Letter to Home Owners by Judi Gifford dated July 7 2010

July 7, 2010

The Gardeners' Story

Dear Fellow Seascape Sur Homeowners:

By way of introduction, my name is Judy Gifford and my husband Bill and I have lived at Seascape Sur for over 20 years. In fact, my husband Bill is currently serving on the Board of Directors and has served other terms in the past. Since my husband is on the Board and he and I are visible in the community, I have recently had the opportunity to hear the concerns of so many of you who live here both full and part time. Many of you have been asking me about the changes that have occurred around your units. However, most often you have asked us about the sudden firing of all three of our gardeners and the decision to outsource our gardening work: Who made the decision? What are the cost savings? Why were we not informed that this was under consideration before a decision was made?

The Gardeners' Story and the Stories Told by Board Members in Letters to Homeowners

On February 26, 2010, our in-house gardeners were fired without cause and given one month's severance pay. These loyal employees had no warning, no demerits or poor performance reviews on file, nor were they offered reduced hours.

On March 1, 2010, after the gardeners were fired, Board President Dan McCullough mailed a letter to homeowners telling us about hiring Total Landscape Creations (TLC), the hours their crew (3 men) would be working (8 hours a day, 5 days a week, implying 120 hours, excluding their half-hour lunch break) and the amount of cost savings to Seascape Sur homeowners. The amount of cost savings was represented to be "substantial". We were also told that the new gardening service crew was more experienced than our in-house gardeners. Maybe yes, maybe no—so far there is no proof. However, numerous homeowners have voiced their complaints.

The decision to outsource our gardening work must have been made in Executive Session on February 18, 2010, not at the regular meeting as implied in Dan McCullough's letter, because it did not appear on the regular meeting agenda. The Board never posted this as an item under discussion as required by our Bylaws. Seascape Sur's Bylaws state, in Article 4 — Meetings of Directors, paragraph 4.5 Executive Session, in part, "The nature of any and all business to be considered in executive session shall first be announced in open session. In the event the executive session does not follow an open session, the Board may conduct an executive session if the nature of any and all business considered in such executive session is announced at the next regularly scheduled Board meeting...."

At the April Board meeting, in response to a homeowner's request asking for the exact hours the new gardeners are working, Board President Dan McCullough replied that their hours are 8:00 A.M. to 2:30 P.M. This amounts to 6.5 hours per day including their half-hour lunch break, not the 8 hours Dan McCullough stated in his March 1 letter. These hours have also been verified by management. In addition, since the contract began, we are being charged for extra services that would typically have been performed by our in-house gardeners. For instance, a $750 charge (which included purchasing the product) to scatter eco-friendly snail bait on the property.

A review of the TLC contract on file in the office and included in this letter was signed by the Board President, Dan McCullough, shows that the contract provides for a crew working 87 hours per week (excluding lunch breaks) for basic maintenance and mowing. Thus, the Board simply reduced the scope of the landscape work per week from 120 hours to 87 hours and we will now have to pay for extras. Why would the Board sign a contract that did not tell how many hours the new gardening staff would be working? Would you?

At the May board meeting, a report entitled "Association Savings—Landscape Maintenance 2010", was handed out to homeowners by Board Member Gail Young. Her report quoted a cost savings of $32,000. However, the determination of the $32,000 cost savings was based on inflated wages that our gardeners had never been paid. More importantly, in order to reach this figure, the number of man hours worked by TLC was reduced from 120 hours to 87 hours. If you use actual wages and adjust for the reduction in hours, all of the cost savings evaporate.

In Dan McCullough's recent letter of June 18, 2010, he now states that the cost savings will increase to $50,000 in the next fiscal year but can be used to continue to pay for the landscape architect and a new 3-year master plan.

Note to Dan McCullough: There are no cost savings if you then spend the money, and how will you get $50,000 in savings—reduce the hours even more?

Note to Homeowners: How do you think the complex will look after the Board reduces the hours even more to get $50,000 in "cost savings"?

As we all are interested in controlling costs, my husband joined with the other Board members on the decision to outsource the gardening work to TLC. He made his decision relying on the representation of Dan McCullough that TLC would be working the same number of hours that our in- house gardeners had been working. But unfortunately, as the story unfolded, it turns out the action was made based on false representations by Dan McCullough.

The Story's Conclusion

Standing alone, the Board's questionable decision to replace the gardeners may not seem reason enough to recall them. However, the way the homeowners were informed about the decision to fire our gardener's points to the lack of communication and transparency by this Board and begs the question as to why they chose not to follow the CC&R's and inform us of this decision.

I decided to join my husband and the majority of homeowners who have reached a decision to vote for the recall of the Board.

In exchange for having strangers on our complex, we lost our friends who afforded us a sense of comfort and security.

Respectfully,
Judy Gifford

Enclosed with this letter are copies of documents that pertain to the information I have discussed: the report that Gail Young handed out at the May Board meeting, the signed contract with TLC, and the comparison breakdown of TLC hours to our past gardeners hours.

