Date: May 17, 1997 Time: 11:00 A.M.

Location: The Pavillion, Beach and Boat Dock Area,
Lakeshore Woods Subdivision

1. The President, Guy L. Siebold, formally opened the meeting about 11:20 A.M.; his opening remarks included welcoming the Members in attendance to the eighth Annual Meeting and discussing the Agenda (copies distributed) for the meeting.

 2. For a quorum, 10% or more of the lots needed to be represented. Representatives were at the meeting from Lots 1, 2, 10, 24, 26, 27, 29, 34, 35, 36, and 53, which accounted for 21% of the lots. Therefore, a quorum was present.

 3. For proof of notice of the meeting, the Secretary-Treasurer reported to the President that he had sent notices in a timely manner to all Association Members at their address of record, following the By-Laws. Neither Members in attendance nor Members not in attendance claimed any lack of proper notice. Therefore, it was determined proper notice was given.

 4. The President presented the Minutes for the previous (seventh) Annual Meeting of the Association, May 18, 1996. These Minutes were sent to all attendees of that seventh Annual Meeting and were available to Members at the current meeting for inspection. Reading of the Minutes was waived; they were unanimously accepted by the Members as written, without corrections or additions.

 5. James Hogan gave the financial report for the Secretary-Treasurer, James A. Youngquist, who resigned his position. The financial report was also given as a handout to the Members. The report, being thorough as usual, was accepted as given. Jim also reported that he, as requested by Jay Youngquist and the Board, conducted an audit of the Association books. Jim found that everything was fine, although he did not yet have time to confirm the bank balances with Nationsbank. He used their bank statements thus far for the audit. Besides noting the positive condition of the financial records, Jim asked that it be noted that Jay Youngquist provided invaluable services to the Association, which went well beyond any compensation he received or that would be expected of someone in Jay's position. Jim stated that Jay continues to be a resident at the Lakeshore Woods Subdivision and volunteered to cooperate and help as needed.

 6. The President inquired whether all ballots had been received or whether anyone wished to retrieve their ballot at this time. No new ballots were submitted nor were there any requests to retrieve ballots. The President asked that three Tellers of the Election be appointed. The Members appointed Christine Dietrich, Doug McDowall, and Barbara Pelletier. The Tellers took control of the ballots and counted the votes.

 7. The President stated that three Members had applied for the three identical, three-year positions as Directors: Robert Kahane, Raymond Pelletier, and Joe Wooldridge. Since the Tellers found the applicants had all received at least one vote, all three were declared elected as Directors for three year terms, May 1997-May 2000. The opened ballots were kept for final disposition as specified in the By-Laws.

 8. The Vice President, Frank K. Dietrich, presented his report on the common areas. He said that he had replaced a number of nails (that had popped up) on the boat docks with screws, which was a continuation of his effort to replace the nails in the docks. Frank reported that the pothole he had patched by Joe Wooldridge's residence was not holding. The blacktop patch by Jerry Daughtry's residence was still intact. Joe Wooldridge reported that he had talked with Larry Poore (of Larry Poore Excavating, Route 2, Box 100, Mineral, VA 23117; (540) 894-8860) about repairing the roads and improving the drainage ditches in the Lakeshore Woods Subdivision. Poore talked with VDOT about what was needed to upgrade our road areas to a level that would meet state standards for acceptance. Poore will need detailed specifications from us to submit a bid on fixing our road areas. Apparently Poore is used often by VDOT as a contractor. Frank and Joe used Poore to create the drainfields on their lots. Joe and Frank will follow up with Poore to try to get to the stage where Poore submits a bid for the work we need done. As an unhappy note, Frank stated that he would resign as a Director and Officer of the Association after the Board of Directors meeting following the Annual Meeting. The President added that Frank had contributed a great deal to the Association during his time as a Director and as Vice President and hoped that Frank would find time to serve the Association again at a later date.

