Powhatan Annual Meeting SUNDAY 2Dec

[Spence Super Moderator Find all posts View Profile Close Spence]

I plan on attending, anyone know what this mumbo jumbo is that they want to run through?

FIRST AMENDMENT TO THE RESTATED PROJECT AND
TIME-SHARE INSTRUMENT FOR POWHATAN PLANTATION
Article VIII – Powhatan Vacation Resort Owners Association,
Section 1 – The Association.
The Developer has created, pursuant to the Virginia Nonstock
Corporation Act, a non-profit corporation named The Powhatan
Vacation Resort Owners Association, which will manage and
operate the Time-share Program and provide for the maintenance,
repair and furnishing of the units comprising it. The Association
shall have the power to perform all acts and duties incident to such
administration in accordance with the terms of its Articles of
Incorporation and its Bylaws, which are attached to this Instrument
as Exhibits A and B, respectively, as well as in accordance with
the terms of the Time-share Act. All Time-share Owners shall
automatically become members of the Association and
membership is limited to such Time-share Owners. Such
membership shall terminate upon disposition of such ownership
regardless of how such ownership is disposed. No person, firm or
corporation holding any lien, deed of trust or other encumbrance
upon any Time-share Estate or upon the Project as a whole shall
be entitled by virtue of such lien, deed of trust or other
encumbrance to membership in the Association or to any of the
rights and privileges of membership. The Association shall have
and is hereby granted the authority to enforce the provisions of
this Instrument, the Articles of Incorporation and Bylaws and to
enforce such rules and regulations governing the use of the Units
and all other property in the Project as the Board of Directors of
the Association may determine.

Article XII – Amendment to Instrument, Section A.
A. Developer may, by an instrument in recordable form, amend
the provisions of this Instrument:
i. At any time prior to the recordation of a deed conveying a
Time-share Estate; or
ii. Thereafter, such amendment to become effective unless
Developer receives disapproval thereof in writing from fifty-one
percent (51%) of the Time-share Owners within twenty (20) days
after the date of written notice to Time-share Owners of such
proposed amendment.

FIRST AMENDMENT TO BYLAWS OF
POWHATAN PLANTATION OWNERS ASSOCIATION
ARTICLE 1. IDENTITY
These are the Bylaws of the Powhatan Vacation Resort
Owners Association (the “Association”), which has been organized
for the purpose of operating and managing the Time-share
Program for Powhatan Vacation Resort, a Time-share Project and
Time-share Estate Program to be established under the laws of
the Commonwealth of Virginia upon real property located in James
City County, Virginia, and described in the Restated Project and
the Time-share Instrument (the “Instrument”), as such may be
amended from time to time.
Section A. Provisions of Instrument and Articles of
Incorporation to Control. The provisions of these Bylaws are
applicable to Powhatan Vacation Resort (the “Project”) and the
terms and provisions hereof are expressly subject to those terms,
provisions, conditions and authorizations contained in the Articles
of Incorporation and the Instrument which have been recorded in
the Clerk’s Office of the Circuit of the City of Williamsburg and the
County of James City, Virginia, at the time the property and the
improvements situated thereon were submitted to the plan of
Time-share ownership, with the terms and provisions of the
Articles of Incorporation and Instrument controlling wherever the
same may be in conflict herewith.

ARTICLE 2. MEMBERSHIP AND VOTING, Section C Annual
Meetings.
The 2008 annual meeting of the Association shall be held
within one hundred and twenty (120) days from the date of the
2008 fiscal year end. Thereafter, the annual meeting shall be held
within twelve (12) months of the previous annual meeting, such
date to be determined by a majority vote of the Board. At such
annual meeting(s), the Board shall be elected by plurality vote of
the members entitled to vote. During the Developer Control
Period, the Developer shall be entitled to designate the members
of the Board.

