by Director Raduns, to cast a unanimous vote for Director Kisser to be elected as Second Vice President. Motion carried.

Nominations for Treasurer were entertained. Director Keener nominated Director Franzen, seconded by Director Pepich. Director Kisser nominated Mark Metzler, seconded by Director Miller. Mark Metzler was elected Treasurer by ballot.

Director Gorsch made a motion, seconded by Director Raduns, to appoint Marsha Shelly as Corporate Secretary, and cast a unanimous ballot to do so. Motion carried.

Director Gorsch nominated Marlisa Gunderson as recording secretary, seconded by Director Raduns.

President Pro-Tem Norland turned the meeting over to President Miller.

President Miller indicated he hoped to be as efficient and effective in the position as Director Keener had been and thanked him for his service in the position of President.

President Miller presented a plan to restructure the agenda. He indicated that director items for the agenda should be provided to the office by noon on the Friday prior to the meeting, with a brief synopsis and explanation. Emergency issues may arise and can be added at the meeting and dealt with, but the common practice should be to provide items in advance to allow other to review.

With regards to the layover rule, President Miller indicated this was introduced by Dave Becke when he was president and should only be used on emergency topics or motions brought up at meetings; not on every motion. Member comments may continue, but will only be entertained once the Board has finished their discussion.

COMMITTEE APPOINTMENTS. President Miller made the following committee liaison appointments:

Environmental Control Committee: Marty Kisser
Community Relations Committee: Frank Miller
Building, Roads and Grounds: Leon Gorsch
Long Range Goals: Carol Raduns
Lake Planning: William Keener
Security: Joan Pepich
Campgrounds: Karen Franzen
Activities: Karen Franzen
Finance: Mark Metzler

President Miller also stated he would cast a vote in normal rotation rather than as a tie breaker.

BOARD MEMBER ADDITIONS TO AGENDA: None.

MEMBER COMMENTS ON AGENDA ITEMS: Director Keener indicated Mr. Mulvain had strep throat and would not be attending the meeting. His topic should be continued until January.

COMMITTEE REPORTS.

ACTIVITIES COMMITTEE. Director Franzen stated there would be a kick-off meeting on January 28 at 7:00 p.m. for the Taste of Lake Summerset event, and all were welcome to attend.

BUILDINGS, ROADS AND GROUNDS. Director Franzen indicated she did not attend the meeting. Director Keener reported that the committee had nothing for Board action, but has been brainstorming about projects for 2009. President Miller directed Director Gorsch to begin discussions about road resurfacing so the Association may be able to get a better price, an earlier start date, and possible funding that President Elect Obama may create. The committee chair should be kept in the loop as well.

CAMPGROUNDS. No report.

COMMUNITY RELATIONS. Director Pepich indicated there was nothing for board action.

ENVIRONMENTAL CONTROL. Director Keener read the resignation letter of Steve Bottino. Director Raduns moved, seconded by Director Keener to accept the resignation. Motion Carried. Don Kuhl also submitted a letter of resignation as chair of the committee, recommending Paul Hasselquist, who was subsequently elected by the committee. Director Keener further reported that two people have applied for membership to the committee. President Miller thanked Don Kuhl for his service to the committee.

Director Franzen moved that all positions on the current Environmental Control Committee be vacated and the vacancies be posted in the LSA paper for three months. The immediate business of ECC will be managed by a temporary committee composed of members, Jack Walsh, Mark Savala, Marty Kisser and Leon Gorsch with a secretary appointed by the committee if necessary, seconded by Director Gorsch. Director Keener asked why they would disband the present committee. Director Franzen referred to three year terms which have not been followed and vacancies exist. Members are welcome to re-apply. Director Keener found the reference to three-year terms on page 11 of the Bluebook and read it. Director Gorsch indicated he felt the committee is in turmoil and it needs restructuring with fresh resumes. Director Keener felt the committee has performed an outstanding job with no complaints from contractors. Director Gorsch reiterated that members could resubmit resumes. Director Raduns indicated that other committees should likewise be held to the three-year terms, because some have long standing memberships. Director Gorsch has heard a lot of dissent about the committee. Director Miller found a reference to three-year terms in the Redbook on page 38, to be enforced at the discretion of the Board. Director Keener interpreted that as for non-voting members. Director Miller agreed it was not clear. Call for the vote. Directors Gorsch, Franzen, Kisser and Miller in favor; Directors Raduns, Pepich and Keener against. Motion carried.

