minutes of the special meeting of the board of … · 05/05/2019  · notice of intent to withdraw...

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A G E N D A REGULAR MONTHLY MEETING OF THE BOARD OF DIRECTORS SEAL BEACH MUTUAL THREE May 10, 2019 Meeting begins at 9:00 a.m. Administration Building, Conference Room A (05-02-2019 ck) 1. CALL TO ORDER/PLEDGE OF ALLEGIANCE 2. SHAREHOLDER COMMENTS (2-3 minutes per shareholder) 3. ROLL CALL 4. INTRODUCTION OF GRF REPRESENTATIVE, STAFF, AND GUEST(S): Ms. Stone, GRF Representative Ms. Hopkins, Mutual Administration Director Mr. Van Horn, Building Inspector Ms. Kemp, Recording Secretary 5. APPROVAL OF MINUTES: Regular Meeting Minutes of April 12, 2019 Special Meeting Minutes of April 30, 2019 (p. 3) 6. BUILDING INSPECTOR’S REPORT Mr. Van Horn Permit Activity; Escrow Activity; Contracts & Projects; Shareholder and Mutual Requests (handout) 7. GRF REPRESENTATIVE Ms. Stone 8. CONSENT CALENDAR a. Discuss and vote to authorize the transfer of funds for Mutual Three (p. 4) 9. UNFINISHED BUSINESS a. Update on Repipe Mr. Turis b. Update on Roofing Mr. Turis c. Buying and Selling Handout (p. 5-14) 10. NEW BUSINESS a. Approval of Mutual Monthly Finances (p. 15) Ms. Ledbetter b. Discuss and vote to approve/deny the closing of First Foundation Bank Liquid CD and to deposit the funds into U.S. Bank MM Account (p. 16) Ms. Ledbetter c. Discuss and vote to approve/deny the transfer of funds from First Foundation Bank to U.S. Bank (p. 17) Ms. Ledbetter d. Discuss and vote to ratify phone poll to place Mutual Three ByLaws on the 2019-2020 Election Ballot (p. 18) Ms. Ginthner e. Discuss and vote to approve/deny election incentive (p. 19) Ms. Ginthner f. Discuss and vote to approve/deny proposal to remove and replace damaged tree (p. 20) Mr. Campbell 1

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Page 1: MINUTES OF THE SPECIAL MEETING OF THE BOARD OF … · 05/05/2019  · NOTICE OF INTENT TO WITHDRAW (N01): This notifies the Mutual Corporation 1-12 or 14-16 of the seller's intent

A G E N D A REGULAR MONTHLY MEETING OF THE BOARD OF DIRECTORS

SEAL BEACH MUTUAL THREE May 10, 2019

Meeting begins at 9:00 a.m. Administration Building, Conference Room A

(05-02-2019 ck)

1. CALL TO ORDER/PLEDGE OF ALLEGIANCE 2. SHAREHOLDER COMMENTS (2-3 minutes per shareholder) 3. ROLL CALL 4. INTRODUCTION OF GRF REPRESENTATIVE, STAFF, AND GUEST(S):

Ms. Stone, GRF Representative Ms. Hopkins, Mutual Administration Director Mr. Van Horn, Building Inspector Ms. Kemp, Recording Secretary

5. APPROVAL OF MINUTES: Regular Meeting Minutes of April 12, 2019 Special Meeting Minutes of April 30, 2019 (p. 3) 6. BUILDING INSPECTOR’S REPORT Mr. Van Horn

Permit Activity; Escrow Activity; Contracts & Projects; Shareholder and Mutual Requests (handout)

7. GRF REPRESENTATIVE Ms. Stone 8. CONSENT CALENDAR

a. Discuss and vote to authorize the transfer of funds for Mutual Three (p. 4) 9. UNFINISHED BUSINESS

a. Update on Repipe Mr. Turis b. Update on Roofing Mr. Turis c. Buying and Selling Handout (p. 5-14)

10. NEW BUSINESS

a. Approval of Mutual Monthly Finances (p. 15) Ms. Ledbetter b. Discuss and vote to approve/deny the closing of First

Foundation Bank Liquid CD and to deposit the funds into U.S. Bank MM Account (p. 16) Ms. Ledbetter

c. Discuss and vote to approve/deny the transfer of funds from First Foundation Bank to U.S. Bank (p. 17) Ms. Ledbetter

d. Discuss and vote to ratify phone poll to place Mutual Three ByLaws on the 2019-2020 Election Ballot (p. 18) Ms. Ginthner

e. Discuss and vote to approve/deny election incentive (p. 19) Ms. Ginthner f. Discuss and vote to approve/deny proposal to remove

and replace damaged tree (p. 20) Mr. Campbell

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(05-02-2019 ck)