 9. The President asked that the service to the Association of the 1996-1997 Directors and Officers be recognized. A round of applause was given for all the past and continuing Directors and Officers. The President said that his remarks at the meeting will be focused on the issues listed in the letter by Raymond Pelletier to the Members, dated February 22, 1997. The President described the plan underlying the Covenants that lots were to be kept in their natural state until such time as the owner of a lot was ready to expeditiously build a residence on the lot. He stated that the original and revised Covenants both prohibited camping on unimproved lots to encourage the building of homes, to prevent various nuisances(e.g., noise, trash, and theft), and to prevent fires. Whether the Members want to change the Covenants to allow camping was an issue for the Members to decide. The President commented that the Board has been polling Members for some years about whether the roads should be turned over to the state. An earlier survey found that about 1/3rd of the Members wanted to turn the roads over to the state (mainly for financial reasons), about 1/3rd wanted to keep the roads private (mainly for security reasons), and about 1/3rd did not have a strong opinion one way or the other. The President said that he believes opinion has been shifting among the Members towards turning the roads over to the state. However, we need to have 3 house on each road segment to turn it over to the state (unless the state waives the requirement for a short road). As of the Annual Meeting, the Toby's Run segment is the only one which does not now have three houses on it. Further, we will have to upgrade the road areas at some unknown cost before they will be returned to the state specifications required for turnover. The Board will need to obtain further information about financing and timing before they can ask Members to make an informed decision about turning over the roads. The President mentioned that the orginal and revised Covenants authorize the Board to turn the roads over to the state if they can and wish to. The President said that the size of the Board of Directors (3-9) was set to allow for the broadest representation of Members, since the Board excercises legislative, judicial, and executive functions. A small Board is more likely to generate elitism than a full-sized Board. Further, the President indicated that he felt it important that the Directors terms were staggered (i.e., one third elected each year for three year terms) to provide for continuity and training. State corporation law requires there to be at least nine directors for there to be staggered terms. The minor compensation Directors receive for coming to meetings at the lake and carrying out occasional taskings was not an issue in the President's view; even with the remuneration, we have a shortage of candidates. Let those who do not want compensation for Directors step forward and volunteer. The President stated that on the issue of annual dues, no one has proposed an alternative, responsible budget or explained how we would pay for the costs of turning over the roads. He noted that all Directors and Officers pay dues as well (some are paying for two lots) and have no interest in keeping dues higher than needed. Those who have been running off at the mouth about reducing dues have no coherent plan or basis in fact. The Board has been running the Association very efficiently for eight years; expenditures, with a couple experimental exceptions, have been required or benefitted the Association or property values in the Subdivision. In many instances, Directors or their places of work have been subsidizing the Association (e.g., in copying costs and postage). The initial level of dues ($320) was specified in the original Covenants for all prospective buyers to see; dues have been decreased but never increased. To propose to reduce the dues without a detailed plan is irresponsible. On boat slips, the issue has been settled already. The use of certificates would only create unnecessary paperwork. Finally, changing the Covenants requires 51%; any larger number requires an unreasonable effort for a property owners association where most of the Members are not in residence. The President said that he knew of no organization where 75% of the members needed to approve of a change in the basic organizational document. More typical figures in residential associations (if not 51%) are either 60% or 2/3rds. Covenants are contractual obligations among members not statements of basic human rights or their relations to a sovereign government. Virginia state law also applies to property owners associations. The President reminded the Members that there is only so much time and energy available to run the Association. Therefore, it is important to concentrate on key issues and not get sidetracked with peripheral concerns or illusary issues.

 10. The President opened the meeting to new business. To the delight and appreciation of the Members and Directors attending, Laura I. McDowall consented, at their request, to being a Director of the Association to fill the vacancy left by Jay Youngquist. In other new business, Ray Pelletier raised the issue of parking boats on unimproved lots. After a lengthy discussion of what the Covenants said, options to address the issue, and corollary issues, Motion 1 was properly made, seconded, and passed unanimously (except for one abstension) to instruct the Board of Directors to obtain an opinion from an independent attorney (not the Board's firm) about whether the Covenants prohibit parking of boats on unimproved lots. As a final issue, Laura McDowall asked about whether there was now a state law prohibiting non-adults from using jet ski type boats. Frank Dietrich volunteered to follow up on the matter.

 11. The President asked if there were any additional business, questions, or comments. There were none. Upon motion, properly made, seconded, and passed unanimously, the eighth Annual Meeting was adjourned at 12:25 P.M.

 
Motions

1. For: 10 Against: 0 Abstain: 1

 Members wishing their votes identified: None

 Move that the Board of Directors obtain the opinion of an independent attorney about whether our Declaration of Protective Restrictions and Covenants prohibits the parking of boats on unimproved lots.