August 9, 2025

Annual Stockholders Meeting Minutes

CALL TO ORDER: Board President Heidi McCall called the meeting to order at 1:00p.m. 

INTRODUCTIONS: Heidi McCall recognized and appointed Signa Fox as recording secretary for today's meeting. 

REPORT OF PROXY COUNT: John Andrews reported that the meeting needed 68 lots represented for a quorum, and there were over 80 and people were still coming. 

ADOPT MEETING RULES: Heidi McCall brought attention to the need for a motion of packet page #2 “Meeting Rules and Procedures” Ross Talbott moved to approve the motion to accept the 2024 meeting rules and Jack Nisley second the motion with all in favor. 

APPROVAL OF 2024 MEETING MINUTES: Jack Nisley moved to approve the motion of 2024 meeting minutes, Leota Sweetman McPeak seconded, motion passed. 

HONORARIUM COMMITTEE RECOMMENDATIONS:  Committee members were Bill Buerman, John Andrews and Bob Cardona.  Bill Buerman stated the recommendation was for no changes to the honorarium amount for Board members for the coming year.  The meetings are $95.00 per meeting up to 6 meetings per year,  totaling 570.00. If they exceed the $570.00 they will need to pay taxes and need a 30% increase to make up the difference. 

PRESIDENTS ANNUAL REPORT: Heidi McCall gave the president’s annual report. (See written report) 

PROPOSED BYLAWS CHANGES & JUSTIFICATIONS:  A discussion was started by Heidi McCall stating there are lots of new laws now with fires and fireworks. The board wanted to make the bylaws easier to read and find information regarding topics. Michelle Shelden was able to label by numbering items to keep things simple and together, no wording changed for the whole of Bylaw #14.

Heidi McCall asked for a motion on these changes, reminding people they only moved items to make more convenient access, but no wording changes.

Kent Baughman made a motion to accept the new format. Scott Wiggins made a motion to second, motion passed all in favor. 

Dale Ann Suckow brought to the attention of stockholders and the board members that there was an issue with transparency and questioned being able to voice opinions. Stating everyone should have access to information provided to the board, this way regarding a letter that Steve Menzie had sent out to the board and stockholders. Stating that everything should not have to go to the board, no one should tell the stockholders they are not able to hear what is going on until the board has seen and approved and or discussed it first.

Heidi McCall addresses that not all information sent to the board is sent out to all stockholders and not always needs to be shared.

David Roth stated they must also maintain confidentiality when appropriate in some situations, and it was important to get approval from Scott Wiggins to post to everyone.

Scott Wiggins sent the letter out and said it was information for everyone and it was ok to discuss.

Heidi McCall was concerned that the information was originally sent to the board and was wanting to discuss this first to address answers and not a breach in confidentiality.

Mrs. Menzies stated that information was for everyone, unified, including the board, but they threw him under the bus by not calling or checking with him.

Dale Ann Suckow reiterated transparency was key to all.

Tammy Henderson reminded the board that we elect the board to represent the stockholders.

It was discussed that it is important to go to the board first and not to social media, and that they are certain not all can access social media.

Dale Ann Suckow again stated the importance of being heard, everyone should have the information.

Scott Wiggins said he cannot speak on transparency but was trying to get it out to all the people he could. He gave Steve permission, and was trying to be constructive.

David Roth addressed the discussion saying the board felt they needed the time to review and send it out when they received the proper permission.

Heidi McCall stated that the Board was removing Bylaw II 3 from being voted upon by the Board as they would like to go back and research umbrella insurance and understand what our legal counsel is requesting better before bringing it to a vote.  Jack Nisley brought up information regarding hot air balloons and rallies where they had to sign indemnification clauses. He was concerned that it could put everyone at risk and how it could be a major problem.

Heidi McCall stated the importance of understanding it and getting more information. Also stated it was important to move on.

