Code of Conduct

The Board commits itself and its members to ethical, businesslike, and lawful conduct,

including proper use of authority and appropriate decorum when acting as Board

members. Accordingly,

1      Board members must represent un-conflicted loyalty to the interests of the ownership. This accountability supersedes any conflicting loyalty such as that to advocacy or interest groups and membership on other boards or staffs. It also supersedes the personal interest of any Board member acting as a consumer of the organization’s services.

2      Members must avoid conflict of interest with respect to their fiduciary responsibility. Board members must disclose and address conflicts of interest with respect to their fiduciary responsibilities to the Community. A Board member has a conflict of interest within the meaning of this policy when s/he or a family member has a material financial interest in an issue or matter pending for discussion or decision by the Board and Management.

3      For purposes of this policy, a “family member” is a Board member’s spouse, domestic partner, or child, as well as the spouse of a Board member’s child or other relative of a Board member living in the same household as the Board member.

4      For purposes of this policy, a “material financial interest” is (1) an ownership or investment interest in an entity whose transactions, arrangements, potential transactions or potential arrangements with the Community are before the Board or Management, (2) a compensation arrangement, including an employment relationship, with any such entity, (3) fiduciary duties, as a Board member or otherwise, or executive-level management authority at any such entity, or (4) direct personal participation (other than as a Board member) in a pending matter before the Board. A person who owns shares in a mutual fund does not have a “material financial interest” as to any of the fund’s holdings unless the Board or family member directs or advises the fund in connection with portfolio transactions.

5      When a conflict of interest exists, a Board member must take one of two actions to address the conflict: (1) The Board member may advise the President, either in writing or at a Board meeting, that the Board member has a conflict of interest, and thereafter the Board member must absent herself or himself from all discussions and voting of the Board on any matter related to the conflict of interest. (2) The Board member may advise the Board that a conflict of interest exists and may ask the Board to waive the conflict and permit the Board member to participate in discussion and voting on the matter. In the second circumstance, the Board member may participate in discussion and voting on the matter only by affirmative vote of the other Board members present and the Board may impose such conditions on the Board member’s participation as the Board deems necessary to assure openness, competitive opportunity, access to inside information and the public perception that the Board is conducting its business fairly.

6      INSPECTION OF RECORDS

Thought for the Day

The best way to deceive oneself  is to deny that the deception can occur. 

--Unknown

Survey Results Are In!

The results are in! The survey says 81% of respondents would prefer a dog park over putting more money into the Center. Now this was a “Referendum” with only 2 questions, A or B. The results are thus pretty clear.

Now the Eastman Referendum had 5 questions, yes or no, and then a 6^th question that basically threw out the first 5. So the Council Chair will use that 6^th question to show “overwhelmingly” that the majority of people want to spend up to $3-4 Million on the Center. Be on your guard.

All ECA Members have a Conflict of Interest

 That is what Board members often say. Perhaps you too, have heard it from a governance member: Board Members, Council Members, CRC Members, Finance and Budget Committee Members etc., etc. Such nonsense would suggest that the use of the Eastman Lake (owned by the State), a walk in the woods (a right everyone has) or perhaps enjoying the natural beauty is a Conflict of Interest.

While your Board is deceiving you with such statements, they have spent $4 Million of your money improving the golf course to a lush resort level over the past 12 years. You have no Right to Know and no say. Now the same people would like to take $4 Million more of your money and dump it in to a new building for their enjoyment.

Your Council rejected using the Center for its meetings a few years back. In making that Council decision your leaders decided that breaking the fire code laws at South Cove was appropriate and that Council Members had no Right To Know they were doing so.

What else do you not know as a Council member or an ECA member? You have No Right To Know.

The Eastman Board has posted No Weapons Allowed in or on Eastman property regulations for our community. Did you miss the open transparent meetings where it was discussed? There were none to our knowledge unless you consider one-way board dialogue an open meeting. Does this mean Eastman will have its own TSA (aka Eastman Security)? We are proponents of gun control however we think any ECA weapons regulations requires Community participation.

While Maynard Goldman strikes FEAR into ECA members minds from the Council podium as to who is coming down route 89 we are rendered defenseless except for Eastman Security whom we assume will soon be armed.

Beware of those who tell you everyone has a conflict of interest. The party that says that is often doing so to serve their own best interest.

 Submitted by Robert Logan

CRC Members OUTED-Part I

Ideally, on the Board and on Committees one would like a demographically diverse make up: age, family, and recreational participation are typical factors of diversity. Openness as it pertains to memberships is expected wherein that membership could influence an individual’s judgment. Failure to disclose memberships suggests there may be a reason for hiding one’s participation.

Less than 20% of ECA members are golf members who are the predominant users of the Restaurant/ Center facility. At least seven members of the 11 Member Center Renovation Committee are golf members, which is almost 70% representing a disproportionate perspective for the community’s best interest. Furthermore, some of these individuals have and do occupy other governance positions that provide a “perception of conflict of interest”. Here is some information on CRC/Golf members:

Phil Webber is the current Vice President of the ECA Board, a position he has occupied for a substantial period of time. Mr. Webber was appointed head of the CETF Committee about two years ago under the unilateral powers that Board President Goldman has. 

