Club Donatello Owners Association

Annual Owners Meeting

May 12, 2007

The meeting was called to order by President Don R. Thomas at 10:20 A.M. in the Terrace Room in the Hotel Donatello. 

Ballot Results

I. The first order of business under our Bylaws was to determine that there were sufficient Owners present and/or ballots cast to have a quorum.  There is a minimum required 15%  of Owners in good standing as of the Record Date, or 337 valid ballots needed, and 918 ballots/PIUs had been cast. It was declared a quorum had been reached and the meeting could proceed.  There were 57 people present, including all Board Members, other Owners, Club Management Team Members, our Banker, our Reserves Analysis company, Trond Aakre, GM of the Donatello Hotel, PPCA Board Members, and representatives from several of our exchange companies (RCI, San Francisco Exchange, Shell Vacations Club, Dial-an-Exchange).  

II. President Don Thomas mentioned the names of those previous Board Members and Committee Members that had passed away this past year.  Those who were remembered with a moment of silence were Donna Booth, John Havens and Al Silver.

III. Board Members present were Lexis Allen, Daryl Clark, Robert Egan, LeRoy Gilsdorf, Larry Stephens, Don R. Thomas and Les Yeffa. Committee Chairs present were Herman Harrow, Bob Hunter, Wayne Jerves Monroe Johnson,  Suella Martin and Mike Milnes. Club Management Team Members present were Quinzetta Moss-Lozada, Marie Vergara and Normandy Vergara.

IV. President Don Thomas announced that the Inspectors of Elections were Ken Reaves, Jane DeKelaita, and Mandy Vergara. Assistants to the Inspectors were Dr. Bruce Dunn and Hannah Goody. Additional Assistants were recruited during the meeting to assist with the volume of envelopes to be opened, ballots to be tabulated and counted and entered into the computer for final tabulation.

V. *The agenda was approved by the Board as presented.

VI. It was moved, seconded and passed to confirm the electronic approval of the minutes of last year’s Annual Owner’s Meeting.  Those minutes are on file in the Club Administration Office. Minutes of all Board meetings and the Annual Owners Meeting are reviewed and approved by the Board electronically within 30 days of a meeting and then published at the Club and entered onto our WEB page for review by all Owners.

VII. President Don Thomas discussed the new voting procedures under the new California laws.  He introduced the six candidates, Daryl Clark, Bob Egan, Bob Hunter, Wayne Jerves, Mike Milnes and Ernie Mongeon, who all spoke briefly about their experience and reasons for wanting to serve on the Board.

VIII.     *BOARD COMMITTEE REPORTS
President Don Thomas stated that the format for presentations of the Annual Report would be the same as last year.  Each person present had received a copy of all the committee annual reports as they entered.  Rather than the Committee Chair read the report, those present could ask any questions, as each of the committees were recognized. The following are the questions and comments made from Owners or Chairs or Board Member's present:

Don Thomas highlighted the early payoff of the loan to Bank of America through PPCA for the 2003 sprinkler system and this is part of achieving a debt-free status for the CDOA for the first time in its history since 1984.
A. Treasurer – LeRoy Gilsdorf briefly reviewed this past year and thanked everyone for their support during his tenure on the Board.
B. CFO’s Report – There were no questions and it was confirmed that there were copies of the independent CPA audit for 2006 available to those that might wish to see it.
C. Secretary – No comments other than to confirm that all minutes had been approved and available for Owners review within the 30-day period required. All minutes had been posted on our web page and provided at the Club Donatello.
D. Legal – Committee Chair Mike Milnes commented that we continue to pursue legal action for recovery of over $60K lost in the 2003 sprinkler malfunction.

E. CC&Rs/Bylaws/Rules-It was stated that the committee chair, Dennis Myers was not present because he and Kathy had just become grandparents that week and were with the new family.  Don discussed the significant work of the committee this past year with all of the CA legislative changes for Bylaws and Rules & Regulations, as well as some Owner disciplinary actions where abuse of staff members had taken place.
F. Chief Technology Officer – Wayne Jerves added to his printed report by saying that there will be some further technology changes this next year but nothing major.  The Web Page is updated weekly, and all Owners are encouraged to check it regularly for the latest Club Donatello information.
G. Financial/Investment Management – It was reported that the committee chair, Cleland Noret and his wife, Grace, had been in a very serious automobile accident recently and were unable to make the meeting, though they wanted to be there.  There were no questions regarding the report that was printed.
H. Human Resources Management – Chairman Herm Harrow reported that we had adopted a Health Savings Account system for the Team Members.  This saves the CDOA money and gives the Team Members a better plan.  There were no employee turnovers this past year.  He congratulated the Club Management Team for the excellent job they have done this past year.
I. Marketing & Business Development – Chairman Wayne Jerves reported that we had 82% occupancy this past year.  If we reduced the vacancy factor and increased our room revenues, we might be able to reduce our annual dues.
J. Risk Management-There was a question regarding earthquake insurance. Thanks to Monroe Johnson and the committee the cost of $750,000 insurance is $19,000. This covers the CDOA assets, as the building is covered by the PPCA for earthquake, and we pay our fair share of that as part of our monthly dues to PPCA.  The committee is discussing setting up a new insurance reserve account starting in 2008 for our future deductible, should it ever be needed.
K. Educational & Social Events – Committee Chair Suella Martin reported that we would have the Alexandra Room at the St. Francis for our Christmas party.  She also said that the surplus of revenue over expense for last year’s party was a little over $2,500 and that $2,500 was approved for donation to the Covenant House in Oakland.  The Club Donatello Team Members had been asked to submit the names of organizations that they are involved with in their communities so that they had some input where the donation would be made.