Please feel free to email me at jgbadgerOcox.net if you would like to discuss anything about the contents of this letter.

Information on the past and present gardening staff

Past IN HOUSE LABOR PERFORMED BY: ABRAHAM, AGUSTIN, PEDRO

PER HOUR WAGES PAID TO OUR GARDENERS FOR A 40 HOUR WEEK

ABRAHAM $15.00, AGUSTIN $15.00, PEDRO $10.00

·           Our past 3 gardeners;

·         5 days, 8 hrs. S.S.I., Worker's Comp., Bonuses, Weekly Lunches, Etc.

·         120 HOURS A WEEK                          $92,000.00 YR (rounded off)

Present Labor: Total Landscape Creations-Bob Hanyon

6.5 hours with 1/2 for lunch =6hours

·              3 men 8-2:30 (6) for 3 days = 54 hrs

·              3 men 9-12:00 (3) for 1 day = 9 hrs (Mowing)

·              2 men 8-2:30 (6) for 2 day = 24 hrs

·              87 HOURS A WEEK                             $72,000.00 YR(rounded off)

·              Savings

$20,000.00 YR??????

The letters that Dan Mc McCullough mailed to the homeowners never mentioned all the many extra charges that TLC submits to the association every month. This was work that our Seascape Sur gardening staff performed in their daily routine. In addition, as necessary they were inter­changeable with the maintenance staff at Seascape Sur which enabled Bob Ellis to have a

cohesive team to complete projects.

TLC charges extra for planting and replanting which was all part of our gardeners normal duties in their 40 hour week. The many extra charges from TLC have severally reduced the speculated cost savings, all we have accomplished was to fire our gardeners, and reduce the gardening weekly hours from 120 to 87. I believe the 33 hour weekly reduction of our man power hours is already reflected in the condition of our property.

Association Savingss - Landscape Maintenance 2010
In-House Gardeners:
Abraham:	$32.602/yr‑
Augustine:	$32,602/yr.
Pedro:	$22,494/yr.
Total Salaries	$87,698/ye.
Pgyrdil TCDC	'$ 8,770/yr.
Worker's Comp:	$ 5,262/yr‑
TOTAL:	$101,730/yr.
TLC (New Company)  $71,700/yr
Savings per year:	$ 30,030*

*Bonuses received by in-house gardeners are not included, thus

savings per year is even higher (closer to $32,000).

A sovinas to the association of approximately $2500 per month.

Handout from Gail Young at May Board Meeting

6     FERTILIZER shall be applied bi-monthly to promote and maintain healthy growth. Fertilizer application shall vary depending on the time of year. Fertilizer cost is included in contract price.

7 SIDEWALKS, CURBSIDES. TRASH ENCLOSURES shall be blown down and cleaned of debris on a weekly basis.

8     INSECTS, FUNGUS AND DISEASES shall be controlled as needed, Client will be billed cost of material plus 15%.

9 INSPECTIONS shall be accomplished once per month with Contractor and Owner or authorized representative.

10 EXTRAS. All extras will be presented in written proposal and work commenced upon written approval by Owner or authorized representative.

11 EXCLUSIONS. The Contractor shall not be responsible for vandalism, theft, adverse natural conditions or anything beyond the control of the Contractor.

12 WORKING DAYS SCHEDULE. Contractor recognizes the following holidays: Memorial Day, Fourth. of July, Labor Day, Thanksgiving, Christmas and New Years Day. No services are performed on these dates.

13 INSURANCE. Contractor shall maintain general liability, property damage and Workers' compensation insurance. Certificates of insurance shall be furnished upon request. SeaScape Sur will be named as additional insured.

14 TERMINATION. A 30-day written notice is required to terminate this contract.

I.   3-man Maintenance Crew 3 - days a week

2.     3-man mow crew - I time a week

3.     2-man Maintenance Crew 2- Days a week

4. 

To accept this contract Owners must sign and date below and deliver an original signed copy to Contractor.

WE I HAVE READ, UNDERSTAND AND AGREE TO ALL TERMS OF THIS AGREEMENT AND WE ACCEPT^- THIS PROPOSAL AND AGREE TO BE BOUND BY IT.

TOTAL LANDSCAPE CREATIONS

is hereby authorized to perform the above maintenance program commencing on:3/01/2010

Contract was signed by Total Landscape Creations and

By Dan McCullough on behalf of Sea Scape Sur     

Letter to Home Owners by Former Landscape Committee Members

A WAY FORWARD.....

9 TIME HONORED STEPS WE ALL SHOULD EXPECT FROM A NEW BOARD

Dear Fellow Homeowners:

If this Board is recalled, the following are 9 steps a new board can take to be functional, effective and accountable to, and for, all. They are "tried and true" basics and premised on "best practices". Division will disappear. Trust and civility will be restored overnight.

