Updated Provisional Charter for Governance Committee approved

RANCHO SANTA FE — At the Rancho Santa Fe Association’s monthly board of directors meeting, newly elected president Fred Wasserman explained the reasoning behind the governing documents committee and why there was a provisional charter for a Governance Committee.

The Association’s board of directors approved the motion.

Wasserman explained that the committee, which was established last summer, was originally created to help “straighten out” the governing documents of the Association. Committee members reviewed the Bylaws, Articles, and the Protective Covenant Rules and Regulations. In doing so, members discovered that many of the provisions contained in the documents were not in compliance with the Davis Stirling Act.

The board approved this charter last year, Wasserman said.

Wasserman went on to say that members discovered that there were other things that the committee needed to consider which triggered the notion that a broader committee was needed.

“This organization does not have a Governor’s Committee,” Wasserman said.

According to Wasserman, the latest version of the charter changed the committee’s name to the Governor’s Committee. Members of the Governor’s Committee include Allen Finkelson serving as chair, Wasserman, Mike Licosati, John Blakely, Richard Sapp, Kris Charton, and Judge David Moon.

Wasserman pointed out the roster of responsibilities of the Governor’s Committee.

“Periodically, request the Association’s legal counsel to review the Articles, Bylaws, Protective Covenant Rules and Regulations and ensure compliance with federal, state, and county laws and regulations,” Wasserman said.

The committee will also serve to recommend any changes to the RSF Association board of directors in relation to law(s) or the needs of members.

Wasserman also added, “Review all documents, budgets, and representations required by laws and regulations to be provided for the Association members for compliance with such laws and regulations before such items were provided to the members. Review any legal issues raised by the Association’s auditors.”

Wasserman also cited that the if referred by the RSF Association board to do so, it would help investigate any “potential unethical, conflicts of interest, or illegal activities of board members, members of any committee, or association in place.”

Wasserman shared that their organization had no way of dealing with this in the past.

The Governor’s Committee would also take part in reviewing on an annual basis the performance of the Association’s legal counsel with recommendations on whether to retain or replace their representation.

Wasserman wanted the board and members to know that the Governor’s Committee does not have authority over the board. Its purpose is to make board recommendations.

“It also has in place to receive problems that are brought to the Board in terms of records, concerning members of committees, concerned members, so that we can get them properly handled in a very professional and thorough fashion,” he said. “This is what this committee is doing and why this is the charter.”

Wasserman noted that the charter will also be posted on the Association’s website.

Finkelson said that as chair, he intended to operate the committee with subcommittees.

“I think certain people are very well suited to dealing with the issues of governing documents and certain people are very well suited to dealing with what should be the right course of action in a litigation matter,” said Finkelson, adding how there would be more specialization to handle each specific issues.

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