Friday, May 30, 2008

Someone Caught doing something Right !

Dear Board and fellow MLAA members

We have all heard about issues in the transition that did not go as well as they could have .

I would like to tell you something good.

Jean Jenkins brought me a box two days or so after the election. All records she received were in there. Since that time she has given me every assistance I asked for, including a digital copy of the votes at the last election, so that I can help Dave build an accurate data base for future elections.

When I was a store owner with 50 employees, I used to tell my managers that along with corrections, they should make an effort to catch our people doing something right, and acknowledge them. It takes very little effort to find fault. It take just a little more to find and recognize a good effort.

I think its time we apply that to our fellow volunteers on this board, (past and present) and others at our airport.

Thank You to Jean Jenkins. I appreciate your efforts.

Now my challenge to my fellow board members is to go find someone else around our Airport doing something right, and Thank them. Then come share it with the rest of us.

If it is appropriate, I will post it on our airport blog, so anyone interested will know the good things that happen here.

Secretary/ MLAA

Sunday, May 18, 2008

REPORT- MLAA Board of Directors Meeting- May 13, 2008

The meeting was called to order at 9:05 pm by senior member Verlin Schauer.
All Directors elected at the May 13, annual meeting of the membership were present, Dave Elliott, Jamie Johnston, Joe Kuberka, Ron Lee, Richard Martin, Verlin Schauer, and Mark Shook
Verlin gave the board an update on the fire protection water tanks the board wants to install on the airport.

The first item of business was the election of officers. Elected were, President = Dave Elliott, Vice President = Joe Kuberka, Secretary = Mark Shook, Assistant Secretary = Jamie Johnston, and Treasurer = Verlin Schauer.

President Dave Elliott asked each board member to come to the next meeting with a list of projects they wanted to work on.

Monthly Board meetings were set for 6pm on the second Tuesday of each month so those association members that work outside the airport area will have the opportunity to attend. Ron Lee suggested the board may need to meet before it's regular June meeting.
Mark Shook then made a motion that the board establish a monthly work session 2 weeks after each regular monthly board meeting for follow-up, accountability for assignments, mutual assistance, and consultation between board members.

Board work sessions were set for the fourth Monday at 10:00am at E/W Systems. (Alternate days when Monday is a holiday.)

It was agreed the secretary would provide an agenda e-mailed to each board member at least 24 hours before each meeting, and post a copy on the airport web site.
There being no other business, the meeting was adjourned at 9:25pm.


MLAA Members. What is your opinion ?

MLAA members may give their opinion or comments on any item listed, or any subject they wish.

We prefer you give your name at the end of the comment or post, but you may remain anonymous if you wish.

What do you think about?
The By-Law proposals,
The Board,
The condition of ?,

If you don't want to join, just select anonymous, and then type you name at the end of your comment. To remain anonymous, leave your name off the comment.

Here's your chance to speak out about what interests or concerns you.

Friday, May 16, 2008

MLAA Annual Membership Meeting Election Results 2008

2008-2009 MLAA Board of Directors

President Dave Elliott
Vice President Joe Kuberka
Secretary Mark Shook
Ast. Secretary Jamie Johnston
Treasurer Verlin Schauer
Richard Martin
Ron Lee

Saturday, May 10, 2008

Unintended consequences - RON votes NO

The following are several of the revisions in the proposed MeadowLake Airport Association By-Laws that are not in the best interests of the members and constitute a reason to VOTE NO on 13 May 2008

1). Special Assessments:
a. Proposed by-law: Article VI, Paragraph 2: "In the event that there is a financial need, the Board of Directors may propose a special assessment to the membership, to be approved by a majority vote of the members in good standing."

b. Current by-law: Article IX, Section 2. Major Improvement Assessments: "If assessment of the membership becomes necessary for proposed major improvements not covered by the provisions above and assessment of the membership is required, a seventy-five percent (75%) majority vote of the membership will be required for such assessment."

c. Discussion: The current by-laws require a 75% approval for additional assessments. First we shall assume that this means using the typical wording that 75% is of the "total voting interests of all members in good standing at the time of the vote," Second, for easy numbers understanding, let’s assume that the total voting interest is 100,000 votes.
Under the current by-laws, a special assessment would have to get 75,000 YES votes.
But the proposed by-laws LOWERS that number significantly to 50,001 Yes votes. That is a reduction of 33%.

