By: Rick Day Chairman of the Board
boardofdirectors@sandypines.com

North Shore Center

The Sandy Pines Board of Directors commends all of the Sandy Pines Staff involved and our local officials for the groundbreaking of our community’s new North Shore Center recreational facility and storm shelter. This facility will be a tremendous asset to our community for it’s dual purpose use and the fact that grant funding is paying 75% of the storm shelter hardening costs. This project was a unanimous decision on behalf of the Board and we continue receiving positive feedback from the majority of the park.

As with any project of this magnitude, we understand we cannot please everyone and some have varying opinions on how the funds for this project could be better allocated for other projects. These opinions and disagreements are common in all communities, Sandy Pines being no exception. One of the most common questions we hear in these situations is “Why weren’t members allowed to vote on this issue/project?”  It is important to remember how Sandy Pines is structured along with the roles and responsibilities of our Board of Directors, the President & Staff, and the Members.

Roles & Responsibilities

Although most consider us a campground, Sandy Pines is a fully functioning community. Our Board of Directors are the elected government officials, the President is the City  Manager, Administration staff comprise City Hall with the City Clerk, Treasurer, Public Works, Police, etc. and the members are the tax payers. The tax payers elect the City Government, the elected officials govern the City Staff, and the City Staff handle the day to day municipal operations.

Sandy Pines is set up in much the same manner of most cities and municipalities. The members (tax payers), elect the Board of Directors (City Government) that set the governing policies and rules, The Park President (City Manager) is appointed by and reports directly to the Board of Directors while being responsible for operations and enforcing the rules. Simply put, the Park President is in charge of operations, while the Board is in charge of governance.

Another important thing to note is the difference between our Capital Budget and our Operations Budget. Every year the Capital Budget must be approved by the Board around the prioritized capital needs of the park. The Board is required to review and approve both an operational budget and a capital budget annually. Capital funds must be kept separate from operational needs and do not move to support operations (wages, personnel, day-to-day expenses). The preservation of the park amenities and assets help to retain the value of every members investment.

When do members get to vote?

  • Members vote to elect our Board of Directors
  • Members vote to approve policy amendments or changes (Rules & Bylaws)
  • Members vote to approve special assessments

Member votes are not required for approval of capital budget expenses or operations related projects. The North Shore Center was covered by our capital budget, so a vote was not needed. Because the future pool is not covered by our current capital budget, a member vote would be required to approve the assessment or dues increase to cover the cost of the project. A member vote is not required for PA-330 Security Status as that is an operational project and expense. Although we prefer to have majority member support and feedback on these capital and operational projects, it is simply not economical or efficient to have members vote on every decision made in our community. The power of members is to elect the Board of Directors to represent them in these decisions.

We understand this can be confusing and our goal is to educate everyone on our roles and responsibilities. We can be reached anytime at boardofdirectors@sandypines.com and would be happy to answer your questions. Our Park President can be reached anytime at jeff@sandypines.com and would also be happy to answer your questions.

Articles, Bylaws, Rules & Regulations

If you prefer to research and reference this information on your own, the following is a more precise breakdown of our park’s operational structure complete with reference to the specific rules & bylaws consistent with our governing documents.  We have a number of organizational and governing documents outlined in the Handbook, including:

The Articles of Incorporation

The Articles were filed by the incorporators of Sandy Pines when it was created.  These are basically organization documents.

The Bylaws

The Bylaws have been approved by the members of Sandy Pines and amended from time-to-time by member vote.  The Bylaws set the general definitions for the operation of the Park, and lists the authority given the Board and the Park President (See Rules, XVII, Rules Enforcement(A)(1)).