ARTICLE 2, MEMBERSHIP AND VOTING, Section F Notice of
Meetings.
The Secretary or Managing Agent shall mail to each member
entitled to vote, a notice of each annual meeting of the
members at least fifteen (15) but not more than sixty (60) days
prior to such meeting, and of each special meeting of the
members at least seven (7) but not more than sixty (60) days
prior to such meeting, stating its time, place and purpose. The
mailing of a notice of meeting in the manner provided in this
Section and Section A, Article 11 of these Bylaws shall be
considered proper service of notice.

ARTICLE 2, MEMBERSHIP AND VOTING, Section K. Voting.
Each Time-share Owners hall be entitled to vote at the
meetings of the Association. The Owner of an Annual Timeshare
Estate shall be entitled to one (1) vote at all meetings of
the Association. The Owner of a Biannual Time-share Estate
shall be entitled to one-half (1/2) vote at all meetings of the
Association. An individual, group or entity owning more than
one Time-share Estate shall be entitled to the corresponding
voting rights for each Time-share Estate owned. The Developer
shall be entitled to the corresponding vote for each Time-share
Estate owned for as long as it owns a Time-share Estate.
Where the ownership of a Time-share Estate is in more than
one person, the person who shall be entitled to cast the vote of
such Time-share Estate shall be the person named in the
certificate set forth in Section J of this Article. There shall be no
vote for the time period designated as a maintenance period for
each Unit. The vote of a Time-share Estate shall not be
divisible. Except where a greater number is required by the
Time-share Act, or the Instrument, the concurring vote of more
than fifty percent (50%) of the members entitled to vote, voting
either in person or by proxy at one time at a duly convened
meeting at which a quorum is present, is required to adopt
decisions made at any meeting of the Association. No member
may vote at any meeting of the Association or be elected to
serve as an Officer of the Association if the Association has
perfected a lien against his Time-share and the amount
necessary to release such lien has not been paid at the time of
such meeting or election.

ARTICLE 2, MEMBERSHIP AND VOTING, Section M. Conduct
of Meetings.
The President or the Managing Agent shall preside over all
meetings of the Association and the Secretary or the Managing
Agent shall keep the minutes of the meeting and record in a
minute book all resolutions adopted and all transactions
occurring at the meeting. The then current edition of Robert’s
Rules of Order shall govern the conduct of all meetings of the
Association when not in conflict with the Instrument or the Timeshare
Act. All votes shall be tallied by inspectors appointed by
the President or other officer presiding over the meeting.

ARTICLE 3. BOARD OF DIRECTORS. Section A. Number and
Qualifications.
The affairs of the Association shall be governed by a Board
of Directors. Until termination of the Developer Control Period,
the Board shall consist of three (3) persons as may be
designated by the Developer; provided, however, that such
power of designation shall not extend beyond the Developer
Control Period. During the Developer Control Period, the
Developer reserves the right to increase the board from three
(3) persons to five (5) persons. After the end of the Developer
Control Period, the Board shall be composed of five (5)
persons, who shall be elected by the members of the
Association. All directors shall be members. During the
Developer Control Period, the Developer shall have the right in
its sole discretion to replace any director or directors and to
designate their successors.

ARTICLE 3, BOARD OF DIRECTORS, Section C. Election and
Term of Office.
Section C, Election and Term of Office
(b) Persons qualified to be members of the Board may be
nominated for election only as follows:
(i) Any member of record who is in good standing may
submit to the Secretary, by a date so specified by the Board, a
statement that he/she is willing to serve on the Board and a
biographical sketch of himself/herself.
(ii) Nominations, nominating a member of record who
is in good standing, may be submitted from the floor at the
meeting at which the election is held for each vacancy on the
Board.

