Thank you for the honor of serving on your board for my third year. Instead of the typical “Letter from the President”, this month I decided to respond to a few of the more controversial questions that I’ve recently received while communicating with residents about HOA Matters. This is an op-ed so other points of view are valid these are just my own.. It is up to the membership to decide who they want representing them and directing the community.
Can you or someone explain what is going on with the HOA Board of Directors?
The “2019 Board Accomplishments” and “2020 Board Strategic Plans” lists can be combined to provide a good overview of what we’ve completed and we still are working on. Our attorney has advised all Board Members of the following: a lone board member sending out a letter campaign asking for support or an owner’s proxy to vote is perfectly legal. In contrast, the remaining Board members could also send out a letter on an individual basis (not as the Board Members) advising owners as to why the lone board member’s concerns may be unfounded but of course, neither party should defame or slander the other. The day that the campaign letters were received across the neighborhood, I contacted candidates (four people) in my capacity as the Board President to specifically request that they stay in the race because I did not want the letter to sway any of their opinions so that they might withdraw their candidacy. Since I was truthful, then there was no problem with that. This type of behavior is part of the election process.
Why would anyone be against behaving ethically?
At one point early on, every board member agreed that we needed a “Code of Ethics”. The author of a very public rejection of the proposed Ethical Code of Conduct initially applauded the creation of an ethics committee. He stated in email that “this position is solely needed and I can’t want for <name removed> to help make things better on this Board”. The fact that his campaign is attempting to ensure that a simple pledge to behave ethically is labeled redundant requires clarification on several levels which is what I was doing when I visited all the candidates. The real elephant in the room is that not everyone agrees that one person should lead the HOA, the Swim Board, and the Architectural Committee at the same time.
Do the proposed changes mean that you cannot sit on the Swim board and the HOA board and the architectural control board at the same time?
No, the concept of fully disclosing a possible conflict of interest doesn’t say that you can’t serve on two boards. It specifically says that you have to be transparent about it if you do. Per our bylaws, Home Owner Association President, Swim Club President, and Architectural Control Committee Chair are intentionally designed to be independent leadership roles with total autonomy. The HOA President and SC President are elected roles. The ACC Chair is appointed by the HOA President. It may be technically legal for one person to be neighborhood czar and autocrat but some of us don’t agree that it is ethical because it does not work well in a crisis situation if all the decision making roads in this 648 home community go to one address. This is the real problem.
Should this potential risk be a concern?
The idea of one person heading the HOA, the Swim Board, and the Architectural Committee also runs counter to the fundamental principle of separation of powers and would be an inherent conflict of interest. Essentially, a person who seeks to occupy all three roles is proposing to be Crosstimber Mayor, Head of the Chamber of Commerce, and City Planner all at the same time. This is why you would have to be “transparent”. You can’t “lie by omission” and then actively lobby for Swim board concerns while you are on the HOA board. This risk has become a valid concern because it sparked a letter movement and has shut down all goodwill on this 2019 HOA Board.
Isn’t there a code of ethics already in place?
No. However, we have seen suggestions that the “Texas Business Organization Code” (which is a 700 page downloadable document) should be combined with our bylaws to provide ample “ethical guidance”. Upon examination, the 700 page downloadable document only contains a small paragraph related to professional naming conventions. There is no other ethical guidance provided. There is a section that provides general HOA operational advice that is similar to what is already contained in our 20 year old bylaws.
Why do we need to change anything?
There is no plan to change anything unless a quorum majority can agree that something needs to change. The “Invitation to Participate” clearly states that there may be a formal vote to measure home owner interest on various 2020 Strategic Planning related discussion topics in addition to the annual organizational vote. The need for a “Code of Conduct” is one of many such discussions.
What prompted the proposed “Code of Ethics”?
The “Code of Ethics” addresses the concern that there is nothing within the Crosstimber ByLaws and DCCRs that specifically prevents or discourages HOA board members from denigrating one another, holding contentious meeting discussions or offending home owners. Here are three examples of behavior that the Board feels need to change to better our community:
- We should eliminate board behavior that denigrates others who may disagree with the results of our decisions (EX: There have been a number of ACC committee related complaints over the years).
- We should minimize contentious meeting discussions (EX: Our last meeting lasted 3 hours and 45 minutes due in large part to “history of the world part 4” contributions).
We should encourage behavior that empathizes with the needs of modern home owners. Specifically, we need every director to help update our website, use innovative methods to improve security at a lower cost, and modernize our bylaws. (EX: Just because you vote no doesn’t mean you get to abstain from doing the work that the rest of the team has committed to do for the community).
Is the proposed “Code of Ethics” a pledge or an amendment?
The two very different versions of the proposed “Code of Ethics”
have sometimes been conflated: the board member pledge vs the
bylaw amendment:
- The simple pledge (not an amendment) is the only version that has been agreed upon by a board majority (4 out of 5 members). It does not require modification of any bylaws. The most recent version of the proposed “Code of Ethics” pledge is available for review at the following location. https://drive.google.com/file/ d/1pm_k A0J7quN3oV0I3oweI_b-mjHqoM_p/view?usp=sharing
- The bylaw amendment that was put forth by the Ethics Committee is quite clearly still a work in progress and may not be enforceable per our attorney. Therefore, there is no plan to vote on the amendment at this time. The most recent version of the proposed “Code of Ethics” amendment is available for review at the following location. https://drive.google.com/file/d/1GsIMxC TAuStkblScIY2P2WiOYTFigzFt/view?usp=sharing
Isn’t the board just trying to stifle a dissenting vote?
No, it is quite the opposite. It is stifling that this individual’s letter writing campaign attempted to label any commitment to behave ethically as redundant. It is hugely concerning to the other four board members because the 2019 Board of Directors has had a lot of accomplishments and success over the past year. It should be noted that Glen Britt, Tracey Lammert, and Dr. Pratik Parikh are excellent leaders. Yet, all three have resigned (or attempted to resign) and then continued to serve the greater good of the community while registering their sincere concern about the adversarial and hostile environment that remains.
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