Bylaw ll 3 page 5 NO Vote 

Bylaw ll 1 page 5

Regarding age limits by law. Need to clarify who may be a stockholder. A stockholder must be an individual of legal age. (See ll 1.)

Must follow Colorado law.

Lynn Planta stated concern that mental competency needed to also be addressed and considered.

Kent Baughman made a motion to come back to this next year. Steve Foster second the motion, all in favor 

#14 1. Page 6

No shooting on grounds, however this was depending on the welfare of the person whether you followed all the rules. John Triebwasser motioned to adopt to accept it Richard Price second the motion, motion passed.

#14 2. page 6

Discussion of safe distances for fires from structures. Size of ring must be 3 foot in diameter

Spark Covers are required

Bonfires must have company manager approval Insurance is looking for specific information

Any changes would have to go on next year’s bylaws

John Carston asked if everyone had to talk to Jim Mackley before lighting a fire?

Rick Sexton says no problem with bon fires if you keep them in your envelope so other stockholders are not having to clean up glass, nails, trash, etc.

Steve Menzies reminded everyone that if you keep it in your envelope debris is your responsibility and no one else must clean it up. Everyone must follow the Stage 2 fire restrictions that are now in place. Copies on the back table for more information as to what that entails. Stockholders are finding it very hard to find insurance for their cabins.

Tom Matthew questioned if this has gone to an underwriter suggesting that we need to do this correctly or reconsider. Everyone needs to use common sense for all our neighbors.

Paul Bony asked what is considered a spark screen? Also are you able to cook through this screen?

John Andrews addressed what a spark screen was and referred the stockholders to look on the internet

John Triebwasser made a motion to accept Ross Talbott second the motion 

FINANCIAL REPORT:

Michelle Shelden read off the Bank Balances and explained why we have a brokered CD

Michelle Gallegos questioned who prepares the budget, assuming Michelle Shelden did Michelle Shelden states the board prepares the budget

Michelle Gallegos asked that we receive a copy of the budget and expenditures before the meeting in the fall so they can be reviewed by all before the meeting.

Heidi McCall states it is a valid recommendation and asked Michelle Shelden if she could have those ready before the meeting.

Michelle Gallegos also asked for a narrative of this expense so it is easily understood. Also asked Jim Mackley if he gets bids on all the work being performed on the roads and on the grounds?

Jim Mackley stated No and that it was rather hard to get bids not knowing the conditions each year, if he waited till Spring it would prolong getting it done and people into their cabins.

Historically he has not been able to get bids but he is trying to and working on this process. They have also suggested that the forest service and Delta County do not touch our roads because we have lost road base in the past from them trying to blade. They also never know how much gravel will be lost and if we do not maintain our own roads, it would not be beneficial to use Mag-chloride as it would be lost if the roads are not to standard.

Michelle Gallegos asked if minutes could also be included early.

Michelle Shelden reminded her that stockholders already receive minutes in advance in our mailings.

Steve Menzies reminded people most other companies are double in cost.

Jim Mackley also reminded people that we want better roads and in return deal with the speeders.

Steve Menzies stated the conversations that he has witnessed are that all of us are going to have different opinions because the concerns vary from speed, dust, and smooth roads. We also want to post speed limit signs so if someone is sighted for speed, they have our signs to refer to.

Kent Baughman, we want good roads but not dusty roads. Referred to in Mexico they have speed bumps to slow people and this method seems to work. That it would be a benefit at the end of the year to get bids for Spring.

Jim Mackley reminded him that we still have hunting season and a lot of mud season that damages the roads further past the time we are up here to get bids. The Forest Service does not close the gates until we plow in the spring, so people are still using the roads.

Kent Baughman repeated how are we going to slow people down?

Michelle Shelden referred to her home road as rural and people speed and the best thing to do is contact the sheriff and state patrol. Also, bug your county commissioners repeatedly.

Jim Mackley states that there might be some presence of law enforcement on the mountain however very little. None of us want a dusty road but it is important to take care of this section of road or again we will just lose the mag-chloride.