STAFF BREAK BY 11:00 a.m. 11. SECRETARY / CORRESPONDENCE Ms. Hart 12. CHIEF FINANCIAL OFFICER’S REPORT Ms. Ledbetter 13. MUTUAL ADMINISTRATION DIRECTOR Ms. Hopkins 14. ANNOUNCEMENTS

a. ELECTION & ANNUAL SHAREHOLDERS’ MEETING: Wednesday, June 12, 2019, 10:00 a.m., Clubhouse 4

b. NEXT MEETING: Friday, June 14, 2019, 9:00 a.m., Administration Building, Conference Room A

15. COMMITTEE REPORTS 16. DIRECTORS’ COMMENTS 17. SHAREHOLDERS’ COMMENTS (2-3 MINUTES) 18. ADJOURNMENT 19. EXECUTIVE SESSION

STAFF WILL LEAVE THE MEETING BY 12:00 p.m.

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MINUTES OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS SEAL BEACH MUTUAL THREE

April 30, 2019

A Special Meeting of the Board of Directors of Seal Beach Mutual Three was called to order by President Ginthner at 11:05 a.m. on Tuesday, April 30, 2019, in the Physical Property Conference Room, 2nd floor. Those members present were: President Ginthner, Vice President Turis, CFO Ledbetter, and Directors Harris, Campbell, and Robertson. Absent: Secretary Hart The purpose of the meeting was to establish the agenda for the May 10, 2019, Board of Directors Meeting. President Ginthner adjourned the meeting at 11:45 a.m. __________________________________ Attest, Dianne Hart, Secretary SEAL BEACH MUTUAL THREE ck:04-30-2019

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: APPROVAL OF MUTUAL MONTHLY FINANCES (CONSENT CALENDAR, ITEM A)

DATE: MAY 10, 2019

CC: MUTUAL FILE

I move that the Board authorizes the following transfers of funds per detailed

Resolutions.

Resolution Date

Transfer/ Invoice Date

Amount Originating/Destination Accounts or Payee

04/17/2019 $13,000.00 Payor: Castlehead (sale of 6B)

04/17/2019 03/21/2019 $38,200.00 California Repipe Specialists (invoice 1114A)

04/17/2019 04/16/2019 $79,400.00 US Bank Restricted MM to US Bank Non-Restricted MM

04/17/2019 04/16/2019 $55,000.00 US Bank Non-Restricted MM to US Bank Checking

04/24/2019 04/18/2019 $18,981.30 US Bank Impound to US Bank Checking (balance of funding for tax payment)

04/24/2019 04/23/2019 $20,000.00 US Bank Non-Restricted MM to US Bank General Checking

04/24/2019 04/23/2019 $45,621.82 US Bank Restricted MM to US Bank Non-Restricted MM

04/29/2019 04/29/2019 $30,000.00

+ $20,000.00 US Bank Non-Restricted MM to US Bank Checking

04/29/2019 04/29/2019 $11,760.00 US Bank Checking to US Bank Non-Restricted MM

04/29/2019 04/29/2019 $37,626.25 US Bank Checking to US Bank Restricted MM

04/29/2019 05/01/2019 $13,520.00 Total Landscape Maintenance (invoice 6834)

05/01/2019 $11,000.00 WASH (deposit; sale of washing machines)

05/01/2019 04/30/2019 $17,109.00 US Bank Restricted MM to US Bank Non-Restricted MM

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: BUYING AND SELLING HANDOUT (UNFINISHED BUSINESS, ITEM C)

DATE: MAY 10, 2019

CC: MUTUAL FILE

At the January 11, 2019, Board Meeting, it was the consensus of the Board to postpone “Buying

and Selling Process Handout” until the next Regular Board Meeting pending further

information/research.

The Buying and Selling Handout has been revised and on May 10, 2019, the Board of Directors

will vote to approve that the Buying and Selling Handout be placed on the Seal Beach Leisure

World website, be submitted to all Real Estate Agents, and be included in the new buyer packet.

I move to approve/deny that the Buying and Selling Handout, prepared and submitted by

GRF, be placed on the Seal Beach Leisure World Website, be submitted to all Real Estate

Agents, and be included in the new buyer packet.

5

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INTRODUCTION

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Seal Beach Leisure World

(SBLW) is a gated, active adultcommunity. Golden RainFoundation (GRF) is theManagement Services provider.The following are theprocedures and information youwill need to successfully list, sellor buy a unit in this community.

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1. NOTICE OF INTENT TO WITHDRAW (N01):This notifies the Mutual Corporation 1-12 or 14-16 of the seller'sintent to sell the share of stock.

