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

Maintenance of Records. The Association shall keep or cause to be kept records of the Association as follows:

a.    A membership register setting forth all names, mailing addresses and telephone numbers of the Members (as may be changed from time to time by notice in writing from the Member to the Board of Directors);

b.    The Association's governing documents, minutes of the meetings of the Board; and minutes of meetings of the membership. These records may be kept in written form, in any other form capable of being converted into clearly legible paper form, or any combination;

c.    Financial records and books of account of the Association, including a chronological listing of all receipts and expenditures of funds, as well as a separate account for each Assessment levied or charged against each Lot or Member, the dates when so assessed and when the same is due, the amounts paid thereon, and the balance, if any, of any Assessment remaining unpaid; and

d.    All other documents required to be made available to Members under this Article.

Such additional documents shall be kept for at least the time frame during which Members are entitled to inspect them, as stated below.

7      Records Subject to Inspection. The Association shall make the following documents available for inspection and copying by any Member or a representative designated in writing by the Member:

a.    Any financial document or statement required to be distributed annually to Members.

b.    Interim unaudited financial statements, periodic or as compiled, containing any of the following, which shall be prepared in accordance with generally accepted accounting principles: (i) balance sheet, (ii) income and expense statement, (iii) budget comparison, (iv) general ledger, showing all transactions that occurred in Association's account over a specified period of time.

c.    Executed contracts not otherwise privileged under law.

d.    Board approved vendor or contractor proposals or invoices.

e.    State and federal tax returns.

f.     Reserve account balances and records of payments made from reserve accounts

g.    Agendas and minutes of meetings of the Members, the Board and any committees appointed by the Board; excluding, however, agendas, minutes, and other information from executive sessions of the Board.

h.    Check registers.

8      Membership List. The Association shall make available for inspection and copying by any Member or a representative designated by the Member in writing, the Association's membership lists, including each Member's name, property address, and mailing address.