Lake Linganore Association, Inc.

July 19, 2004

Board of Directors Meeting Minutes

Call to Order

The meeting was called to order at 7:07 p.m. Board members in attendance were: Bill DiLoreta, Alan Dinkelacker, Brandon Frazier, Lisa Rogers, Grant Sheehan, Andrew Twillman. Absent was: Brian Kopec.

Approval of June 21, 2004 Board Meeting Minutes

The minutes of the June 21, 2004 board meeting were approved with the following corrections:

• Under Unfinished Business/Letter to County Re: Two-lane Eaglehead Drive, third paragraph the street names should be Arapaho and Shavano roads.

• Under New Business/Audubon Townhouse Presentation by Land Stewards, last sentence the name of the builder is Craftstar.

• Under New Business/Twin Barns Lease, last sentence, the sentence should read: Mr. Hembree said that one of the two landlords wants to charge rent for use of the property and that he expects to get those figures before the next budget cycle.

Approval of July 7, 2004 Executive Session

Minutes from the July 7, 2004 executive session of the board will be reviewed at the August 16, 2004 meeting.

Unfinished Business

Aspen Tree Plan Ratification— LLA president Alan Dinkelacker and Land Stewards manager Robert Wilcox signed the Aspen Tree Memorandum of Understanding that was approved at the June 21 meeting.

Woodridge Tree Plan— Director DiLoreta requested more time to look at a document that he recently received from Woodridge Village Committee chairperson John Cunha. Mr. Cunha thanked Land Stewards for a good beginning to the process of working out a tree remediation plan. He said he had sent an email to the directors asking for the ECC and board to look at a survey of each lot and to look at the Land Stewards plan. He said he wanted to discuss the area from Woodcliff Road down to Lake Marian, particularly regarding Land Stewards plan for stormwater management in that area. He said there were several other areas he wanted to discuss because certain lots would be turned over to the LLA and will need maintenance. Director Dinkelacker said the ECC would look at those lots. Mr. Cunha said that lots 5, 6 and 7 also has steep topography and wants the ECC to look at those, too. He also said that the village wanted a legal review for the memorandum of understanding (MoU) that will be drafted for the village tree plan. Director Sheehan said the Aspen MoU was intended to be a model for the Woodridge plan.

Land Stewards manager Robert Wilcox said that he read Mr. Cunha’s draft letter and did not understand it very well and that he thought it was a good time to sit down with the ECC. Director Twillman said that Mr. Cunha sees potential problems when Land Stewards turns things over the LLA and that he wants to avoid those problems. GM Hembree said the process includes an inspection and inventory before land is turned over the LLA. Mr. Cunha said the village would submit a tree list to Land Stewards.

Village committee co-chair Steve Oesterle asked if Land Stewards had developed a plan yet to complete the entrance to Woodridge and whether it had a time frame to clean up the parcel C. Director DiLoreta said there had been some delays and asked about any engineering that the Woodridge committee was doing that may affect their work. GM Hembree said that the plans being designed for a park on the parcel A will not affect Land Stewards’ clean up and recommended that the developer move forward as soon as possible.

Mr. Oesterle said he wanted it on the record that the committee wants to discuss the financial split on the money collected from Woodridge lot sales that are to be set aside for amenities. Director Sheehan asked the committee to write a proposal and submit it to staff to be included in the August 16 board packet.

Westwinds Legal Description— GM Hembree said that Harris Smariga and Associates submitted a bid of $300 per parcel to do the legal description for the five parcels in question. The GM said these five parcels were in addition to seven other parcels that had been done previously. Mr. Hembree said that the Westwinds MoU requires the developer to pay for these legal descriptions but that recent numerous efforts to get developer Tom Poss to respond to the request to get the legal descriptions done. Mr. Hembree said that Mr. Poss said he would reimburse the LLA for cost. Director Sheehan said that Mr. Poss was already in default on several other matters.

MOTION: Director Sheehan made a motion for the board to approve the request for $1500 for the engineering fees to get the legal descriptions done upon the condition that a letter is sent to Mr. Poss for his signature in which he agrees to reimburse the LLA for the cost. Director Frazier seconded the motion.

VOTE: The board approved the motion with 4 directors voting for the motion and 1 voting against the motion.

Letter to County Re: Two-Lane Eaglehead Drive— GM Hembree said sending the letter was still up for a decision because Land Stewards has not achieved county approval of their grading plan at this time.