1.1. The N01 may be obtained from the escrow company. The N01 isvalid for 180 days.1.2. When the seller has signed the N01, the escrow company courierdelivers the signed form to the GRF Stock Transfer Office to be signedby the Mutual President. This may take approximately 10 working days.1.3. After the President signs, the signed N01 goes back to the escrowcompany. The escrow company sends the original N01 and the Pre-Listing Inspection (PLI) form to the GRF Physical Property Escrow clerk.A set of keys for all unit doors, patio and carport storage units arerequired to be submitted with the PLI Report Form.This authorizes the PLI.

1.4. Mutual 9 PLI process is different. Check with the Stock TransferOffice for details.1.5. Mutual 17 are condominiums and follow some common realestate processes but you must consult with Stock Transfer Officepersonnel.

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2 PRE-LISTING INSPECTION (PLI)This process identifies repairs that the seller is responsible forcompleting prior to the close of Escrow.2.1. Pre-listing inspections differ from Mutual to Mutual.2.2. When the inspection is completed the PLI is sent to the escrowcompany for the signature of the seller.

3. LOCK BOX AND FOR SALE SIGNRealtor's lock box and for sale sign may not be installed before:3.1. N01 completed and signed by Mutual President3.2. The PLI is completed.

4 SHOWING PROPERTY4.1. No previewing4.2. Open Houses are NOT permitted4.3. Property may be shown only after N01 and PLI are completed.

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1.1. A final inspection is conducted 10 business days prior to the closeof escrow.

1.2. If the required work has not been completed by the seller, theinspector contracts and schedules the work to be completed prior to theclose of escrow. The seller can no longer do any repairs.1.3. The cost will be deducted from the seller's Repair Deposit (RD). TheRD amount varies from Mutual to Mutual.

2. CLOSE OF ESCROW:Seller's costs for required repairs are compiled and sent to the GoldenRain Foundation Finance Department to be paid from the seller's RD.The remaining balance is refunded to the seller generally within 45 to 60days after the close of escrow.

3. SALE BY TRUST OR ESTATE:Contact the Stock Transfer Office at 562-431-6586 ext. 347.

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BUYER QUALIFICATIONS:1.1. 55 years of age or older (some exceptions)1.2. Meet financial requirements (these vary from Mutual to Mutual)1.3. Each person pays a one-time, non-refundable, Amenities fee to GoldenRain Foundation (GRF) for use of Trust property.Link to GRF Amenities Fee:

http ://www.lwsb.com/wD-content/uDloads/2015/07/5061-31-Fees.pdf1.4. For current eligibility requirements, fees and monthly assessments visitwww.lwsb.com website. Check under each Mutual for eligibilityrequirements. See Page 8.

UNITS IN MUTUALS 1-12 AND 14-16:2.1. Buyer is purchasing a share of stock in a Stock Cooperative with rights ofoccupancy in that unit. Buyer owns stock, not the unit.2.2. This purchase is cash only. No mortgage is permitted.2.3. Buyer becomes a stockholder, not an owner.

UNITS IN MUTUAL 17:3.1. Buyer is purchasing a condominium (Grant Deed).3.2. Mortgages are permitted.3.3. Buyer becomes the owner of the unit.

139 6

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FINANCIAL QUALIFICATION PROCESS:4.1. Mutual Boards have sole authority to set and change MutualFinancial Qualification Requirements.4.2. Mutual Financial Qualification Requirements Policy is located onIwsb.corn fPolicy 7510).4.3. Stock Transfer Office will verify financial qualifications packet forcompliance with Mutual Policy. The Stock Transfer Office has noauthority to approve aDplications that do not comply with MutualPolicy.

5 BUYER ORIENTATION MEETING:5.1. A Buyer Orientation is required at least 10 business days prior to theclose of Escrow.5.2. The meeting is generally conducted by the Mutual President and /or a Mutual Director with the buyer and Mutual Building Inspector inattendance.5.3. The meeting includes a review of the PL] report, Mutual rules andexpectations.5.4. The meeting will take approximately 1 to 2 hours.5.5. Mutual 6 requires check for orientation fee prior to the meeting.