(see http://eastmanblog.blogspot.com/2014/06/what-are-eca-board-bylaws.html)  

He also participated in the secret Fall 2013 Board orchestrated meetings, which acted to eliminate full financial expense visibility and accountability of golf expenses to community members. Mr. Webber, along with the Board has refused to provide the information we requested regarding how much money has already been spent on the Center. See http://eastmanblog.blogspot.com/2014/07/the-center-right-to-know.html

Bill Blish, current Golf Committee chairperson who has tirelessly reduced golf member costs (see yesterday's post http://eastmanblog.blogspot.com/2014/08/golf-fees-reduced-your-assessment-cost.html ), simultaneously claiming that the golf course is profitable. In addition, Mr. Blish has negotiated the following power and direct say in employee performance for his Golf Committee as stated in Article IV of the Golf Committee Charter:

"Develop criteria for evaluating the performance of golf staff and for implementation of the EGL Course Standards and provide written evaluation(s) using the criteria, to the General Manager in the fourth quarter of each calendar year and update performance criteria as required."

 Further indication of the Golf Committee's powers is documented in our post of June 12—see http://eastmanblog.blogspot.com/2014/06/eastman-direct-vote-golf-member-right.html

Dave Philippy, is the current Vice Chair of the CRC committee and Chair of Deeryard Special Place. Mr. Philippi refused to substantiate financial documents he and other members of the CRC circulated. In his refusal to substantiate what he and other members were circulating he indicated he “will stand down from responding to questions about the Center and the various options other than referring people to the ECA website........."

This is not responsible, open, transparent representation to the community.

See http://eastmanblog.blogspot.com/2014/07/are-eastman-governance-members.html

 Submitted by Robert Logan

Freedom from Oppression

Always hangs in the Balance.

This monument is a symbol of hope in recognition of those who resisted to those who follow. 

In recognition of 465 Maquisards on the Plateau Glieres who fell to 10,000 invading German parachuters, inspired by their motto "Live Free or Die".

Golf Fees Reduced, Your Assessment Cost Increased

Should you TRUST your ECA Board?

To continue increasing your ownership costs while driving your property values down? While golf income and participation are going down, (see http://tinyurl.com/my4gj2a ) does it make sense to pour millions into the golf course/center?

In 2010, while ECA Members were pre-occupied with the distraction of the Universal Amenity Fee, the direct-vote Golf Committee was busy reducing ECA member golf membership fees by 25% from $1600 to $1200 reducing an annual individual membership by $400 single, and $590 family. ECA golf membership income therefore decreased 20% from FY2010-FY2014 by an amount of ($66,000). Similarly in the same timeframe the price of Eastman sold properties has dropped 21% to $117 per square foot.

(See http://tinyurl.com/pazv6mq )

Non-golf ECA owners were duped into thinking that annual revenues for their “new amenity”, the golf driving range were historically $50,000. Prior to the UAF deception, the driving range provided approximately $10,000 of revenue per year. By adding $50,000 income from the Amenity Fee to the Golf Course Income Statement, the UAF created “illusionary incremental income” for golf, overstating the golf income.

This year FY15, the Golf Income Con Game continued. While you were paying attention to hoopla surrounding the elaborate “Club/Center Building Project”, your golf neighbor got a $120 annual reduction in what it cost them, to tell you, how your golf course is run. The single ECA golf membership rate is posted at $1210—(yes, a $10 increase in 3 years). However the real coup is that a 10% discount is given if the annual membership was paid by March 31, 2014 resulting in an ECA membership fee of $1090. Is this a Con, a Deception or Both?

ECA golf members may also use their Visa, American Express or Mastercard to pay their golf membership fee at no additional charge. In addition, they have the option of using their Eastman Club charge card to pay over 3 months (March, April and May) at no extra charge.

In contrast, if an ECA owner pay his/her Assessment Fee one day later than March 31 they pay a 12% penalty interest charge or an extra $383. If they use their Visa, American Express or Mastercard they pay an extra fee. ECA owners do not have the option to pay over a 3-month period at no extra charge.

In an “open, transparent” community, this is called a “rip-off”.  At Eastman, it is called a “necessity” so as to get the golfer votes for the golf member dominated Board, Finance & Budget Committee, CRC etc. Golfers must be subsidized by non-golf ECA members while their property values go down.

Is a 501(c) 4 allowed to discriminate? Are these governance actions discriminatory? 

Eastman--A Lean Accountable Governance Proposal

For a lean, accountable governance structure we need only the following:

·      Establish a 3-5 Person Board, 1-2 elected per year for 3 years including Chair

·      Establish a 5 Person Budget and Finance Committee directly elected by members

--Two elected per year for a 2-yr term

--One elected Chair for a 3-yr term

·      Establish a Planning/Environmental Control Committee 

--Two elected per year for a 2-yr term

--One elected Chair for a 3-yr term

·      All other committees are voluntary, advisory only, to community members

·      Committee reports can be submitted to any of the above however they are advisory and made public when they are submitted.

Let’s keep it simple, folks.

Organizational Changes

The following managers/supervisors report directly to the 3-5 person Board monthly:

·      Golf Course Supervisor (now called Chief Maintenance Officer)

·      Recreation (now called Chief Community Living Officer)

·      General Manager/or Administrator (Chief Operating Officer)

·      Assistant General Manager (now called Chief Financial Officer)

Board meets 2x per month at 5pm—open meetings

·      Mandated spending freeze with GM directly reporting to Members on how/when he/she will reduce spending by 10%

·      GM salary and GA Budget directly voted on by ECA members—contract is for 1 year

·      All other committees are volunteers—advisory only directly to community

·      Any capital spending proposals exceeding $1 Million will be presented to ECA members for a direct vote

For more details on this proposal, see http://eastmanblog.blogspot.com/2014/07/a-call-for-eastman-governance-change.html