Rivercamps Organizational Board Meeting
March 10, 2025
1. Quorum Check and Proof of Notice
● Board members in attendance were Randy Plank, Randy Merritt, Chris Beisler, Mike Rose, Hunter Harman, Lisa Arrieta, and Scott Kozimor. CAM John Miller was unable to attend due to other work commitments. Julia Maddalena, HOA attorney, was also present. Meeting was called to order at 5:34pm.
2. Approval of prior Annual Meeting Minutes and Introduction: none
3. New Business:
● Appointment of Officers: Motion was made and seconded to appoint President: Randy Plank; Vice President: Hunter Harman; Secretary: Mike Rose; Treasurer: Lisa Arrieta. All board members voted in favor.
● Authorizing Bank Signers: No action taken at the meeting. The Board will work with RCAM to complete. Authorized signers will be the appointed officers.
● Scheduling Future Meeting Dates: The Board would like to meet more often – possibly the 1st or 2nd Saturday of the month at 10AM. A meeting schedule will be announced soon. A suggestion was made to to have refreshments provided at the meetings.
The Board will be meeting more frequently in Executive Sessions due to upcoming claims litigation. Executive Sessions are closed to members.
Meeting was adjourned at 5:40pm.
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Rivercamps Board Meeting
March 10, 2025
1. Quorum Check and Proof of Notice
● Board members in attendance were Randy Plank, Randy Merritt, Chris Beisler, Mike Rose, Hunter Harman, Lisa Arrieta, and Scott Kozimor. CAM John Miller was unable to attend due to other work commitments. Julia Maddalena, HOA attorney, was also present. Meeting was called to order at 5:45pm.
2. Approval of prior Annual Meeting Minutes: Motion was made, seconded, and approved to table approval of prior minutes until the next Board meeting.
3. Old Business
● Ratification of Cardella’s Preconstruction Services Agreement: The question was asked why the agreement was for $29,129 and Cardella had been paid over $76,000 to date. The Rebuild Committee member that is the point-of-contact for Cardella was not in attendance so the question could not be answered. Motion was made, seconded, and approved to table ratification until the next Board meeting.
4. New Business
● A draft Board resolution was provided to all in attendance at the meeting. [Sent out on appfolio] The resolution covered multiple items including the following: hiring Platt Law and co-counsel to pursue claims; calling an owner meeting to vote on potential commencement of lawsuits exceeding $100,000 (per FL 702.303(1)); hiring a new HOA attorney (Julia Maddalena of Hand Arendall Harrison and Sale); establishing a litigation committee; authorizing limited scope engagement with a Rivercamps owner & Indiana HOA attorney at no cost to HOA; establishment of Transition committee to assist with the transition from developer-control to owner-control of the Association and common property. Motion was made, seconded, and all board members approved the resolution.
● The HOA attorney spoke about the January 24 mediation settlement agreement. The settlement agreement had a clause (1d) that stated within 10 days of the board election there was to be a vote on ratification of the $1 million St Joe “voluntary contribution” payment. The attorney presented a resolution that accepted the payment without waiving, relinquishing or indicating consent to diminish or loss of any existing legal claims, rights, or defenses available to the HOA under Florida law or limiting the HOA’s ability to assert any claims, defenses, or rights in the future. Motion was made, seconded, and all board members approved the resolution.
● The HOA attorney explained that an owner vote on any potential HOA litigation with claims over $100,000 is required per FL Statutes and Rivercamps charter. The meeting notice, agenda, and proxy information will be sent out via USPS mail, but it will also be posted on Appfolio. A 10 day notice is required. Owners will either vote by attending the meeting or filling out the proxy form and emailing it to RCAM. The meeting is tentatively scheduled for Saturday, Mar 22, at 10AM pending RCAM’s confirmation of completing the meeting notice packet in time to meet the notice requirement. Backup date is Saturday, Mar 29, at 10AM.
● The HOA attorney discussed electronic voting/noticing of meetings. Motion was made, seconded, and all board members approved the motion to move forward with pursuing electronic voting and noticing. More information will be forthcoming from RCAM.
● A board member suggested the restriction on short-term rentals to a period of 6 months or longer could be made by board authority per the Charter. The HOA attorney will research and provide her recommendations.
5. Owners Comments
● Owners asked about the proposed litigation outlined in the board resolution. Board members commented that it was appropriate to initiate litigation against all parties, including ones that may not have the largest monetary claims. The Litigation Committee was appointed by the Board to include Randy Merritt, Mike Rose, and Dave Artman. The Committee is advisory in scope; all decisions regarding litigation will ultimately be Board decisions.
● Owners asked about the community transition from developer to owner control. The HOA attorney replied the FL Statutes are very detailed on the information that must be turned over within a 90 day time period. The Transition committee will need to be proactive and work with the HOA attorney to ensure St Joe is compliant with the FL Statute. The Transition Committee volunteers were: Tim Ross, Harold Harmuth, Kevin Staley, and Lisa Arrieta.
● Owners asked about the ratification of the voluntary contribution and the other clauses in the settlement agreement. The HOA attorney could not speak specifically to all questions regarding the settlement agreement, but she did say any contract that violates FL Statute can be determined by a court to be null and void. An owner asked if there was a severability clause in the agreement; it was determined there is not. Multiple owners voiced their opinions on accepting the $1M contribution from St. Joe. The Owner consensus was for the HOA Board to accept the contribution utilizing the proposal drafted by the HOA attorney, and proceed with litigation against other parties.
An owner asked for confirmation that the owner-controlled board is here to stay. The board confirmed that the owner-controlled board is in control of the neighborhood from this point forward.
● An owner commented that St Joe had amended the charter regarding Founder Control period and also terminated their Founder Membership. The HOA Attorney will look into this. [Documents on Appfolio]
● Owners asked about St Joe’s unplatted lots on the west end. A Board member replied St Joe still has entitlement to 149 lots and that the St Joe CEO has told him that there are no plans to sell to DR Horton. The HOA attorney will verify that those lots still fall under the purview of the RCCC Charter.
● An owner asked about the 2024 tax return for the HOA. A Board member had confirmed with RCAM that the audit firm was completing the 2024 audit and tax return. The contract with the audit firm ends with the 2024 fiscal year so a new contract will be required for following years.
● A short report from the Enhancement Committee was given. Due to the committee chair (Scott Kozimor) being elected to the Board. Scott is stepping down from the Enhancement. If owners are interested in serving on the committee or helping with the upcoming projects, email enhancement@rivercampsowners.com Recent projects completed or in the process are adding lights to the West End sign; speed limit signs have been purchased, delivered, and will be installed in the upcoming weeks; exterior bulletin boards have been purchased, delivered, and will be installed soon.
● A board member asked about an owner survey on exploring options to the Rebuild project and the special assessment. Since this item was not on the agenda, no further discussion was had by the Board.
● Next meeting is tentatively scheduled for Saturday, March 29 for Owner Vote on litigation.
A motion was made and unanimously carried to adjourn the meeting.