I guarantee it!

1.    Micromanagement of the complex. We should allow our property manager, and our employees, to manage and carry out the day-to-day maintenance and operations.

2.   We should perform an honest, objective analysis of our structural and  functional priorities. Do we need driveway repair, structural exterior repair, etc.? Do the analysis, and let the homeowners, after full disclosure, make the choice.

3.    After we have completed step 2 above, we should perform an honest, objective analysis of our aesthetic priorities. A landscaping plan presupposes we need one. Is landscaping an aesthetic priority? Let's do the analysis first.

4.      Committees should be open to all homeowners.  Committee membership should not be an exclusive, discretionary club. We should write into our by-laws the defined purpose of all committees, and make them open to everyone. This encourages broad and varied participation. To ensure serious participation we should have attendance requirements (for example miss two meeting you're out!).

5.    Committees should decide for themselves who will be their chair person. This prevents the potential for favoritism, the appearance of favoritism, and pet projects.

6.    Committees should provide monthly written reports to the board and make them available to all homeowners. This ensures undiluted, unfiltered, apolitical transparency, and accountability.

7.      Follow our "governing documents", California corporation law, and "best  practices". This is the most important and most obvious! It's easy to get sloppy when you are a relatively small organization as we are. We should have minimum personal attendance requirements. There are valid reasons for acting like any other responsible corporation and following the law.

and the "Tidings" newsletters from Gail do not invite homeowners to join the committee. In fact, what Gail keeps saying in the "Tidings" is that once there is a plan, the Board will let the homeowners have input. But after two years of significant landscape changes being made and $55,000 being spent, the Board has yet to produce a plan. However, the work continues and we are only informed after it is under way or upon its completion.

We believe the Board has a fiscal and fiduciary responsibility to all homeowners to address the following questions:

·        At what meeting did the Board approve the change of our landscape to a "Mediterranean look" for our multi-multi-million dollar complex and when did the homeowners vote on it? Why would the Board seek a vote on earthquake insurance coverage but not allow a vote on this dramatic change to our community which directly impacts our property value?

·        How many more ad hoc landscape changes will be made, how much money will be spent and how many landscape architects will the Board hire before the Board produces a Plan and gets homeowner input?

·        Since the Board is trying to convince us that the underlying premise for landscape changes is savings on water costs, what will these savings be? When will we receive a return on the $55,000 we've spent so far on Gail's landscape changes?

·        Where is the money going to come from to implement the Board's proposed landscape plan - the reserve fund, a special assessment or increases in our dues?

·        Where is the formal authority upon which the Board regularly permits Gail Young and a few homeowners to direct work, order plans, place plants on our property and hire landscape architects?

Because the Board has failed to produce a plan for the dramatic changes currently being made, has failed to take a vote of the homeowners as to whether they want a "Mediterranean look", and has not addressed the above questions, we have no choice but to support the recall of the Board of Directors. Given the ad hoc nature of the changes made to date, we don't believe the community can wait until another $55,000 is unwisely spent to make changes to the Board of Directors.

Sincerely,

FORMER LANDSCAPE COMMITTEE MEMBERS

Judy Gifford Alayne Ylarris Jann Pasfer Lois Summers

[Copies of the relevant meeting minutes and landscape invoices will be Provided upon request. Please email jgbadger@cox.net or llsummersftcox.net.]

Letter to Home Owners by Martin Schmidt dated June 29 2010

June 29, 2010

Dear Fellow Homeowners:

This is a call to Board Member Nick Giovinazzo to issue a public apology for the sexist and disparaging comments he made in his recent letter about us, the Landscape Committee during 2008 and early 2009. The inappropriateness of his comments as a sitting Board Member is an example of the divisiveness and disregard the Board has for the homeowners it serves. It is also one of the reasons why we support the recall of the Board.

The meeting minutes approved by the Board between February 2008 and February 2009 Board Meeting minutes contradict the statements Nick makes about us and our work as the Landscape Committee. In addition, Nick participated in several of the Landscape Committee meetings. In fact, in one of our meetings he complimented us on the research and extensive knowledge that we brought to the committee. The meeting minutes show that the Board regularly took Landscape Committee reports from us, referred to us as the Landscape Committee. In the fall of 2008, Betty Normand was approved as chairperson and Board Member Gail Young began participating in the meetings.

Several months after the resignation of Betty Normand and another member, both of whom supported changing Seascape Sur to a "Mediterranean look", Board Member Bill Stewart informed us that we were not, and never were, a committee (see the February Board Meeting minutes). After this meeting, Board Member Gail Young formed a new "landscape committee" of which she was the sole member. As documented by the meeting minutes, no Board discussion or approval for forming a new Landscape Committee took place in the regular Board meeting as required.