Audubon TH Plan— GM Hembree said the staff has reviewed the plan and recommended accepting the plan as presented subject to showing the trail and another drainage pond. John Clarke, Land Stewards partner, said that a decision also needed to be made on a sidewalk along Eaglehead Drive. Director Dinkelacker asked whether the residents in the Audubon single-family section had seen the plan. AGM Edwards, who lives in the Audubon SF section, said that the plan would affect only a few homes in the Audubon SF section and that he would take care of sending letters to the residents. Director Frazier asked Mr. Clarke about the start date of the project. Mr. Clarke said September. He also noted that he would walk the trail with the Trailblazers before then and said that it would be helpful to know what the LLA wanted with regard to the sidewalk. Cathy Reed, Trailblazers co-chair, said there is an advantage to having a sidewalk in that area. GM Hembree said it would make sense to put the sidewalk within the Eaglehead Drive right-of-way. Mr. Hembree also said the LLA would do the trail; if Land Stewards would clear and grade it; Mr. Clarke asked the LLA to send him a letter stating that. John Shuey, Trailblazers member, said if the LLA does the trail it could save money on the project and allow it to be extended down to the lake trail.

MOTION: Director Sheehan made a motion to approve the site plan as discussed with the condition that the final plan show the trail, storm drainage pond, and the sidewalk and that staff sign off on it once those elements were incorporated. Director Rogers seconded the motion.

VOTE: The board approved the motion with four directors voting in favor of the motion and none against the motion. Director DiLoreta abstained from the vote.

Kopec Nightingale Home Violation— GM Hembree said that Mr. Kopec had come to the LLA office and took care of the documents that needed to be signed. He noted that another lot in Pinehurst had come to staff attention. He said construction on the house located at Lakepoint Overlook had stopped on the house approximately one-year ago. Compliance administrator Doug Seligson said a letter has been sent to the original contractor and owner and that he had been able to speak to the owner who said a new contractor had been secured, though no work had been started on the structure. Mr. Seligson had posted a notice not to begin work until a new construction authorization contract had been delivered to his office.

Director Dinkelacker said that Land Stewards had approached him about a spot lot builder who had started work on a second house before completing another house he was working on. He also said that Land Stewards and the LLA ECC should have more control over spot lot builders in Woodridge. He directed the GM to put the matter on the July 26 meeting between LLA staff and Land Stewards. Mr. Hembree said that Land Stewards could send a letter to the builder stating that he would lose the deposit if ECC paper work were not turned in. He said there was a lack of written guidance regarding any developer’s ECC and that a written agreement between the LLA and Land Stewards still needed to be created and submitted for review. The GM noted that this is becoming a critical issue.

Pinehurst Dredging Status— GM Hembree said there was not anything to report at this time and that a meeting was scheduled for August 3 with Maryland Department of the Environment to review the matter of individual home owners using a small dredge machine to reclaim water access on the eastern section of Lake Linganore in front of their homes. Mr. Hembree said he hoped to have an answer at that time. He noted that individual homeowners would have to file a permit to do any dredging related to their property. It was noted that permit forms were not simple and that it might be necessary to get an engineer to create a permit model for the homeowners.

Forest Resource Ordinance Status Report— GM Hembree said that there are still some documents that needed to be turned in on this matter, depending upon what happens with the CDA. He said there is more than enough land to cover the requirements needed for the Linganore CDA and the Aspen North CDA, should it become a reality. He recommended that the board complete all related forms and send all in to the county for a September/October timeframe.

New Business

Twice Monthly Meetings Between Land Stewards & LLA Staff— GM Hembree said that staff of the association and the declarant would be held the second and fourth Mondays of the month as part of an effort to keep each party informed. The GM said he appreciated Land Stewards efforts to meet and communicate.

Storm Water Plan for Eaglehead Drive— GM Hembree said a new grading plan would be needed. Drainage would affect five to six lots because the plan calls for crossing Eaglehead Drive approximately four times and moving all storm drainage to the north of Eaglehead Drive. He said a $10,000 letter of credit for a two-year period was also requested. He also noted that boulders needed to be move and that compaction and paving specs needed to be developed. Land Stewards partner John Clarke said he would have an engineer come in the following week to flag all the trees that will need to be cleared according to the plan and that he would then take a second look at how that impacted the situation and make a final decision. GM Hembree said that a construction easement could be completed by the LLA attorney that will speak to the road compaction issue.

MOTION: Director Sheehan made a motion to approve the grading plan for Eaglehead Drive on the condition that the details of the plan are given to the lot owners who will be impacted, as well as a reasonable amount of time to get their questions answered. Director Twillman seconded the motion.

VOTE: The board voted unanimously to approve the motion.