Director Franzen moved, seconded by Director Gorsch, to rescind the Motion of Nullification of Past Practices proposed by the Environmental Control Committee as written in the LSA Board Minutes dated November 10, 2008. Director Keener asked for the reasoning behind the Motion. Director Franzen stated she didn’t agree with the Motion last month and didn’t understand how you could instruct to do something one way and then nullify it. Director Raduns reported that exerpts of the Bluebook argued against, but other areas are for it. Director Franzen felt it should be 100% for it. Director Raduns stated that although issues were nullified in the past, doesn’t mean they will be in the future and that decisions made on gray areas may request nullification. Director Keener reiterated his concern of the legal aspect and the potential of a lawsuit. Director Pepich shared that concern wondering where liability falls. Director Gorsch read from the attorney’s opinion letter, explaining he felt precedent should be followed. Director Keener felt that opened the opportunity to build whatever you want. President Miller noted the easement restriction and said that the Bluebook doesn’t permit restriction. He wants the waterflow issues to be addressed. Director Raduns referred to Bluebook pages 9 and 10 about building and landscaping. President Miller found his reference about gardens on page 12. Director Gorsch noted the committee’s ability to grant variances at sub-paragraph iii. Linda Ellis, a member of the Bluebook Review Committee and open lot owner, shared her concern that nullification would keep her from doing what she wants to with her lot or any other lot she may acquire. Director Raduns provided examples of lot owners being allowed to do things that impact on others. Norman Becker stated he had a matter come before the Board regarding a waterflow issue and was basically told “buyer beware”—all lots are different and people have to take precaution. The vote was called with Directors Gorsch, Franzen, Kisser and Miller voting in favor and Directors Keener, Pepich and Raduns voting against. Motion carried. President Miller asked Director Kisser to take this information back to the committee.

FINANCE. Director Raduns reported November revenues of $14,669.13 with year-to-date of $1,589,174.42, which is 95.3% of budget. November expenses were $86,256.72 with year-to-date of $1,117,207.92. President Miller thanked Director Raduns for her service as Treasurer.

Director Gorsch moved, seconded by Director Kisser, that the Board rescind the November 10 motion that the LSA budget, prepared by the Board appointed Treasurer is the property of LSA. Therefore, when a Treasurer leaves office and is replaced by a new Board appointed Treasurer, the budget as presented, which is on the computer of the outgoing Treasurer shall be passed down to the newly elected Treasurer. This shall be accomplished by copying the Budget to disk or other means available at that time and delivered to the LSA office within 30 days. Director Raduns asked why the Motion should be rescinded since it was approved by a 6 to 1 vote. Her purpose in making the Motion had been to help future Treasurers by passing down the information. Director Gorsch indicated that most likely volunteers would provide information to their successors, but it is wrong to demand that they do so, because it is private property. President Miller further explained that since this is not a paid position, the documents are not property of LSA. He agreed it was a good idea and the intent is right, but it is a copyright violation. Directors Kenner, Pepich and Raduns voted against; Directors Miller, Franzen, Kisser and Gorsch voted in favor. Motion carried.

LAKE PLANNING. Director Kisser indicated there was nothing for Board action but he noted that there was review of a possible lottery for docking boats in the marina and that a survey would be sent out regarding that. He also indicated that John Cressman, who works for the State of Illinois, would be helping with the grant application, for which Bob Page noted additional data is required. Director Kisser reported that there is 5 to 6 feet of good soil in the sediment basement that could be sold.

LONG RANGE GOALS. Director Raduns indicated there had not been a meeting, but the next meeting was scheduled for Saturday, December 20 at 8:00 a.m.

Director Gorsch moved, seconded by Director Kisser, that the Board rescind the August 11 Motion that Cardinal Park is now under the umbrella of BRG. Director Keener asked why. Director Gorsch replied that Cardinal park is sponsored by Long Range Goals which oversees all kinds of projects and has a liaison with Lake Planning. There is no history, or reason for, BRG to be involved. Discussion ensued about committee oversite and responsibilities and budgets. There was also discussion about whether parks and recreation fell under BRG. Directors Keener, Pepich and Raduns voted against; Directors Miller, Kisser, Franzen and Gorsch voted in favor. Motion carried.

SECURITY. President Miller indicated there had not been a meeting due to the snow. Kelli Metzler interjected that there would not be a January meeting and the next meeting would be the first Wednesday in February.

MANAGER’S REPORT. General Manager Wilke began by reporting that the winter road maintenance budget is $15,000.00 and $35,000.00 has already been spent this year, due in large part to the high cost of salt. He instructed members to report problem areas to the office or security.

Beach 2 Bathhouse Status. This building is under roof and should complete on time and on budget.

OCLUD Standpipe Removal. The scheduled removal of the standpipe was completed since the last meeting and project pictures were published in the LSA news, courtesy of member Steve Bottino. District Trustees are pleased that removal was accomplished at less than half of engineers’ projected removal cost.