ARTICLE 3, BOARD OF DIRECTORS, Section G. Regular
Meetings.
All meetings, both regular and special of the Board shall be
open to all members of record of the Association who are in
good standing. Regular meetings of the Board shall be held at
such time and place as shall be determined from time to time by
a majority of the Board, but such meetings shall be held at least
once every three (3) months during each fiscal year. A meeting
of the Board shall be held each year at which the Board will
adopt and approve the budget of the Association for the
following fiscal year. Notice of regular meetings of the Board
shall be given to each director at least three (3) days prior to the
day named for such meeting. Notice of all Board meetings shall
be posted at the property at least three (3) days prior to such
meeting. Notice of Board meetings may be waived in
accordance with the provision in these Bylaws.

ARTICLE 3, BOARD OF DIRECTORS, Section H. Special
Meetings.
Special meetings of the Board may be called by the
President or any two Board Members by notice stating the time,
place and purpose of the meeting. Notice of special meetings
of the Board shall be given to each director at least twenty-four
(24) hours prior to the day named for such meeting. Notice of
all special Board meetings shall be posted at the property at
least twenty-four (24) hours prior to such meeting. Notice of
special Board meetings may be waived in accordance with the
provision in these Bylaws.

ARTICLE 3, BOARD OF DIRECTORS, Section L
Compensation.
Directors shall not be entitled to compensation for serving on
the Board; however, Directors shall be entitled to receive
reasonable travel reimbursements and any incidental
reimbursements directly related to attendance of Board
meetings.

ARTICLE 3, BOARD OF DIRECTORS, Section M. Conduct of
Meetings.
The President or Managing Agent shall preside over all
meetings of the Board, and the Secretary or the Managing
Agent shall keep a minute book recording all resolutions
adopted by the Board and all transactions and proceedings
occurring at such meetings. The then current edition of
Robert’s Rules of Order shall govern the conduct of the
meetings of the Board when not in conflict with the Instrument
or the Time-share Act.

ARTICLE 10, AMENDMENT TO BYLAWS AND INSTRUMENT,
Section B(1) Amendment of Bylaws
i. During the Developer control Period, the Developer may,
by an instrument in writing in recordable form, amend the
provisions of the Instrument and/or the Bylaws, such
amendment to become effective twenty (20) days after written
notice by regular mail of such amendment(s) to members
entitled to vote at an annual or special meeting, provided,
however, that no such amendment shall become effective if the
Developer shall receive, prior to the termination of the twenty
(20) day period, disapproval of such amendment, by
instruments in writing signed, acknowledged and sent by fiftyone
percent (51%) or more of the members entitled to vote at
an annual or special meeting.

[timeos2 Senior Member Find all posts View Profile Close timeos2]

Doesn't sound good

After nearly 20 years the developer STILL holds the control & wants the rights to amend the declaration with 20 days notice unless 50%+1 vote against it (in 20 days)? THAT is some control!

Sounds like they are still trying to tighten their grip. Good luck if you attend the meeting. It is long past the time the owners should have control of Powhatan

[sheilaanthony Member Find all posts View Profile Close sheilaanthony]

We Can't be there...but would you be our Proxy?

We read through all that as well, and we thought the owners should have more say in the running of the resort by now. I don't know if you feel the same way, Spence, but since we are in California and can't make the meeting, could we appoint you to vote for us? Is your name Charles Witten?
Thanks!

[Jimbo Senior Member Find all posts View Profile Close Jimbo]

Got my notice, too

I too was wondering what this mumbo jumbo is all about. Knowing what it said before and seeing here what they are changing it to may help. I just don't have the time to read through it all.

Spence, can I put you down as my proxy?

[Spence Super Moderator Find all posts View Profile Close Spence]

We read through all that as well, and we thought the owners should have more say in the running of the resort by now. I don't know if you feel the same way, Spence, but since we are in California and can't make the meeting, could we appoint you to vote for us? Is your name Charles Witten? Thanks!

I too was wondering what this mumbo jumbo is all about. Knowing what it said before and seeing here what they are changing it to may help. I just don't have the time to read through it all.
Spence, can I put you down as my proxy?

Going to Grand Cayman for a week but I'll cogitate on it, for what it's worth. I'll be going and be glad to represent...

