Sept 20, 2003 at the Ranch

Prior to the meeting, a lunch was served. The ranch furnished the meat, potatoes, and drinks. Members brought salads and desserts. There was approximately 95 people fed. Several displays were set up to give information about the new web site, the state of the accounts receivable, a report on horse ride income, a chart of cabin usage, the map of “name the ranch roads”, and the proposed five-year plan for the ranch.

The official meeting was called to order by President Larry Baer at 1:10 pm.

Board members present included: Larry Baer, Art Ortolani, Nyle Willis, Phillip Hall, Taylor Button, Larry Clarkson, and Tom Massengale.

Tom Massengale led the members in the Pledge of Alleigence and Dale White offer a prayer.

A) Phillip Hall read the 2001 and 2002 annual meeting minutes and they were approved by the members present.

B) Each Board Member then reported on their various areas of responsibilities.

Taylor Button talked about the projects that have been accomplished at the ranch this past year. These include: a) new steps/decks on cabin 2, 3, 7, ranch store, and ranch house. b) New certified well. c) New road and cabin signs. d) New flooring in cabin 1 and the store. e) Paint inside cabin 1, 4, and ranch store. f) New fences in various areas of the ranch. g) Gravel on Meadow Canyon Road, the Upper Cabin Roads, Cabin 6, 7, 8, 9, & 10 driveways. h) Four new stoves/ovens and three new refrigerators. He also thanked several members for letting the ranch use their horses. We have a wonderful string of saddle horses this year. Tony and Amanda Holden were introduced as the new on-site managers.

Larry Clarkson reported on the income from the Deer Tags, expressed his love of the ranch, and explained how developing water or building ponds improves the value of the land by increasing wildlife habitats; increasing spring flows down stream from ponds, helps prevent erosion, and helps cattle.

Tom Massengale

Nyle Willis reviewed the cash flow statement and the balance sheet.

Phillip Hall reported on his responsibilities. He has attempted to improve the communication and organization of the board. He assigned each board member areas of responsibility this past year. It has helped to make things more efficient. He composed a airport liability form which each pilot must sign before using the airport. He asked that everyone register their email address on the new web site. The new Web Site is running smoothly now.

Art Ortolani told about the bear that broke into his cabin. He also said he is grateful to Dale Clarkson for developing the ranch.

Larry Baer spoke of the beauty of the wildflowers this year and of the vegetable garden he has grown at the ranch this year. There are two producing water wells in the well field now.

C) The proposed Bylaw and Protective Covenant changed were then introduced. Nyle Willis spoke in favor of the first four. Cathy Pierce spoke in favor of the fifth proposal.

Proposal #1 would add the following wording to Bylaw 7. - H. To safeguard the assets and properties of the Association. This proposal passed 180 for to 9 against.

Proposal #2 would limit the total outstanding indebtedness of the Association to $30,000 unless approved by a majority vote of the members. Larry Walters and Art Ortolani spoke against this proposal. It passed by a vote of 163 for / 17 against.

Proposal #3 would simplify Bylaw 2 to read: Membership in the Association is strictly limited to 300. Each property Unit of the Ranch is inseparably connected with one membership. The owner of each property Unit will be called a member and will be entitled to one vote in all Association matters requiring a vote. This Bylaw currently has language about one half memberships and ten acre lots which we do not have at the Ranch. This Proposal failed by a vote of 99 for and 87 against. To pass, a Bylaw change must have 2/3 of the votes cast in favor.

Proposal #4 would change Bylaw 9 to read as follows: The Association’s fiscal year will correspond to the calendar year. Within seventy-five (75) days after the close of the fiscal year, the Board, with the assistance of a competent accountant, will prepare a financial report of the results of operations of the Association for the year ended and will make that report available to any member who requests a copy thereof. This Bylaw currently requires that an audit be made by an independent accountant within 45 days after the close of the year. This kind of audit costs about $3000 or more. This has not been done for many years, if ever. Several times, members with accounting backgrounds have reviewed the financial records. Our budget is so tight that this kind of audit has been cost prohibitive. This proposal failed by a vote of 90 in favor and 96 against.

Proposal #5 would change the Protective Covenant #13 to allow two family dwellings per lot. This proposal passed by a vote of 150 for and 40 against.

D) Each of the candidates for the Board of Directors were then introduced. They were: Ed Belinski, Lee Bellar, Larry Clarkson, Tom Massengale, and Larry Walters.

Ballots were submitted.

E) Phil Hall explained a proposed Five Year Plan for the ranch. This Ranch Master Plan will help to keep each new group of directors going in the same general direction and allow members to know the general direction of the Ranch.

F) Results of the voting were announced.

Ed Belinski 71 votes

Lee Bellar 110 votes **new board member

Larry Clarkson 176 votes **new board member

Tom Massengale 125 votes **new board member

Larry Walters 76 votes

Meeting adjourned at 4:30 pm.