A worse case interpretation of the proposed change would be that you only need a quorum of votes (50,001) then a majority of those which would be 25,001 YES votes. So instead of the current 75,000 YES votes, one or two people could control the board and impose large assessments on everyone with as little as 25,001 votes which is two-thirds lower than today.
There is a lurking interpretation problem with the proposed change which could be "approved" by a cooperative lawyer and that could mean a majority of whatever votes are returned. That could drop the number of YES votes required to force a huge assessment from 75,000 votes to something below 20,000 YES votes (exact value is unknown).

Any of these scenarios, whether the 50,001 votes, 25,001 votes or lower than 25,001 votes is unacceptable and in and of itself is a reason to vote NO on the Board approved by-laws changes.

2. Mail Ballots:
a. Proposed By-Law, Article III, Paragraph 8: Any action that may be taken at any annual, regular or special meeting may be taken without a meeting if the Association delivers by first class mail a written ballot to every member entitled to vote on the matter. (see article for additional text).

b. Current by-law: Article XIV, Section 1. (c) page 12: "No ballot issues under this article (By-laws...ed) shall be determined by mail-in ballots."
c. Discussion: While the current by-law text was referring to by laws changes, in multiple places throughout the current by laws a quorum (50%) of the voting interest must be at the meeting. Example: Article III, Section 5 (Quorum), Article III, Section 11 (3) on Annexation, Article XIV, Section 1. (c) (By-Laws).

At least one Director was unaware of this mail-in provision until I pointed it out to them. If the Directors are unaware of everything and its implication on a document like this, it is doubtful that most members will take the time needed to review and understand the document or issue.
In addition, the Board failed to point out major changes such as discussed here, calling them a "clarification."

Matters affecting the membership such as these by-laws changes, airport improvements and assessments need to be discussed in an open forum. A mail-in ballot prevents this discussion and in and of itself is a reason to fully reject the proposed by law changes until problem areas are corrected.


Friday, May 9, 2008

Vote NO on the Omnibus "All or Nothing" By-Law re-write.

The MLAA annual meeting is next Tuesday, May13th.

This year instead of business as usual, I have joined with a wide variety of association members and candidates to promote a new era of cooperation and progress at MLAA. We have listed some goals and promises called a "Contract with Meadow Lake" previously mailed to you. (A copy is posted below. )

For those planning to attend the MLAA meeting, and vote in person, I ask for your support.

I also ask for a NO vote to the Omnibus by-law revision.

It has several "deal breaker " provisions.

Among them are a new provision to allow changing the by-laws by mail in ballot. This is in contrast to a prohibition from doing exactly that in our current by-laws. Many things look good "on paper", but by attending and hearing a discussion of fellow members, you find the "unintended consequences" that prevents a decision we live to regret. Our current Article XIV was designed to require a consensus of a 2/3 majority of all members, before a change was made. It was a compromise to the prior 90% of the total membership requirement. Yes the bar is high, but it should be.

Contained in our by-laws are protections for the membership, including minority protections. Under our current rules, the by-laws have been successfully amended several times. But never without compromise and consensus.

There are several other changes that various members have mentioned including the removal of cumulative voting allowing a small group (like executive hangars) to pool their votes and vote all for one candidate.

Many have complained about the all or nothing design of the proposal, forcing unwanted changes, to get "good idea "changes.

That’s why you will be offered a chance to vote individually on some "good idea" changes individually, after you vote NO on the Omnibus wholesale revision. (Alternative By-law proposals also posted below )

Mark S. Shook

Thursday, May 8, 2008

In memory of Benjamin F. Kelly

Ben Kelly passed away in the morning hours of May 8th.
Ben founded KELLY Airpark in Elbert CO., just north of the Black Forest.
Ben served multiple terms on the Meadow Lake Airport Board of Directors in the 1980's, and was a founding member of EAA Chapter 72.

Services TBA

Monday, May 5, 2008

Alternative to the Proposed By Laws Revision

Date: April 25, 2008

To: All members of the Meadow Lake Airport Association

Subj: Alternative to the Proposed By Laws Revision

Ref: (a) By Laws of the Meadow Lake Airport Association, Inc.

We recognize that there are valuable merits to some of the revisions contained within the total rewrite of the By Laws of the Meadow Lake Airport Association as proposed by the Board of Directors. However, we also recognize that there exists a possibility, or even probability, that an all-or-none proposal may not pass the confirmation of 67% of the voting membership.