As Nick and the rest of the Board knows, as members of the Landscape Committee, we supported a more moderate approach to water conservation that included revisions to the irrigation system, strategic watering (including elimination of the unnecessary watering that had been occurring in the past years), dealing with overgrown areas and preservation of our current look (including Seascape signature pieces such as the Coral trees and the pond). None of these endeavors required a change in the look of our complex. There was no government or Coastal Commission requirement that we had to remove and replace our landscape.

For many months, Gail remained the sole member of the "landscape committee" until she re-appointed Betty Normand and one other member who supported the "Mediterranean look", which was ultimately announced in the May, 2009 Tidings as "our new look". The meeting minutes also do not reflect any discussion or approval by the Board for these appointments. Despite the committee having no authority, they began directing our gardeners who had been performing for us for more than 10 years (prior to the Board terminating them) and who, by contract and our CC&Rs, are supervised by our property manager. To date, this new committee has spent over $55,000 making landscape changes without any formal direction by the Board or an approved plan. Some of these costs have been for replanting the same area twice, as what they initially planted failed.

Nick also claims in his letter that Gail can't get anyone to assist on the "committee". The May 19, 2009 meeting minutes reflect that when a Board Member asked that more owners be allowed on the committee to assist in future plans, Gail responded that "when a project is planned she would seek assistance when needed". Subsequent meeting minutes

8.      Respect for all homeowners. Remember, you are the board. You should show tolerance, temperament and respect for those who don't agree with you. Declaring this to be a "thankless job" is no excuse. It's been my board experience that when you follow these rules the "thankless job" becomes "very gratifying". It's also been my personal experience that most of our homeowners are exceptionally likeable, agreeable and understanding.

9.      Repeal the recent rule change imposing a $250 fine for "interfering with the performance of the duties of any Seascape Sur employee, vendor, board member, or volunteer homeowner". This rule is mean spirited, discriminatory, unenforceable, and subject to abuse.

These are simple steps. However many solutions can always be reached by simply following the "rules of the road". Over the course of the last 2 years, different homeowners have recommended most of these to the board. Their response led to the recall, and the groundswell of support  for the recall.

It has suddenly been suggested by one of the Board Members, after the Board has already voted on the date, that having the recall now would be disruptive. What we have now is  disruption and discord. Why wait for the cure as our reserves are quietly depleted and uninformed changes are accelerating.

On a personal note, like many of you, I have kept a scrapbook (shoebox, actually) that my parents started for me many years ago. My wife and I recently started one for our daughter. Into my shoebox will go the letters written by many of the current Board Members attacking me personally. One day, I will look back on their letters as a landmark of a rare, but interesting, time in my life when I stood up for something larger than myself.

Please vote. A recall will reset the path we deserve, and send a clear message to future boards that we are collectively, not asleep.

Respectfully,

Martin Schmidt

Martins607@aol.com

(619) 300-1526 (after 6:00 p.m. PST)

P.S. Finally, I leave you on an upbeat note. There is a popular joke among fulltime residents of our complex that nothing has been able to bring Republicans and Democrats together like opposition to the Board of Seascape Sur. We are not divided as it seems.

Letter to Home Owners by Joel Junker dated June 25, 2010

June 25, 2010

Dear Seascape Sur Homeowner:

I sent to you on June 24, 2010 a letter about the concerns I have in connection with the current board and the recall vote, and then coincidentally received Dan McCullough's letter on the subject that evening when I got home. Because Dan's letter directly addressed some of the matters raised in my overlapping letter, a follow up comment is appropriate. His letter ironically confirms many of my points and raises significant new concerns.

I learned a lot from Dan's letter, which only confirmed to me how much we need better board communications that have been lacking in the past. It is a sad commentary on this board that it took a recall petition to get an update on important issues.

Dan's report on the electric panel repair was informative, but it also confirmed that the assessment was uninformed and premature. Some two years after the $477,000 assessment, we now learn that the budget will come in under $300,000. That is excellent news, except for the fact that it confirms we were unnecessarily assessed $177,000 for an extended period. "Ready! Fire! Aim!" That handling of our money cannot be called fiscally responsible, even if we do get a refund.

While we all applaud the board's priority of holding down our HOA dues, it is misleading for Dan's letter to suggest that costs to the homeowners have not gone up during this board's tenure when we paid a premature assessment that was unnecessarily high to the tune of $177,000. That excess assessment factored into our monthly HOA dues is the equivalent of a $20 or 5% increase in our monthly payments over approximately a two year period ($177,000 ÷- 188 units ÷ 48 months-419.61 $405=4.8%).

It's good news to now learn the website will be "up and running shortly." However, I regret the website has taken so long because if the website or other regular communications had been established earlier, we might have learned sooner that we are being sued! After reading this extraordinary revelation, I confirmed that there were no communications to the HOA members informing us that we are in litigation.

