Three Meadows Phase III 2022 Board Members Vote to Limit Future Election Voting Access

At the direction of Board President (Robert Nicholls) in the recent June Board meeting, our Phase III Board voted to put forth the updated By-Laws in their current form. Despite feedback from the 4 member By-Law Review Committee, virtually all the changes recommended by that committee were eliminated. One key concern is that the original proposed draft limited the opportunity to vote to those members present or represented by proxy, but restricted the number of proxies held by any member to 2. That would have meant that no member unable to attend in person could vote unless they could find someone who planned to attend who did not already have 2 proxies for others.

In the final draft presented at the meeting, Robert not only determined to limit the number of proxies, but doubled down on the already contentious paragraph to change the number of proxies to 1. Despite the clear objections of at least 3 Association Members present (including the Committee Lead), the 2022 Board appears determined to prevent open access to elections in our community. While the current Board members were elected in 2021 based on proxies from our members by an effort to get out the votes by proxies, Robert now calls that process “proxy abuse”. He and the other BOD members openly state that they want to ensure that such a process is not possible in the future to replace them. They want to require members to attend in person, and only provide the most limited access to voting by proxy.

The By-Laws Review Committee questioned the validity of any limit on the number of proxies, but determined (as the recommended draft detailed) that any limit on proxies should include the opportunity to vote by mail-in ballot. This is the established method used for elections throughout our state, and has been a method available to our members for 30 years. At the June Board meeting, Robert attempted to claim that this process is complicated in Florida and costly. Despite the statement from our Showcase CAM (Diane) that this process is a normal part of voting for many (or most) of their managed associations, and at little extra cost, Robert is determined to prevent open access to voting by our members.

The current By-Laws state that any changes must be approved by at least 2/3 of the voting members present at a meeting called for that purpose. Although the proposed By-Laws also require the community approve them, Robert is proposing that they be approved with a simple Board vote instead. Our outdated original Articles make that provision, and he is attempting to dictate that his By-Laws be approved as written without any approval from the other 88 homeowners. It seems absurd that the Board would replace a document which requires a 2/3 majority vote in it’s terms with another document also requiring 2/3 votes by having only 3 Board members approve. Both the original and the new document state that changes require a 2/3 vote of the members, so why is he trying to force the new one in by only a Board vote?

The only reasonable conclusion is that Robert wants to cement this new and restrictive set of By-Laws after he dictates them by then proposing a change to the Articles of Incorporation. He apparently hopes that this will prevent future Boards from doing as he is now attempting to do. We should be suspect of any Board Member who is determined to rewrite our governing document by backdoor methods. Also… Any Board member who gets elected based on proxy votes and then attempts to limit those votes in the future without even allowing mail-in ballots is certainly suspect.

Hopefully, we can get enough members to contact these Board members to convince them to rethink this blatant effort to hold onto an elected position. You are encouraged to reach out to the Board before the next meeting, since it is entirely possible that Robert will put the new By-Laws up for a Board Only vote at that time. Perhaps they will also consider the other recommendations made by those members who spent significant time reviewing the proposed By-Laws. There are numerous errors or inconsistencies which shouldn’t be approved as part of our governing documents. You can review the initial draft with suggested changes (which were dismissed off-handedly by Robert) in this post: By-Laws Updates.

The Current Board members and addresses are below. It’s unlikely to persuade Robert to cease this domineering approach to leadership, but you may be able to convince some of the more level-headed members.

• Robert Nicholls – 1193 Walnut Grove Way
• Vinny DiFranzo – 1236 Winding Meadows Rd.
• Mike Pryor – 1257 Winding Meadows Rd.
• Gwennie Elliot – 1206 Walnut Grove Way
• Ed Cleveland – 1239 Winding Meadows Rd.

Remember… If you don’t speak up now, you may not be able to vote in the future without actually attending the election!