6 COMPARISON CHART:See attached table for additional comparisons of Stock Cooperatives andCondominiums.

140 7

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MUTUAL ELIGIBILITY REQUIREMENTPOLICIES. WWW.LWSB.COM7510.01 Eiiqibilj^ Requirements MU 017510.02 Eiiaibiiitv Requirements MU 027510.03 Eiigibilitv Requirements MU 037510.04 EIiaibiiitv Requirements MU 04.7510.05 Eiigibiiity Requirements MU 057510.06 Eligibility Requirements MU 067510.07 Eligibility Requirements MU 07.7510.08 Eligibiiitv Requirements MU 087510.09 Eligibility Requirements MU 097510.10 Eligibility Requirements MU 107510.11 Eligibility Requirements, MUJj,7510.12 Eiiaibiiitv Requirements MU 127510.14 Eiigibilitv Requirements MU 147510.15 Eligibility Requirements MU 157510.16 Eliaibiiitv Requirements MU 167510.17 Eligibiiitv Requirements MUJZ

MONTHLY ASSESSMENTShttp://www.iwsb.com/weIcQme/monthlv-fees/

141 8

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COMPARISON CHART

STOCK COOPERATIVES: MUTUALS 1-12 AND 14-16

DIFFERENCES

CONDOMINIUM: MUTUAL 17 ONLY

The Mutual owns the property which allows you tooccupy the unit. All improvements require Mutualapproval.

~aOccupancy Agreement

No MortgagePurchase price paid in full

No Reverse Mortgage

N.o lease or rental allowed

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You own the Condominium (Grant Deed issued)

Covenants, Conditions, and Restrictions (CC&Rs)

Mortgage is possible

Reverse Mortgage possible on an approved building

ix 'I ; Lease is allowed with restrictions ^ ;-j

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SIMILARITIES

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Each unit is all electric.

No gas is available.Visitor limited to maximum of 60 days, per 12 month period.

Mutual approval required for improvements.Must use GRF vetted contractors.

Permits required for most work.One-time, non-refundable amenities fee.

Pets allowed, with some restrictions.Co-Occupants must be approved by Mutual.

142 9

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: APPROVAL OF MUTUAL MONTHLY FINANCES (NEW BUSINESS, ITEM A)

DATE: MAY 10, 2019

CC: MUTUAL FILE

I move to acknowledge, per the requirements of the Civil Code Section 5500(a)-(f), a

review of the reconciliations of the operating and reserve accounts, operating revenues

and expenses compared to the current year’s budget, statements prepared by the

financial institutions where the Mutual has its operating and reserve accounts, an income

and expense statement for the Mutual’s operating and reserve accounts, the check

registers, monthly general ledger and delinquent assessment receivable reports for the

month of 2019.

15

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: DISCUSS AND VOTE TO APPROVE/DENY THE CLOSING OF FIRST FOUNDATION BANK LIQUID CD AND TO DEPOSIT THE FUNDS INTO U.S. BANK MM ACCOUNT (NEW BUSINESS, ITEM B)

DATE: MAY 10, 2019

CC: MUTUAL FILE

I move to approve/deny the closing of the First Foundation Bank Liquid CD of

approximately $50,116.68, on maturity date June 15, 2019, and to deposit the funds into

the U.S. Bank Money Market Account.

16

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: DISCUSS AND VOTE TO APPROVE/DENY TRANSFER FUNDS FROM FIRST FOUNDATION BANK TO U.S. BANK (NEW BUSINESS, ITEM C)

DATE: MAY 10, 2019

CC: MUTUAL FILE

I move to approve/deny the transfer of funds in the amount of $400,000.00 from the First

Foundation Business Maximizer account to the U.S. Bank Money Market account.

17

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: DISCUSS AND VOTE TO RATIFY PHONE POLL TO PLACE MUTUAL THREE BYLAWS ON THE 2019-2020 ELECTION BALLOT (NEW BUSINESS, ITEM D)

DATE: MAY 10, 2019

CC: MUTUAL FILE

On April 25, 2019, the Board of Directors conducted a phone poll to place the amended and restated ByLaws of Mutual Three on the 2019-2020 Election Ballot. On May 10, 2019, the Board of Directors will vote to ratify the phone poll conducted on April 25, 2019. I move to ratify the phone poll conducted on April 25, 2019, to place the amended and

restated ByLaws of Mutual Three on the 2019-2020 Election Ballot.

18

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: DISCUSS AND VOTE TO APPROVE/DENY ELECTION INCENTIVE (NEW BUSINESS, ITEM E)

DATE: MAY 10, 2019

CC: MUTUAL FILE

I move to approve/deny the election incentive to encourage shareholder participation with

50 cash prizes of $50 in each sealed envelope, at a cost not to exceed $2,500, with funds

to be taken from Operating Expenses.

19

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Mutual Corporation No. Three

MEMO

TO: MUTUAL BOARD OF DIRECTORS

FROM: MUTUAL ADMINISTRATION

SUBJECT: DISCUSS AND VOTE TO APPROVE/DENY PROPOSAL TO REMOVE AND REPLACE DAMAGED TREE AT 14-D (NEW BUSINESS, ITEM F)

DATE: MAY 10, 2019

CC: MUTUAL FILE

I move to approve/deny the proposal from to remove and replace the

damaged tree at 14-D, at a cost not to exceed $ , and authorize the Building

Inspector to create the work order.

20