IX. CLUB MANAGEMENT REPORTS
A. Club Manager – Quinzetta Moss-Lozada. There were no questions but several Owners commented on what a great job she does.  It was announced that Club Owners are now eligible to obtain a corporate rate from Budget Rent A Car.  Information regarding this is soon to be posted on our WEB page.  We were reminded that we can also obtain Vacation Guard Insurance at a discounted rate.
B. Club Manager – Normandy Vergara. There were no questions.  Mandy did report that he had purchased some new 32” HD televisions to replace worn out TVs.  The hotel is looking into a new satellite or improved cable system other than the current one –which will have better reception and more channels.  Trond Aakre added that in Trip Advisor, which reviews local San Francisco hotels, the Donatello is now in the top 10.
C. Club Manager – Marie Vergara. There were no questions. Marie did report on the positive outcome of the CPA Audit project, the Reserves Study project, the updating of Owner records with the City & County of San Francisco, and the ability to generate weekly, monthly and quarterly financial statements on a complete, accurate and timely basis during this past year, with the assistance of Bill Clune, our Club Accountant.

X. PRESIDENT & CEO REPORT
     Pres. Don Thomas reviewed the Goals and Objectives for this next year.  They are currently in draft form and he encouraged input from the Owners. Don said the value of the Owner Volunteer hours provided by the Board, Committee Members/Chairs, and special Task Force Advisory Groups was between $250,000 and $300,000 per year based on a minimum of $16.00 an hour.  He thanked all the Owner’s who volunteered their time during this past year.

XI.     OPEN FORUM
     Owner Hal Alpert said that we need to set a different time to open the envelopes with the balloting. Also, we should figure out how to vote on line.  Don explained that under the new CA laws governing this secret ballot election process, we are no longer permitted to use FAX or E-mail/online voting for Director elections. We are working on ways for next year to improve on this overall process and still comply with the CA laws governing such elections.

     Don Thomas presented Marcia Silver with a Certificate of Recognition for outstanding service provided by Al Silver. He also said the 2007 Team Member of the Year Award this year would be known as the Al Silver Award. And as Al had so much to do with the updating of the Financial Management Manual, it would be known as the Al Silver 2007 Financial Management Guide.  Marcia was given a beautiful plaque honoring Al Silver and his significant work with all of us.

     Don then presented outgoing Board Member LeRoy Gilsdorf with a special present that included golf balls with his name and a certificate for other uses at the Merced Country & Golf Club, which is one of LeRoy’s favorite locations to enjoy with his family. This present was arranged through the secret advice of his wife, Joan, talking with us about something that LeRoy would really enjoy receiving from his friends at the Club Donatello.

     A question asked about Quincy changing positions.  Don confirmed that this was part of a Board-approved plan from the past year enabling her to increase her time into outside marketing and business development opportunities for the Club Donatello. When we call into the Club for reservations, we should ask for Kareem Moss or Wesley Caldwell, and the Reservations/Owner Relations function is now reporting to Mandy Vergara. Handling of Educational & Social Events tickets/reservations can be done with Kareem, Wesley, Marie or Bill Clune, and forms are available online and in the Lower Lobby Club Office for this purpose.

     Another Owner made the comment that Kareem Moss was one of the nicest young men to work with on her Reservations, and she confirmed how helpful he was to her. 

     Additional cross-training of Team Members continues each month to ensure that we have more depth of capability within the 20 members of our Club Team providing 7x24 service to our Owners every week. Some of these training efforts include having our Club Management Team Members trained and certified under new association management programs that are now available.

     As the ballots were still not all counted, we did not have the count for the election of Board Members. It will be put on the Web page as soon as we have the results.

No further business, Annual Owner’s Meeting adjourned at 12:10 p.m.

Respectfully submitted,


                                           .
Leslie A. Yeffa, Secretary


                                                     .
Don R. Thomas, President & CEO

* Complete reports are on file in the Administration Office.

RESULTS OF THE BALLOTS
Our thanks to the Inspectors of Elections and their Assistants for the long hours they put in counting ballots.  They had to wade through the new process of secret ballot envelopes as prescribed by the new California laws.

The results of the balloting was:
      Daryl Clark      509 votes
     Wayne Jerves      482 votes
     Bob Egan     430 votes
     Mike Milnes      419 votes
     Bob Hunter     402 votes
     Ernie Mongeon      312 votes.
Write in candidates: E. J.  Lorenzi 10, E. Brennan, 10, Suella Martin, 1.

Daryl Clark, Wayne Jerves and Bob Egan were confirmed as the elected candidates and will serve as Board Members for the next three years.

The Owner voting for the updated Bylaws changes were approved with 771 yes votes, 12 no votes and 112 abstaining.

We will have an official Inspectors of Election Report on the Election Results signed by the Inspectors and kept with all of the ballots in a secured box stored at the Club Donatello Administration Office for the coming year as required by California Law.

Respectfully submitted,

                                          .
Leslie A. Yeffa, Secretary

                                                        .
Don R. Thomas, President& CEO

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