VENICE ISLE HOME OWNERS, INC. A Cooperative in the State of Florida

Not for profit organization is for tax purposes Established in 1996 Not for profit organization is for tax purposes Requires Board of Directors be reported annually Requires Annual meeting of Shareholders 986/992 Shareholders Directors are elected at annual Meeting Chapter 617 Corporate Entity

Includes Administrative Rule FS 719 Cooperative Act Includes Administrative Rule 61b-79.004

Governs how Venice Isle Operates Legislative powers Administrative rules Establishes how the Directors must conduct business from a broad prospective Governs what may go into Bylaws and how Rules are implemented

Venice Isle Prospectus Written in 1996 Includes Articles of Incorporation Includes Developer responsibilities Includes Bylaws of the Association Includes original Rules and Regulations

Must present intent 40 days prior to meeting Bylaws provide for 9 members Elected by shareholders annually for 3 year terms Must be a Shareholder to be on the Board Does not give special privileges to forego rules May not be convicted felon unless rights have been restored for at least 5 years * This is Florida Statute 719 Must present intent 40 days prior to meeting Must have resume 35 days before meeting Must provide board certification to the Secretary within 90 days of election or will be suspended

Board of Directors Meetings Purpose of Meetings is to Conduct Business Set policy Review Operations Resolve Disputes Listen to Residents Plan for the future Must have an agenda posted 48 continuous hours Must be open to unit owners Unit owners may talk on agenda only with limit time (3 minutes) Board procedure follows Roberts Rules of Order

BOARD OF DIRECTORS MEETINGS VS COMMITTEE MEETINGS EXECUTION SESSION IS LIMITED TO RECEIVING ADVICE FROM THE Association’s legal counsel concerning pending or threatened litigation ALL PERSONEL MATTERS ARE PROTECTED MEMBERS HAVE THE RIGHT TO ATTEND BOARD OF DIRECTOR’S MEETING TWO EXCEPTIONS EXECUTIVE SESSION WITH ATTORNEY PRESENT PERSONEL MATTERS COMMITTEE MEETINGS ARE NOT REQUIRED TO BE OPEN TO RESIDENTS UNLESS THREE IS DISCUSSION ON THE BUDGET

Board follows Parliamentary Procedures Roberts Rules Order of business Establish a quorum Motion, 2nd, Discussion (of Board) Sets time limit for each non board member to speak Point of Order Recess Adjourn Minutes Bylaws reference Roberts Rules of Order

“we didn’t get to vote on it” FS719 “we didn’t get to vote on it” FS719.104 (8)(c) A unit owner does not have any authority to act for the association by reason of being a unit owner. Shareholders Directors Elect Directors Waive reserve funding Changes to Articles of Incorporation or Bylaws Borrow more than $10,000 Elect Officers Budget Rules Policy

Powers and Duties of Directors To operate and maintain the Common areas Determine the expenses required for the Operation Collect rent and other assessments Employ personnel necessary Adopt rules and regulations Maintain bank accounts All powers and duties necessary for the administration of the affairs of the Corporation

Powers and Duties of Directors Purchase, lease or acquire membership certificates in the name of the Corporation… Exercise all powers set forth in the Articles of Incorporation, the Bylaws, and Florida Statute Assess membership during each fiscal year amount sufficient to pay all operating expenses and all reserves funding required under Florida Statute and All powers and duties necessary for the administration of the affairs of the Corporation

JANUARY 20, 2017 @ 7:00 P.M.

ELECTION OF DIRETORS Shareholder Meeting Must have a quorum 986/2+1=494 In person or by proxy specifically for the cause. Proxy counts you present even if you can’t attend Failure to achieve 494 a meeting will not be called to order Election of Directors may still occur as long as 20% of shareholders cast a ballot: 986*20%=197 Ballots ELECTION OF DIRETORS

BALLOT FOR ELECTION OF OFFICERS OUTER ENVELOPE SEALED ENVELOPE AND BALLOT INCLUDES UNIT NUMBER/ADDRESS SIGNED BY VOTER OF UNIT MUST BE SEALED OR IT WILL BE DISQUALIFIED INSIDE ENVELOPE AND/OR BALLOT SHALL NOT INCLUDE ANY THING WRITTEN ON IT. MUST BE SEALED MAY CONTAIN ONLY ONE BALLOT PER ENVELOPE SEPARATE INNER ENVELOPE MUST BE USED IF SHAREHOLDER IS ENTITLED TO CAST MORE THAN ONE VOTE (ONLY IN CASES OF OWNING MORE THAN 1 SHARE) DO NOT SIGN THE BALLOT OR WRITE ON IT ANYWHERE OTHER THAN TO CHECK OFF YOUR CHOICE OF CANDIDATE YOU DO NOT HAVE TO VOTE ALL THREE

General Proxy Used only to establish a quorum and other non substantive matters. Must identify: Meeting for which the proxy is given Cooperative parcel it represents Must present a signature block for voting representative to sign.

VOTING CERTIFICATE REQUIRED IF THERE IS MORE THAN ONE OWNER OF RECORD ON THE SHAREHOLD/PROPRIETARY LEASE HUSBAND/WIFE EXEMPT UNLESS THERE IS A TRUST OR ANOTHER OWNERS (TENTANTS IN COMMON) THE PERSON WHO SIGNS THIS SHALL BE THE SAME PERSON WHO SIGNS THE PROXY NOT REQUIRED IF YOU HAVE ONE ON RECORD UNLESS YOU WANT TO MAKE A CHANGE THIS PERSON IS THE PERSON WHO ALSO CASTS THE VOTE FOR DIRECTOR AND SIGNS THE OUTER ENVELOPE OF THE BALLOT

THE MANAGEMENT “Community association management” means any of the following practices requiring substantial specialized knowledge, judgment, and managerial skill when done for remuneration and when the association or associations served contain more than 10 units or have an annual budget or budgets in excess of $100,000:

 controlling or disbursing funds of a community association, preparing budgets or other financial documents for a community association, assisting in the noticing or conduct of community association meetings, determining the number of days required for statutory notices, determining amounts due to the association, collecting amounts due to the association before the filing of a civil action, calculating the votes required for a quorum or to approve a proposition or amendment, completing forms related to the management of a community association that have been created by statute or by a state agency, drafting meeting notices and agendas, calculating and preparing certificates of assessment and estoppel certificates, responding to requests for certificates of assessment and estoppel certificates, negotiating monetary or performance terms of a contract subject to approval by an association, drafting prearbitration demands, coordinating or performing maintenance for real or personal property and other related routine services involved in the operation of a community association, and complying with the association’s governing documents and the requirements of law as necessary to perform such practices.