The SAEPOA Email for Dissolution Voting is Wrong and Deceptive — Don’t Respond Until You Fully Examine It!

By now, you have probably received an email from “SAEPOA Correspondence” that has the subject line “Voting Materials Attached”.  In it, you will find two attachments and a note from the Board giving their explanation of voting law and instructions.  Both are deceptive at best — BE VERY CAREFUL IN FILLING THIS OUT.  In fact, I recommend that you at least hold off until after the informational meetings.  So, please hold off until:

– the meeting called by the Board for 12 May
– the “Friends” Town Hall tonight, Wednesday, 7 May
– another Town Hall to be announced

Make no mistake, what they are calling voting materials are not only improper, but they are also involve you sending a proxy for the board to do nearly unlimited actions — even if you send the proxy with a “no” vote.

Here are some very large red flags from the email and the attachments:

• The very process proposed is not compliant with state law, because state law also requires conformity with our Covenants and Articles of Incorporation that necessitate documented signatures from 2/3 of the members (66 lots), not a simple vote in a meeting.
• The board has yet to recognize the need for a 2/3 majority of lot owners in order to dissolve.
• The board tells you to send your proxy for Richard Baker (clearly someone strongly in favor of dissolution), even if you are voting against dissolution.
• Beyond the dissolution vote, Richard would be allowed to use your proxy for anything he pleased.  The proxy states this explicitly — ” The Proxy shall have full power, as the substitute of the Member(s), to represent the
  undersigned Members and vote the membership interest of the Member(s) on all issues and motions that are properly
  presented at the Meeting for which this designation of proxy is effective. The Proxy shall have the authority to vote in the
  discretion of the Proxy except as provided above.“
• The board could use your proxy to vote for all kinds of things.  What kind of things?  Well, in the past, they’ve improperly reversed 30 years of governance, refused to do any productive work, and authorized $25K of your SAEPOA money ($250/lot!) for legal stuff.  What will they do empowered by your vote against your wishes?
• Although there is a statement that you can “write in” another proxy, the email clearly misleads by stating “President Richard Baker is listed as the proxy and must cast your vote”.  This is akin to taking a political candidate off of a ballot, but then assuring you that voters can write in a name.
• The board instructs you to send the proxy to the SAEPOA board, rather than the recipient of your choice.  You now have to trust them.
• In truth, you can send a proxy to any member, and it does not require that you use the process outlined by the board.