HRCA Delegates and Directors

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HRCA Delegates and Directors

  1. 1. HRCA Delegates’ and Directors’ Duties, Responsibilities, and Expectations
  2. 2. Basis  Community Declaration (CC&R’s)  Covenants, Conditions, and Restrictions  Recorded against every Privately Owned Site  Contract between Owner and the HRCA  Supplemental Declaration  Articles of Incorporation  Bylaws
  3. 3. Terms  Duty: binding legal obligation  Power: ability to accomplish objective  Liability: corporate and/or personal
  4. 4. Delegate Responsibilities Community Declaration  Delegates elect Directors  One vote for each privately owned site  Serve as Delegate for a District  Authorize the Board of Directors to convey property with 2/3 voting approval  Authority to approve increase in the assessments greater than 120% from preceding year with 2/3 voting approval
  5. 5. Delegate Responsibilities Community Declaration  Authority to approve increase in Maximum Common Assessment (cumulative CPI based) (2/3 voting approval)  Authority to approve Special Assessments for capital expenditures (2/3 voting approval)  May amend the Articles of Incorporation  May Amend the Bylaws
  6. 6. Delegate Expectations  Attend Annual and Special Meeting of Delegates  Attend monthly Delegate Meeting  Read updates and HRCA Newsletters  Represent their District
  7. 7. Director Duties and Powers Acting through the Board, HRCA shall have these duties and powers:  Duties:  Accept property and facilities from Declarant  Pay taxes  Maintain casualty insurance  Maintain liability insurance  Obtain fidelity coverage for persons handling cash
  8. 8. Directors’ Duties  Other insurance (e.g. workers’ compensation)  Prepare budgets  Levy and collect assessments  Provide audit  Assist Architectural Committee as outlined in Article X.  Follow all applicable local, State and Federal Laws
  9. 9. Director Power  Acquire property and construct improvements  Adopt rules and regulations  Enforce the Declaration and rules and regs  Provide Public Functions  Provide services to sub-associations  Provide special services for members  Charge for facilities and services  Grant easements
  10. 10. Director Power  Convey and dedicate property (with approval of 2/3 Delegate voting power)  Borrow money and mortgage property (with approval of 2/3 of Delegate voting power)  Employ managers  Engage employees, agents, and consultants
  11. 11. Director Power  General corporate powers  Trash collection  Regulate use of HRCA facilities  Manage the affairs of the Association  Delegate authority but not responsibility
  12. 12. Director Responsibilities (Finance)  Maintenance funds  Other funds  Deposits  Disbursements  Common Assessments  Funding reserve funds  Supplemental common assessments
  13. 13. Director Responsibilities (Finance)  Limitations of assessments (thresholds to exceed requires 2/3 voting power of Delegates)  Annual Budgets  Special assessments for capital expenditures (requires 2/3 voting power of Delegates)  Reimbursement assessments  Late charges and interest
  14. 14. Director Responsibilities (Finance)  Notice of default and acceleration of assessments  Lawsuit to enforce assessments  Lien to enforce assessments  Estoppel certificates
  15. 15. Director Responsibilities (Architectural)  Appoint Architectural Committee Members  Approve Rules and Guidelines  Appoint Tribunals for appeals  Hear and make determinations on Tribunal recommendations (improvements to property and non-compliance)  Lawsuits to enforce architectural matters  Estoppel Certificates
  16. 16. Director Expectations  Attend monthly Board Working Session  Attend Delegate Meetings  Attend Board Meetings  Attend other meetings (Metro District, Team Highlands Ranch, etc.)  Understand Director Roles  Represent HRCA at community events and activities  Understand Director Roles, Duties, Powers, and Responsibilities  Lead Special Projects in support of the HRCA Strategic Objectives
  17. 17. Directors Have Liabilities  Fiduciary Duty  Duty of undivided loyalty  Conflict of interest  Uniform and consistent enforcement of rules  Uniform and consistent enforcement of collections  Corporate liability  Personal liability

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