We homeowners are the ones who will have to fund any judgment against the HOA or settlement (or related insurance deductible). The fact of a lawsuit also is something that homeowners must disclose in the sale or refinancing of our units. The board may not be able to discuss privileged attorney-client communications outside executive board sessions, but the fact of a lawsuit is a matter of public record that homeowners should be apprised of immediately. Yet we learn there is a lawsuit only because Dan responded to an anonymous letter concerning the board recall.

The fact that the board has not seen fit to inform us of the fact of a lawsuit against us, as well as its nature and our potential exposure, is irresponsible and shows a serious lack of judgment. It is another example of the non-transparent manner in which this board governs. Their operative principle once again seems to be "We are handling it, so you don't need to know

about it." That approach to governance is simply unacceptable to those of us who have so much at stake in Seascape Sur.

The board may be "open to communication" but apparently only in three minute segments. Regardless of what the Davis-Sterling website says, the board should have the judgment to know that comments and exchanges on the issues important to the homeowners should not be jammed into the time period for a TV commercial break. It is basic common sense that homeowners, and especially non-resident owners who spend significant time and money to travel to Solana Beach to attend the annual meetings, should have more than three minutes to discuss and exchange views on multiple and detailed matters during the annual meeting dedicated in great part to that purpose.

This board doesn't have the sensitivity or judgment to realize that many of their actions, like their strictly enforced arbitrary limitation of three minutes for homeowner questions and comments, send the strong message that the board really doesn't care all that much about what a homeowner needs to ask or say. Is it any wonder that homeowners take personal affront from their treatment by this board? We need a board that responds to the obvious needs of homeowners, rather than a board that slavishly follows an arbitrary provision in some website.

With respect to the termination of our longtime gardeners, Dan's letter states that landscape personnel changes have provided "over $50,000 in the next fiscal year." Another board member, Nick Giovinazzo, states in his June 10 letter to homeowners that the elimination of the 3 gardeners "is a $32,000 saving of your money." I can't say that I take away from these differing descriptions any significant confidence in the board's "tough decision." A board member who decides to take away the livelihoods of longstanding and valued employees should know the dollars involved. Those gardeners certainly know what the board decision cost them.

Dan's letter confirms that while this board has spent time and effort on Seascape Sur's issues, we have reached an unfortunate point where Seascape Sur is not the better for it. It is difficult to accept Dan's position that we should be willing to continue the manner in which this board operates when it has resulted in the current heated and polarized state of affairs.

Our thanks should go to this board for their time and past service, but we should now move on to a new board with a more responsible, businesslike and collegial approach for establishing, executing and communicating policy at Seascape Sur.

And we need that new beginning immediately through a recall before the situation deteriorates further. None of us, I am quite sure, wants to be surprised by any more lawsuits.

Very truly yours

Joel R. Junker
Units 90 & 87

2

Letter to Home Owners by Bill Gifford dated June 25, 2010

Date:         June 25, 2010

To:            All Members, Seascape Sur Estates

From:        Bill Gifford, Treasurer, Seascape Sur Board of Directors Subject: Why a Sitting Board Member Supports a Recall of the Board

Many of you have been asking that I respond to information that is being disseminated through recent letters from several Board Members. I respect the right that they have to voice their opinions but I would like to answer your requests by getting straight to the facts.

Let's stick to the facts:  Seascape Sur is 38 years young.

Lush landscaping to some is overgrown to others but we still have the best complex on the bluff mainly because of the landscape. This is why recent drastic changes by a very small group of people are of such importance to Seascape Sur owners, both financially to the reserve fund and resale value.

Yes, other complexes have had large assessments. Las Brisas to the North had huge seawall expenses. Surf Song contracted the most expensive builders they could find to completely rebuild their complex. Seascape Chateau to the South has done zero maintenance for over 20 years. They did not have the foresight of the Seascape Sur builders. Bob Ellis is continually attending to the maintenance of our buildings, so we have no need for special assessments as long as we keep up the maintenance under Bob's tutelage.

We currently have over $900,000 in the reserve fund because you the homeowners put it there after a $5,000 assessment in 2005 and it was not related to any action of the present Board. The reserves were built up during the tenure of Linda Simmons, a previous Board president. Under Linda Simmons the homeowners were called upon to sacrifice $5,000 or $940,000 in total ($5,000 x 188) to rebuild our reserves as a prudent action in the event of an unforeseen need. This Board has taken many imprudent actions that put our reserves fund at risk. Speaking as a Board Member, I cannot prevent this from happening without your help. On too many occasions I have seen my fellow Board Members exceed their authority by either interfering or attempting to assume the daily duties of the manager. This is no way to run a corporation.