Therefore, we propose an alternative to allow key provisions of the rewrite to stand on their own merits as updates to specific Articles of the existing By Laws.

The attached proposals are significant for two reasons:The first group of revisions recognize and confirm our relationship with the FAA and the CDoT Aviation Division as "investors" in the Airport. These include amendments to the stated "Use of the Airport" and the "what-if" provisions of "Dissolution of the Association".

In addition, the term of office of the Directors has been a point of contention and we propose a two (2) year alternative to the three year terms proposed.The second group of amendments clean up provisions for the internal "Business Management" of the Association: (1) revising the address of the Association to conform with postal regulations and procedures, (2) further detailing the duties and responsibilities of the Treasurer, (3) refining the consequences of failure to pay obligations to the Association, and (4) refining the Association policy on fuel dispensing on the Airport.

We encourage the approval of these specific revisions on their own merits, independent of your vote for the entire rewrite, to ensure that progress is made this year on these key amendments.


Mike Easley...Dave Elliott...Jamie Johnson...Ron Lee...Mark Shook...ALTERNATIVE


Shall the current By Laws of the Meadow Lake Airport Association be amended as follows:

GROUP IARTICLE 1 - USE OF AIRPORT(As proposed by the Board of Directors) … Remove current wording in its entirety and replace with:

"The Meadow Lake Airport Association, Inc. (the "Association") is a Colorado non-profit corporation which has as its purpose the ownership, development, expansion, control and management of Meadow Lake Airport, a public use federally-obligated airport facility. Meadow Lake Airport is comprised of all developed and undeveloped property, including runways, taxiways, motor vehicle roads and easements owned or leased by, or dedicated to, the Meadow Lake Airport Association, Inc. The Meadow Lake Airport shall be operated for the use and benefit of the general public for aviation purposes or as otherwise approved by the Federal Aviation Administration (FAA). Meadow Lake Airport has been designated by the FAA as a Reliever Airport and has been awarded federal and state grants.

As such the Meadow Lake Airport Association is required to operate Meadow Lake Airport for the use and benefit of the public and to make it available for all types, kinds and classes of aeronautical activity. Access to the Meadow Lake Airport public landing area from adjacent property, however, is limited to members of the Meadow Lake Airport Association and is otherwise subject to control by the Association in compliance with FAA Rules and Regulations. Access to the public landing area from adjacent property may be denied or restricted by the Association in accordance with FAA Rules and Regulations, these By Laws or Rules and Regulations of the Meadow Lake Airport Association, Inc."


ARTICLE XII - DISSOLUTION(As proposed by the Board of Directors)
… Remove current wording in its entirety and replace with:

"ARTICLE XII DISSOLUTION OF THE ASSOCIATIONRestriction on Dissolution. The corporation shall not be terminated or dissolved without the prior approval of the Federal Aviation Administration. In the event of the termination or dissolution of the corporation, the corporation shall return, convey or transfer undeveloped land purchased with federal grant funds to the Federal Aviation Administration by selling such land for the highest and best use, and otherwise comply with all terms of the federal assistance grant assurances to return and dispose of land or assets purchased through those federal grants.

Remaining assets, if any, shall be distributed according to a plan of distribution not inconsistent with the appropriate provisions of Colorado law.Proposal to Dissolve the Association. For a proposal to dissolve the Association the Board of Directors shall adopt the proposal to dissolve, then the Board of Directors shall recommend the proposal to dissolve to the members unless the Board of Directors determines that, because of conflict of interest or other special circumstances, it should make no recommendation and communicates the basis for its determination to the members. The Board of Directors may condition the effectiveness of the dissolution on any basis.Member Vote to Dissolve.

The Board of Directors shall give notice to the voting members of the Association in accordance with Article III. The notice shall state that the purpose, or one of the purposes, of the meeting is to consider the proposal to dissolve the Association and the notice shall contain or be accompanied by a copy of the proposal or a summary thereof. Voting on dissolution shall take place according to the requirements of Article III of these By Laws, including record date, quorum, proxies and voting. A majority of the total voting interest of the Association must approve the dissolution proposal. The members may condition their approval of the dissolution on any basis.Disposition of Known Claims.