Five-Year Plan— GM Hembree said that staff is working on its part of the plan. He said that road repair efforts were being tied down and that the LLA would have to build a reserve to address the stormwater management for the lakes. He said with regard to Lake Marian, no expenses were to be borne by the LLA and that was the condition to which the LLA agreed. He said the staff would complete the plan by September.

Deed of Easement, Parcel B, Pinehurst Section III— GM Hembree said the language in the easement was that of the LLA and that this language was used for easements done with the county. He said the county wants this language and that it does help to protect the LLA. He also noted that the legal descriptions were correct. He recommended it for approval by the board.

MOTION: Director Frazier made a motion to delegate the matter to the ECC with conditions. Director Rogers seconded the motion. DISCUSSION: GM Hembree said this must be a board decision per the referendum approval.

VOTE: 4 directors voted in favor of the motion and 1 director abstained from the vote.

Deed of Easement, Parcel B, Pinehurst Section III— GM Hembree told the board that the language in the easement is that of the LLA, used in granting easements to the county. He said the county wants this language and that it protects the LLA. He noted that the legal description of the parcel was correct.

MOTION: Director DiLoreta made a motion to approve the easement as written. Director Rogers seconded the motion.

VOTE: Four (4) directors voted for the motion and one director abstained from the vote.

LLA Employee Descriptions— GM Hembree said that this would be presented at the next board meeting.

Library Referendum— MOTION: Director Twillman made a motion to forward a letter to the Frederick County Public Library board of directors stating that the LLA has been authorized to donate land for the purpose of a regional library facility in the village of Coldstream. Director Rogers seconded the motion.

Director Frazier asked whether the LLA had looked into how the land donation will affect it financially. GM Hembree said the LLA is not affected financially but a formal study was not done because it cannot subdivide the parcel and because there is no legal description of the parcel. He said this should be done in negotiations. Cathy Reed said the commitment puts the parcel in the pipeline to have a library facility but does not guarantee it. Director Hembree said that LLA attorney Shelah Lynn could write the letter.

VOTE: the board voted to approve the motion with five directors voting in favor the motion and none voting against the motion.

Director DiLoreta said the LLA would continue to pursue a community center.

BoD Conflict of Interest— Director Twillman made a motion to restrict board members from pursuing contracts with the LLA that are worth more than $10,000. He said it was unfair for a board member to go through the budget cycle, know what the amounts are, and then bid on a contract related to one of those budgeted items.

Director Frazier asked if he had concerns regarding a specific contract. Director Sheehan said that LLA attorney Shelah Lynn said that the only requirement was that the board had to expose the fact that a board member was bidding on a project and that if the board was going to discuss the matter he preferred it be done when director Kopec was present because the discussion is generally about him. Director Dinkelacker directed staff to notify all board members that the matter would be up for discussion on the next agenda.

Resident Kathy Brown asked those in the audience who had a problem with the issue of a board member bidding on contracts to raise their hands. The majority of people in the audience raised their hand to indicate they had a problem with board members bidding on contracts. John Snow said the circumvention of the bidding process on the contract that director Kopec won left the LLA with a lesser product and that he felt the tenure of that board member reflected poorly on the board and was an embarrassment to the LLA.

Director Twillman said that he was willing to table the motion until the next meeting. Director DiLoreta seconded the motion.

Matters for Board Information

Change in Engineer-in-Charge/Lake Marian Project— GM Hembree reviewed with the board the request for the change and acknowledged that it was essentially a standard procedural matter. No board decision was required.

Pinehurst Pool Letter of Credit— GM Hembree said the letter had been deposited in a safe deposit box at the New Market Merchants Bank.

Revised Phase II County Hearing— GM Hembree said that the LLA has been asked to attend the meeting. He said the meeting would allow the LLA to get some minor details corrected on the master plan. Land Stewards partner John Clarke said the meeting was essentially a six month update.

Resident Forum

• Resident Carol Thames said that a water pipe cap was broken on Cherry Tree Court and she wanted to have it fixed. AGM Edwards said that he had contacted the county twice about the matter but no one had responded. He said the county is usually good about taking care of it. GM Hembree said that Frank Stone could take care of the matter.

• John Snow said he wanted to take the opportunity to thank director DiLoreta for the effort he had made to recuse himself from votes that dealt with Land Stewards issues. He asked whether the irrigation system at Westwinds was working. GM Hembree said that he would have to double check but that he had no indication that there was a problem.

Adjournment

Director Frazier made a motion to adjourn the meeting. Director Twillman seconded the motion. The meeting adjourned at 9:45 p.m.

Respectfully Submitted,

Stephen Hembree Andrew Twillman

LLA General Manager LLA Secretary