The recent assessment of $2,500 was a specific assessment to pay for the electrical panel replacement project. The nearly $500,000 the homeowners paid was initiated prior to the project scope or costs being determined. Halfway through the assessment, there were several homeowners who came before the Board and asked to have the assessment halted until the Board had defined the project and determined the cost, they were denied. It is not true that we approached the electrical panel project the way a prudent Board should have. We asked you to pay $2,500 a unit without knowing what our cost would be. Also we did not fight SDG&E on their $1,000,000 scope of

work and win. We decided to seek formal bids for the electrical panels. In conjunction with SDG&E a scope of work prepared by Rowan Electric was comprised and put out to bid to other companies. The scope of work was inappropriate as it included many components such as new Cox Cable installation and many more upgrades that had nothing to do with replacing the electrical panels; this gave us a false figure of $750,000 - $2,000,000 work estimate. Actual replacement, not  an upgrade was estimated early on at about $210,000 by more than one contractor. Bottom line, we as a Board was constantly reminded that SDG&E was the governing authority. Due to the insistence of Casino Electric that SDG&E did not have the authority to dictate upgrades to Seascape Stir this information convinced us to choose Casino Electric to replace our electric panels at approximately $250.000 a fair and competitive price by using a reduced scope of services. We did not save $500,000 we just reduced the scope of work.

Our dedicated and loyal employees are the main reason that most of the assessment money or at least the main portion of it is still in the reserve fund. The reason is that most of the maintenance has been done by our in house crew instead of calling in expensive contractors. Certain large projects of course should be placed up for bid so as not to over burden our maintenance crew but, the proper balance has saved us tens of thousands of dollars over the last 4 - 5 years.

In the past year we have taken many other hasty actions that were consider unwise and not well thought out. The most prominent recent example is the firing of Seascape Sur's landscape crew after many years of dedicated service. We took this action under the pretense of saving money, however the savings come from a crew who works far fewer hours than our three employees did and it shows. In making this quick decision we never considered other alternatives. If we were trying to save money, we could have reduced the number of hours our past in-house gardeners worked that would have put us on par with our new gardening staff. Not only was this unfair to these employees, and not only does it cause us to suffer in appearance as well, it's an example of these types of poorly considered decisions this Board has made.

Other examples of imprudent actions taken by the Board are;

·           Their disregard of our governing documents.

·          Entering into contracts without proper and legal notification, and without full and legal notice to all Board members. These actions are in direct violation of our C.C. 84R's and Bylaws. This random and unprofessional way of doing business has put us at risk for legal actions against us, depletion of our resources and loss of control.

·          Declaring everything an emergency to avoid competitive bidding which in all likelihood is resulting in the association paying more than it needs to.

·          Continually promoting favored vendors, which also, increases the likelihood of over paying.

I'm also concerned that this board is allowing special privileges and authority to a small group of

homeowners. For example; some of these homeowners have spouses that serve as members or

advisors on both the landscape and finance committees. In my opinion, this is a clear and dangerous conflict of interest. It severely restricts accountability, and places us at the mercy of blind trust, more often than not this leads to financial disaster. It also leads to a Board and committees that

demonstrate little consideration and certainly no representation for the remaining approximately 180 homeowners they are supposed to serve.

On a personal level, the first time I served on the Seascape Sur Board was 2006-2007. My latest term has been the last year and a half. It has been a major contrast sitting on the Board then and now. Aside from the unprofessional business practices and speaking for myself, I have been embarrassed and ashamed of the way we have treated the homeowners who have taken the time to come to meetings and ask reasonable questions, voice reasonable concerns or make reasonable requests, they are confronted with rudeness and hostility. The attack by a sitting Board Member on a group of homeowners that, in 2008 and 2009, the Board regularly recognized in meetings as the Landscape Committee was entirely uncalled for.

Recalling this Board now, including me, is a very hard and unfortunate choice I felt I had to make. always hoped that we would start acting like a Board for the benefit of the community. The reality is it has gotten progressively worse, and that is why it is time for a new Board. If this Board is recalled, there are better suited homeowners, including former Board members, who are willing to run for the Board. Also, a recall of the entire Board is our only chance to clean the slate and let the present Board Members who may feel they deserve to run again and serve the community explain why.

If you would like future information, I am available by cellular phone, home phone, or email.

Cellular Phone - (213) 718-8700 if not available, please leave a message with a return phone number.

Home Phone - (858) 259-9381 if not available, please leave a message with a return phone number.

Email Address - bigtomato@cox.net

Blog Address - http://seascapesur-election.blogspot.com

Thank you for your time

 Bill Gifford

Letter to Home Owners by Joel Junker dated June 24, 2010

June 24, 2010

Dear Seascape Sur Home Owner:

Like many of you, I am a non-resident owner at Seascape Sur facing an important decision on whether to recall the board of directors. I have read and heard a large number of allegations, accusations and arguments, and like other HOA members have wondered what is really going on and how I should reach a decision.

I purchased property in Seascape Sur for two important reasons: the quality of the property and the quality of life there. Both reasons are important to me for the time I spend there and the substantial financial investment my units represent. In the 10 years I have owned property and spent time at Seascape Sur, I have seen during the last several years a marked decline in the quality of the property and the quality of life because of the actions of the current board of directors. This decline is sufficiently significant that I have decided to vote for a recall, and write this letter to explain my reasons and to encourage your vote for recall to allow election of a new board.