The Rules & Regulations

These are established by the Board and address specific matters the Park deals with on a routine basis.  This ensures consistency. The Park President is the COO of Sandy Pines, appointed by and reporting directly to the Board (See Rules, Definitions(G)).  The Board is elected by the members to set the governing policies and rules of Sandy Pines to run the Park (See Rules, Definitions(I)) and Rules, XVII, Rules Enforcement(A)(2).  Under Rules Enforcement (Rules, XVII, Rules Enforcement(A)(3)), the Board hires the Park President “to carry out the policies and rules that they have put in place to run the Park.”  “The Park President is also responsible to enforce the policies and rules set by the Bylaws.” (Rules, XVII, Rules Enforcement(A)(3)).  In other words, the Park President is in charge of operations, while the Board is in charge of governance.  It is a classic staff-led model, subject to the overall governance of a Board which is charged with accountability and oversight.

The Bylaws outline the Powers of the Board, pursuant to Article VIII (Board of Directors), Section 6.  The Bylaws also outline the administrative and operational powers of the Park President pursuant to Article X.  “The Park President of Sandy Pines shall be the Chief Operating Officer.  The Board shall adopt a job description outlining the Park President’s responsibilities and areas of authority.”   The Job Description for the Park President / Director includes the following language:

The Park Director is the full-time chief administrative employee of Sandy Pines Wilderness Trails, Inc., fully responsible only to the entire Board of Directors for effectively administrating and promoting the operations, services, and activities of the Park.  The Park Director’s role is distinguished from that of the Board of Directors, which establishes overall governing policies and evaluates the Director and holds him/her accountable for the successful discharge of those policies.

Other duties and responsibilities include fiscal management, personnel management, facility and grounds management, rules implementation and directing the services and activities of the park.   There are limits to the Park President’s authority.  Indeed, the job description states “Consistent with past practice all decision-making authority of the Park Directors subject to the decision-making authority of the Board only.  The Board, not individual members of the Board, shall continue to have absolute authority to approve, disapprove, over-rule, and/or rescind any decision by the Park Director.”

Based upon the language of Sandy Pines’ governing documents, the Park President has the power to promulgate rules and regulations and employee policy with respect to all operational issues at Sandy Pines.  The Park President is, among other titles, the CEO, the COO, and has broad operational authority and responsibility.  The Board, on the other hand, makes governing policies.  Of course, all of the Park President’s operational policy-making and implementation is subject to the overall supervision of the Board.  Most importantly, the Board retains the absolute authority to approve, disapprove, over-rule and/or rescind any decision made by the Park President.

I hope this summary is helpful.  I would encourage you to review the Sandy Pines’ governing documents. For more information reach out to us anytime at boardofdirectors@sandypines.com. Our Park President can be reached anytime at jeff@sandypines.com and would also be happy to answer your questions.

 

 

2 Comments

  1. Andrew Kranenborg on March 2, 2020 at 3:53 pm

    With regards to the statement:
    “Member votes are not required for approval of capital budget expenses or operations related projects.”
    The By-Laws – Article IV, Section 2, Sale and/or Purchase of Personal Property, says:
    The Board of Sandy Pines may consider the sale and/or purchase of personal property on
    behalf of Sandy Pines. The Board shall not spend more than 2.5% of the Sandy Pines current
    annual operating budget for a single construction project or asset.
    This Article is confusing and poorly worded since the North Shore Center is not a “Purchase of Personal Property, but clearly IS a “single construction project”. So it’s unclear whether this by-law applies. However, if the purchase of personal property did occur, that would constitute a capital expense and therefore be subject to member vote per this by-law, keeping in mind that when this by-law was written all capital expenses were paid from the operating fund (and therefore this by-law really should be updated). In addition, it would seem that the author’s intent in this by-law, despite the poor and ambiguous wording, is to allow member input on major capital expenditures like construction projects. Allowing the board to have “free rein” to spend unlimited sums of money with no member vote creates an environment that breeds member distrust.

  2. Sandy Pines on March 4, 2020 at 8:18 am

    Andrew, Thanks for noticing and your input on this. Please follow up with the President and Board of Directors directly on this issue. By-law changes require a structured process for review.

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