By Greg Ellison

(Dec. 9, 2021) Ocean Pines Bylaws and Resolutions Committee members last Friday discussed how to format a list of proposed rule changes produced by a committee work group charged with eliminating those that no longer apply or need to be fine-tuned to reflect current circumstances.

Committee Chairman Jim Trummel said in addition to revisions suggested by the work group other topics under review include the board candidate search committee’s status, voter eligibility, board member removal for cause, owner of record standards and permitting associate members to serve on advisory committees.

Trummel said the bylaws work group status review sheet included items ready to proceed marked in green, while issues requiring further attention were marked in red.

“It’s up to us now to prepare a final proposal,” he said.

Trummel said the committee continues to wait for legal advice from association counsel Jeremy Tucker regarding the Architectural Review Committee provision and board oversight abilities.

“I emailed this morning on where we stood in the process,” he said.

Besides the work group’s list of proposed updates, Trummel said the board is writing new rules related to board member dismissal for cause, eligibility to vote and owner of record issues.

Trummel asked board liaison Colette Horn if the Search Committee issue was still listed as a discussion topic during the directors’ meeting on Dec. 11.

“Are we still a go at the meeting?” he said.

Horn confirmed the matter was still on the meeting agenda.

“What does the board want you to consider for the Search Committee moving forward?” he said. “In recent years it has not been fully effective.”

Horn suggested one solution would be altering the committee formation from an annual appointment process.

“If it were a standing committee engaged in communication or other efforts for the election throughout the year, then we may get better participation,” she said.

Trummel said a comparable suggestion was made several years ago.

“To create a committee that was not appointed every year,” he said.

Turning to voting eligibility, Trummel said the committee is drafting a rewrite of a work group summary from September.

The aim is to clarify eligibility language in bylaws section 5.02A and removing a 35-day provision in section 3.01C.

The amended language would read, ““notwithstanding provisions in 3.01C of the bylaws, any board candidate shall have paid dues by May 15 of the election year.”

Horn said the board would likely offer further language revisions for voting eligibility.

“We hope to fast-track that to counsel to review and make any legal adjustments to protect the association,” she said.

The intent is to have updates finalized, which would then require passage by referendum, and ready for mailing with board election ballots in spring 2022.

Trummel said two other issues under consideration for changes include removing a director for cause and owner of record status.

Horn said the board would be issuing related opinions soon.

“There’s only about six months until [election] materials are sent out to members,” Trummel said.

Trummel said the Bylaws Committee would need to understand board priorities before drafting proposals for language changes.

“We may be approaching a point where priorities need to be set,” he said.

Horn said the concern would be related to board members with documents ready for review during the next committee meeting.

In terms of voting eligibility and qualifying board candidates, Horn suggested the association secretary be given the responsibility of confirming members’ identity.

Committee member Keith Kaiser asked if the secretary duties should include additional points that need clarifying.

Horn noted the candidate application form could be updated to assure identities are confirmed.

Committee member Lora Pangratz said the candidate application form should specify listing legal names of record.

In terms of owner of record status, Trummel said during the most recent bylaws meeting members agreed to hold off considering language updates until the pending lawsuit brought by disqualified board candidate Rick Farr is settled in Worcester Circuit Court .

Horn said the board has opted to turn the issue over to legal counsel Tucker.

“There’s case law that needs to be considered and other business and professional code issues,” she said.

Regardless, Horn said little doubt exists that the board retains legal authority to define owner of record.

“The outcome of this litigation notwithstanding, the association has the authority to define owner of record,” she said. “To keep ourselves out of trouble, let’s just send that to the lawyer to figure out.”

Trummel also confirmed the board was slated to consider a proposal to allow associate members to serve on advisory committees during its meeting in January.

Trummel said the suggestion was made during the Executive Council — committee chairs — meeting in May.

“Member recruitment could be enhanced if associates were allowed on committees,” he said.

The next Bylaws and Resolutions Committee virtual meeting is scheduled on Dec. 17 at 1 p.m.