In the event that the proposal of dissolution is approved by the members of the Association, the Association shall give written notice of the dissolution to known claimants within ninety (90) days after the effective date of the dissolution in accordance with Colorado statutes then in effect.Sale and Transfer of Assets. The dissolved Association shall, after dissolution, collect the Association's assets and return assets held by the Association which require return upon dissolution. After paying or making provisions for the payment of liabilities, the dissolved Association, through its Board of Directors, shall sell, transfer or convey the Associations' remaining assets without further vote of the membership, and the proceeds shall be divided among the Association's members according to the ratio of the members' voting interests. date, quorum, proxies and voting.

A majority of the total voting interest of the Association must approve the dissolution proposal. The members may condition their approval of the dissolution on any basis."



Number, Qualification and Term (Alternative to the proposal of the Board of Directors) … Remove the last sentence:

"The regular term of each director shall be one year, commencing with the annual meeting."

and replace with:

"The regular term of each director shall be two years, commencing with the annual meeting in 2008 and continuing in every even numbered year. Only directors appointed to fill a vacancy shall face election in odd numbered years."


GROUP II ARTICLE II - OFFICES (As proposed by the Board of Directors) … Remove current wording in its entirety and replace with:

"Corporate Office. The physical and mailing address of the principle office of Meadow Lake Airport Association, Inc. is: 13625 Judge Orr Road, Meadow Lake Airport (00V), Peyton, Colorado 80831-6051."



Section 6. Treasurer(As proposed by the Board of Directors) … Remove current wording in its entirety and replace with:

"Treasurer. The Treasurer shall act as the Chief Financial Officer of the Association.

The Treasurer shall:(a) Have custody of all monies and securities of the Association;(b) Keep regular books of account in accordance with accepted accounting principles;(c) Disburse the funds of the Association in payment of the just demands against the Association or as may be ordered by the Board of Directors;(d) Render a monthly account to the Board of Directors of the Association’s funds and financial assets and liabilities;(e) Render an annual account of the Association’s financial information;(f) Certify to the Secretary and to the Board of Directors no later than five (5) days prior to all membership meetings: Exhibit A, listing all parcels which are part of the Association together with a statement of each parcel’s voting strength, and the list of voting members in good standing eligible to vote each parcel at the membership meeting;(g) Prepare, sign, file and pay state and federal taxes for the Association as required by law; and(h) Otherwise discharge all duties that may be assigned to him by the President or the Board of Directors."


Section 7. Disciplinary Action(As proposed by the Board of Directors) … Remove current wording in its entirety and replace with:

"Disciplinary Action.a. Late Fees and Collection Fees. A late fee as determined by the Board of Directors and a penalty of one and one half per cent (1 ½%) per month shall be added to each dues account beginning 30 days after the dues are due, until paid in full. Costs of collection, to include attorneys fees, will be added to all dues in arrears until paid in full.b. Other Penalties for Unpaid Dues The operation of Meadow Lake Airport is supported by the dues and assessments of members of the Meadow Lake Airport Association in partnership with federal and state agencies through grants awarded to the Meadow Lake Airport Association. The Dues and assessments are a legal obligation of the members who are owners of the parcels of Exhibit A to permit them access to the Meadow Lake Airport public landing area from adjacent property.

No Association member may have land access to Airport runways, taxiways or any other Association and Airport facilities so long as their parcel is delinquent in payment of dues or assessments. This penalty may be enforced through court action and/or injunction. Unpaid dues and assessments may also be secured by the Association as a lien upon the property parcel. The Association may record a notice of lien in the records of El Paso County, Colorado, and the lien shall have priority against all other encumbrances and interests, except tax liens, recorded subsequent to the date of the recording of the notice.

No Association member may seek Association approval for construction on his parcel unless and until his dues and assessments are current."


Section 10. Authorized Vendors(Alternative to the proposal of the Board of Directors) … Remove current wording in its entirety and replace with:

"Authorized Fuel Dispensers. No person, firm or entity shall dispense fuel, either for sale or for personal use, to any aircraft from any Airport property or property in Exhibit A without the written consent of the Board of Directors. Consent shall not be unreasonably withheld.

All entities dispensing fuel to be used in aircraft on Meadow Lake Airport shall submit a monthly report, including delivery receipts, for fuel introduced to the airport and shall pay a monthly fuel fee to the Association in an amount to be set by the Board of Directors.

The receipts will be used by the Association to request a refund of the state fuel tax collected with the original sale of the fuel. A penalty of one and one half percent (1 ½%) per month will be assessed by the Association on delinquent fuel fees, plus all costs of collection to include attorneys fees."


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