You should know first that I do not have any personal issues with anyone on the board, and generally appreciate their willingness to volunteer time in a position that is often a thankless job. Fortunately, I have not been personally involved in any of the many reported instances that have led to emotional finger pointing, heated words, lawyer consultations, threatened lawsuits, censure votes, anonymous emails, etc. My support of the board recall is based solely the manner in which this board has made decisions and the current effects and future risks from the way this board governs.

The manner in which the board has conducted business and directed policy for Seascape Sur over time is very concerning to the point that I believe the homeowners should now bring in a new team for a fresh start. I have expressed my concern about the manner in which this board governs and related issues repeatedly for some years at the annual meetings, but have seen the situation in the complex only grow worse over time.

Here are some of my general concerns and examples of my reasons for supporting the

recall.

Unwillingness to Provide Information and Lack of Transparency in Decision Making.

This board generally has an established practice of communicating on important matters only to a minimal and inadequate extent. For example, we typically receive only brief and incomplete communications with ballots about significant issues (e.g. the electrical problem assessment and earthquake insurance) and never get any follow up information on developments, status and results. A simple executive summary of board issue discussions and decisions

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emailed monthly or posted on a website is not too much to ask for homeowners whose investment in Seascape Sur is $1 Million on average. Many of us have asked for such information to be available for years, and this board continuingly fails to provide such information on a readily accessible and updated basis.

For years I have been asking the board at annual meeting to provide board meeting minutes and other relevant information to homeowners through email communications and more recently through a website. These communications are particularly critical for nonresident owners, especially in situations where a great deal of incomplete and inaccurate information is circulating on important issues. After years of requesting use this basic business communications tool, I still must ask for board meetings minutes on a monthly basis, I receive online only the "Tidings" information limited to landscape matters, and there is no website for the dissemination of infonnation and communication with homeowners as promised in the last annual meeting.

The annual HOA general meetings are not conducted in a businesslike manner, and have deteriorated to out of control "complaint sessions" that are a waste of time to most members in attendance. In my earlier years as a homeowner, we received at annual meetings a relatively comprehensive report on all important issues affecting the complex, e.g. reports on finances, integrity of the buildings and the bluff, planning and spending priorities, security, state and local government issues that affected the complex, and the like. They were worth the trouble of attending. By contrast, the most recent meeting was devoted almost entirely to homeowner complaints in which each individual was given a strictly enforced insufficient three minute period to address issues. If information on important issues came out, it was mostly in response to questions. If Robert's Rules of Order were followed, as required by the CCRs, it was an exception rather than standard procedure.

"Ready! Fire! Aim!" Approach to Decision Making.

One of my greatest concerns about this board is its apparent "Ready! Fire! Aim!" approach to decision making on significant issues. Here are three important examples.

The assessment of homeowners for the repair of the electrical connection boxes is a classic example. We received an announcement of the problem with a ballot for a vote on an assessment. The "sky is falling" tone of the communication was concerning but the facts and financial aspects of the problem were vague and incomplete. I had to spend 45 minutes on the phone with Bob Ellis to get the additional information necessary for understanding the issue and making an informed vote on the assessment. The logical and the prudent approach would have been 1) to identify the nature and extent of the problem, 2) to initially warn the homeowners of the serious problem, 3) to determine a solution with a budget and timeline, 4) to determine whether the project should be funded from the reserve fund that could be replenished over time, or by an immediate dedicated assessment, 5) to provide the homeowners with a more detailed

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briefing and propose a ballot decision or options to the homeowners, and 6) to provide a final status report on the problem's solution and costs.

In this case, the homeowners were hastily assessed without the board knowing the full nature and extent of the problem, what the solution was, or what the timing and cost of the solution would be. As a result, $470,000 were assessed without knowing whether that was an appropriate and adequate amount, and then the funds were held without being used for over 18 months (during the recession when having these funds probably would be useful to most homeowners). We still have never received a final status or budget report on the project that was so important that we had to have an expedited ballot vote and assessment. Did the board estimate the assessment cost perfectly, or to what other purpose has that money gone? The fact that we don't know what has happened and when and for how much on a problem that was so critical we had to have a rushed assessment vote, is indicative of the unacceptable mariner in which this board operates.

Another example is the long promised "Master Plan." With the aging of the complex, such a project and document is critical to planning and budgeting for the HOA and its members. I have seen different descriptions of what is intended for the Master Plan; some were for a broad range of significant issues, some focused principally on landscaping. We haven't been informed of when or how the board intends to take on this critical process and project. Instead we learn on an ad hoc basis what is and is not covered by the Master Plan from piecemeal decisions.