Bluebook Ballot Return Status. At last Bluebook ballot count the tally was at 943 Yes and 167 No; considerably lacking of the needed 1128 for successful amendment. The Bluebook Committee made contact with concerns regarding the current lack of returns and requested an additional mailing to solicit returns. With so much hard work and thousands of dollars already invested in this process, Manager Wilke contacted President Keener who opined that LSA would be remiss in not pursuing all efforts. Accordingly, a second mailing was put together and sent last week to those members, not yet responding. To take full advantage of this effort and the approximate new $500.00 expenditure a deadline extension to December 27 is requested

OCLUD MINUTES. General Manager Wilke indicated a budget increase is being discussed.

OLD BUSINESS.

Memorial Garden Stream/Pond. Manager Wilke stated that Donna Basick, who had written the letter on behalf the Garden Club was not present, but in her absence, Mary Hardt, could answer Board questions. Director Gorsch asked if the Club had worked with Lake Planning, and Mary Hardt indicated they had not. Director Keener expressed a desire to help promote this project and suggested the Club send a representative to Lake Planning. President Miller asked if the Board agreed financial aid should be provided and there was mutual agreement. Manager Wilke indicated the Club had contracted for the pond itself out of their funds. Discussion ensued about the estimates for both phases and possible start dates. President Miller requested that the Garden Club contractor meet with Lake Planning.

Naming an LSA Building or Facility. President Miller wishes to tie this in with the Memorial Garden and asked to table this matter for another month.

Bluebook Committee. Mark Metzler reiterated Manager Wilke’s statement about the current ballot status and requested an extension to the end of the year, with a final count to be on December 27 and copying and recording to be finished on December 29 and 30. He thanked the staff for the quick turn around on the second mailing. Director Kisser asked if help was needed in making follow up calls. Director Keener made a Motion, seconded by Director Gorsch, to extend the return deadline to December 31. Director Pepich inquired about the County and LSA offices being open. Mark Metzler stated that both County Recorder’s offices would be open and Marsha Shelly had indicated a willingness to come in. President Miller thanked Director Keener for his work on this matter. All voted in favor; motion carried.

By-Law Committee. Director Gorsch submitted the following resolution: Resolved that the “By-Law Review Committee” that was appointed as a temporary committee by resolution in October 2007 be dissolved. The work of that committee has been presented to the Board and further efforts to suggest actual revisions can proceed after the final disposition of the Bluebook revision is decided, seconded by Director Franzen. President Miller suggested the creation of a new committee to follow through. Director Gorsch felt a committee similar to the Bluebook Committee would be able to relieve the Board of some of the work. President Miller said he would add it to the January agenda. Director Pepich abstained; all others voted in favor. Motion carried.

NEW BUSINESS.

Redbook Revision, Page 38 Concerning Membership of ECC. Director Kisser presented a proposed change to Redbook Section P, seconded by Director Gorsch to read as follows: “Three to five voting members may be appointed to handle the workload. Three-year term at the discretion of the Board.” The number of members of ECC is not the same in the Bluebook and Redbook. By consensus of the Board it was laid over. Linda Ellis recalled the Bluebook Committee discussing this matter and indicated it may be different in the new book.

MEMBER’S MATTERS.

Fishing Regulations. This matter will be held over to January.

Executive Session. Director Gorsch moved, seconded by Director Franzen, that any discussion of negative volunteer performance with respect to LSA committees or activities will be conducted in Executive Session. That individual will be given an opportunity to meet with the Board in executive Session (at a later date) to discuss the situation. The reasons for Board action will not be discussed in open session. Discussion ensued about the Open Meeting Act and whether volunteers could be treated as employees. A compromise of giving members the option to appear at open session rather than Executive session was also discussed. A risk of someone coming back after they had agreed to open session was voiced. Director Raduns suggested a letter presenting the subject matter to the person in question to allow them to decide where to be heard. President Miller asked if she would work with Manager Wilke to write up a form letter, and she indicated she would do so. Director Gorsch requested to table the Motion for review and further discussion. Consensus to table.

EXECUTIVE SESSION. As acting secretary in executive session, Manager Wilke reported that the Board met to discuss an employee matter, with no action taken.

The meeting returned to regular session at 9:30 pm. There being no further business, Director Franzen made a motion to adjourn. Seconded by Director Kisser, the motion passed, with adjournment at 9:42 pm.

ADJOURNMENT. Director Keener moved, seconded by Director Pepich to adjourn the meeting. Motion passed unanimously.

Respectfully submitted,

_____________________________
Marlisa R. Gunderson
Recording Secretary