[Ryne08 Senior Member Find all posts View Profile Close Ryne08]

Sound like someone wants to retain total contol of this resort.

[jenni192 Junior Member Find all posts View Profile Close jenni192]

Spence, I will not be attending the Owners Annual Meeting at Powhatan. I would like to appoint you as my nominee for the meeting. It this is OK with you please let me know your full name so I can submit it. I trust you will vote in the best interest of the owner.

Thanks,

Jenni

[Spence Super Moderator Find all posts View Profile Close Spence]

Spence, I will not be attending the Owners Annual Meeting at Powhatan. I would like to appoint you as my nominee for the meeting. It this is OK with you please let me know your full name so I can submit it. I trust you will vote in the best interest of the owner. Thanks, Jenni

You can do this online, by tomorrow at
https://vote.election-america.com/POWHATAN
enter the member number listed
enter the Election Validation Number listed

Charles Witten

Just for info, it makes a statement, but has little meaning right now while developer is in control.

If you have any questions, let me know.


Same thing for Greensprings
https://vote.election-america.com/GREENSPINGS
enter the member number listed
enter the Election Validation Number listed

[Jimbo Senior Member Find all posts View Profile Close Jimbo]

Already closed?!?

Instructions say that the site will be open until 11:59:59 PM on 11/29. They don't state what time zone though. On the site it lists UTC and has the time of 2:08 UTC time.

Oh, well. You would have had my vote, Spence. Maybe next time...

[Spence Super Moderator Find all posts View Profile Close Spence]

AAR - Powhatan 2007 Annual Meeting

Powhatan Plantation Owners Association 2007 Annual Meeting
Sunday, December 2, 2007 2pm EST

Agenda
1. Meeting Call to Order
2. Verification of Notice and Quorum
3. Introductions
4 Approval of 2006 Annual Meeting Minutes
5. Amendment to Association Documents
6. Treasurer's Report
7. Manager's Report
8. Continuin Business
9. New Business
a. Diamond Resorts International Update
b. HOA Management Division
c. THE Club Update
10. Adjournment
A Question and Answer Session will be held following adjournment of the meeting.

Powhatan's layman's version of the Amendment of Association Documents:

The Declaration and Bylaws are being amended to allow better facilitation of Association business. This is standard practice and is typically done with documents that have been written many years ago. Many such older documents contain provisions that are not practical for the current day-to-day operations of the resort and in some cases may not be in the best interest/fair to owners.

DECLARATION AMENDMENTS:

1. Association name change: Due to numerous employee and owner complaints about the use of "Plantation" in the name. It can create an uncomfortable environment for owners, guests, and staff.
2. Ability to amend the bylaws to better facilitate Association business (see below).

BYLAWS AMENDMENTS:

1. Association name change: same as above
2. Giving more flexibility for the annual meeting date. Currently it is held during a very high occupancy time, which prohibits many owners from being able to attend. This flexibility will give additional owners the chance to attend tha annual meetings.
3. Giving Every-Other-Year owners the right on association matters each year. Currently Every-Other-Year owners are only allowed to vote in the year they own (Odd or Even year). This is not fair to those owners, especially after developer control period ends and there will be a vote for directors each year. Every-Other-Year owners annual votes will be weighted at 50%.
4. Giving more notice to owners about the annual meeting date. Currently the Bylaws state that owners must be given at least 14 days, but not more than 30 days notice of the annual meeting. It is being changed to give at least 30 days but not more than 60 days notice. This will give owners more time to plan for travel.
5. Allowing the mangement company to assist with the Board meetings (facilitation, minutes, etc.). This is standard in all associations as the management company has the ultimate resposibility to perform these tasks under its management agreement.
6. Officially increasing the Board from 3 Directors to 5. The Board is currently made up of 3 developer representatives and 2 owner representatives. This is a change to reflect the current makeup of the Board of Directors.
7. Changing the nominationg procedure for becoming a board member after developer control. Currently the Bylaws regulate this very strictly. It is in the bet interest of the owners to change this provision to allow all interested owners to run for a board position. Currently the provision states that interested members must submit to the secretary a nominationg petition signed by members who own at least 5 units or be nominated from the floor. This is not a fair method for all owners and it discourages many owners who are interested in serving on the Board. All owners interested should be allowed to run for election, this is standard association guidelines.
8. Changing the notice requirements for Board meetings to easier facilitate Board meetings and save the association money. Currently the provision states that notice must be given at least 10 days pror to the Board meeting to both the Board and the owners via a newsletter. This would be very costly to the association. We are changing to three days notice, which is more consistent with association guidelines for Board meeetings.
9. Allowing either the President or management company to facilitate meetings, thus giving the President the opportunity to make motions and vote during Board and Annual meetings.
10. Making it clear that Directors are not allowed to be compensated for serving on the Board and that members of the association are not charged for this. The only compensation Directors can receive is normal travel reimbursements, not a salary/payroll.
11. Clarified future amendments to the Declaration and/or Bylaws to be in accordance with the same provision in the Declaration. Allows the developer to amend the Bylaws (during developer control) by providing notice to the owners and that if 51% of the owners do not vote against the amendment, then the amendment passes. Also ensures that the developer cannot amend any provision that would adversely affect an owner's use right.

Board Members

Laurie Radney no longer works for Diamond. Troy Magdos has replaced her on the Board, he is Senior Vice president of HOA management for Diamond
Bill Brammer and Thomas Fiorey are owners previosly appointed by Sunterra.
Magdos, Debbie Lee, and Jason Toste are Diamond employees.

All amendments passed.

[Spence Super Moderator Find all posts View Profile Close Spence]

continued

2007 accomplishments and 2008 plans were reviewed in the way of improvements.

THE Club
New destinations mainly in Southern California.
These had also been announced at the Trust meeting.
No access online you must call and ask about these additional destinations.

[rod Member Find all posts View Profile Close rod]

Spence,

Thank you for an excellent report of the meeting.

Rod

[dougp26364 Senior Member Find all posts View Profile Close dougp26364]

Interesting that Troy Magdos will be debating anything with DRI. He's been a DRI employee since we purchased at Polo Towers in '98 and I'm sure long before that. I'm not so certain that he'll be on the owners side of the fence so much as on the developer's side.

As for communication, Polo Towers owners recieved their notification and proxy ballots on or around November 30th. The owners meeting is December 6th and ballot's/proxys had to be recieved by December 1st. Polo Towers HOA quit sending the Hoofbeats newsletter to owners years ago. The Polo Towers website is rarely updated with new information. Basically, other than recieving the MF bill each year and the push to approve the special assessment there has been NO communication between DRI and Polo Towers owners for several years. We'll, except for the announcement that they had purchased Sunterra and they had a "new" opportunity for us (join Club Sun for a fee).

I'm hoping this isn't their idea of good communication with owners. If it is Sunterra owners aren't likely to be any happier with DRI than they were with Sunterra. I know Mr. C has made promises. I also know that over the last several years Polo Towers has fallen flat when it comes to the standards he's been talking about. This looks bad when you consider that Polo Towers was the resort he built from the gound up.

Time will tell and I'll hope for the best but past experience is telling me a different story. It's still be a very short time. If all else fails I believe I've improved my options as far as exchanging now that we've joined THE Club. I'm really hoping all the things promised come to pass and I can be more positive about things in the future. Right now I think it's best to say I have guarded optimism.

[timeos2 Senior Member Find all posts View Profile Close timeos2]

How did the question & answer period go?

[djyamyam Senior Member Find all posts View Profile Close djyamyam]

THE Club
New destinations mainly in Southern California.
These had also been announced at the Trust meeting.
No access online you must call and ask about these additional destinations.

Any idea what arrangement they struck to get access to these resorts?