Here is my recent email to a board member on this problem:

"I am writing after reading the last two Tidings to express my disagreement with the approach being taken on planning for landscaping of the entrance to the complex and the bluff

Your report indicated that these areas do not need to fall within the long awaited and delayed Master Plan. However, they are signature areas in the complex that are critical to the establishment of the overall tone and tenor of the complex as determined by the landscaping. A Master Plan without including the entrance and the bluff would be more of a "Minor Plan" it seems. Consequently they belong in a Master Plan and should go through that process."

A Master Plan is needed, it has been promised, nothing has been forthcoming, and the absence of the Master Plan appears to have given the board license to make short term decisions that may be inconsistent with long term interests and plans. Given this board's approach to issues and communication, it is not the best board to be further responsible for a Master Plan.

The most recent example of "Ready! Fire! Aim!" is the handling of Earthquake insurance. We received a straw ballot to seek homeowner's guidance on whether we should

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adopt a stop loss policy. Then we later received a ballot that proposes an amendment to the CCRs that gives the board the authority to have a stop loss policy. In essence, the board asked for guidance to do something before they had authority under the CCRs to do it.

Then I read the fine print of the proposed amendment and found that there is significantly more to the amendment than is covered in the board's description. The purpose of the amendment was described as "to remove some ambiguous terminology and clarify areas that were open to interpretation." However, the board amendment specifically requires each homeowner to obtain insurance to cover loss assessments by the HOA (Section 5 (a)(1)(a)). In short, the board proposes an additional insurance requirement on each homeowner, apparently expecting us to learn about it only by reading the fine print. That insurance requirement may be appropriate, but this notice is not the way a board should handle CCR amendments and certainly not the way to inform homeowners of new financial insurance requirements. (There are other problems with the amendment wording that I won't bore you with here.)

I learned further, having had to make additional inquiries to just understand what is going on so I can make an informed vote, that the HOA must renew its insurance by July 13th. Yet the ballots authorizing the board to adopt stop loss earthquake insurance do not have to be returned until July 15^th. If the information given to me on this is accurate, the board's handling of this matter does not appear to be a businesslike approach to an important issue.

The "Ready! Fire! Aim!" approach of this board is not an acceptable way to handle substantial risks or to protect and advance the interests of the HOA.

Disrepectful Treatment of People and Home Owners.

Because I generally enjoy the people I have met at Seascape Sur, I am particularly disappointed in the rudeness and inconsiderate conduct of members of this board towards homeowners and employees that has resulted in an atmosphere of pervasive rancor, acrimony and distrust among neighbors and colleagues.

It has become so bad that the Board passed on April 22, 2010 a new $250 fine for Physical or Verbal harassment of board members, employees or volunteers. I wonder, did a significant number of homeowners and residents undergo recent personality changes making them inclined to physical and verbal harassment?

It has become so bad that one board member felt the need to seek the advice of legal counsel to express concern over board actions. The board then voted to censure that individual for essentially following the advice of counsel.

I will not speak to claims of preferential or discriminatory treatment of homeowners by the board since I don't have personal knowledge of any incident, but it concerns me that under this board there are so many more strong and continuing complaints than with past boards.

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However, I was present at the last Annual Meeting and was truly embarrassed and genuinely disappointed by the abrupt and impolite manner in which homeowners were treated by board members when individuals asked questions or spoke on issues. The manner in which well intentioned and polite statements and questions were handled was rude and uncalled for in my opinion. Most of the members of the present board do not have the thick skin and diplomatic skills necessary to be effective board members.

I admit to being a fan of Bob Ellis as property manager. No one in that job is perfect and can make everyone happy, but he knows how to do the job, works well with the employees and homeowners, and has done a multifaceted and difficult job well. With the several managers we have had during the 10 years I have been at Seascape Sur, the property has not been better managed nor the homeowners better served than under his supervision. Yet I have found the board's treatment of Bob to be unfair and inappropriate, and their micromanagement of his responsibilities to be unconstructive. This board does not understand that their job is to establish policy and provide oversight, not to micromanage the property. Bob has put up with more than he should under this board (to the point of seeking legal counsel), and I fear we will lose him if the board is not recalled.

Finally, I was disappointed at the manner in which the long time gardener employees were terminated. They were loyal, dependable, hard working and friends to many of us. It is my personal opinion that the appearance of the grounds has not improved as a result of the change to the outside contract gardening service, and that the purported cost savings did not justify the change. Regardless, our gardeners deserved better than the treatment they received. The homeowners at Seascape Sur are better people than that. Our board's handling of this matter did not reflect well on any of us as members of a community.

For these principal reasons as well as others, I have had to conclude that Seascape Sur is not getting better under this board's approach to issues and people. The present board has outlived its effectiveness. I encourage you to vote for recall to create the chance for a new team to take a different approach, to protect our interests in a businesslike and prudent manner, and to restore the tone, tenor and beauty that made us all want to join our special little community on the bluff

Sincerely

Joe R. Junker units 90 & 87

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