Kent Baughman states we just need to slow down the motorcycles, cars, trucks etc. Let’s add this to next year's agenda.

Heidi McCall states we will make a list for police, sheriff, etc. on the website.

John Carson asked Jim if there could be more speed signs on the property, and stated he almost got hit twice on the blind corner.

Jim Mackley stated that there are added signs in that area and listed off most all locations of the signs but would look into additional signage.

If we want enforcement, we all need to continue to call and complain to the state patrol, sheriff, etc.

The squeaky wheel gets the oil. We cannot control the public but we all can make a difference and control what we do as stockholders. 

Laura (not sure of last name) New to the association and cabins. States there is not a speed sign near her cabin and lots of speeding by them and around Baron Lake.

Heidi McCall answers we are hearing you and these are more expenditures to our budget we need to continue and get through the budget. 

Dale Ann Suckow states there is also a big problem with contract people who drive through. Please let anyone coming to your cabins know the rules and that they follow the rules.

Jim Mackley states will add more speed limit signs on resort company property. Michelle Shelden moved on to state there was an audit done this year.

She read the 2026 proposal and that the board recommends $600.00 for yearly fees to cabin stockholders to accommodate the upcoming expense.

Heidi McCall addressed biggest expenses in budget and that we are operating in the red

Assessment fees

Samantha Moe Swingle asked what the boundary expenses were and that was a high expense on the budget

Jim Mackley explained that he had to request a survey of the boundaries and purchase markers to be put into the ground so that everyone was aware of boundaries. There are some circumstances where cabins or buildings have gone over the boundaries onto forest service properties. Dowel Engineering did this survey in a previous year, so we don't have this issue in the future with the forest service. The markers would make it easier to see where our property line is and make sure that no one went over when building, at this time the markers cost more than planned.

Kent Baughman asked do you start with a zero-based budget or do you start with the budget from last year? Zero based budgeting is a good way to start and gives us a better idea of things that are going up. He stated he was fetid with the board and why should he vote for it to go up? Heidi McCall states this is a good idea but they had met in March to figure out the cost over the year and what they can do to manage it.

Tom Carl states he appreciates what the board does and that he believes 600.00 will last for a few years and everything is going up. But continued with thank you to the board. Deb Menzie stated FYI everyone, we tried to challenge our tax assessment and our taxes were increased.

A motion was made by Tom Call to approve the budget as written, with a second by Richard Price. 

Dale Ann Suckow states she understands the increases but if she is going to approve 600.00 she wants more transparency.

Kent Baughman tried to counter motion with a 550.00 assessment fee

Heidi reminded him we already have a motion and a second, we need to know if all are in favor There was raised hands of all in favor except opposed 8 people, motion passed.

COMPANY MANAGER REPORT:

Jim Mackley started the conversation stating it was a good and easy year because of lack of snow. The cost was significantly less than prior years $4700.00 this year, whereas in the past years much higher costs. Summer has been quiet, but it seems like there are not as many people around. Lots of repairs and continued building on cabins. Most take 2 summers and even up to 3 or 4 summers. He will look into additional signage.

OLD BUSINESS:

Rick Sexton, Does Jim have information on DMEA and elevate merging?

Jim Mackley states the update on utilities and that they are merging, working on replacing poles and adding fiber optics. Elevate will not go underground because of the extreme expense.

But the fiber optics will be added to a lot of the cabin area this year.

If you see ribbons on the trees, this is DMEA and they will be trimmed, where the ribbon is placed does not determine if the tree will be cut or trimmed. They just put up ribbons where it was convenient and where they could reach. Trees must be 8 feet from the lines and so some trees will have to be cut.  Those interested can use the fire wood from trees that are cut. They will also chip the smaller stuff.

 Heidi McCall addressed the Forest Ag quota and hopes they can add cut trees to this information. Also addressed to not store cut wood between trees because of beetles.

They explained the information of this program and the increase 20 years ago and how being in the program has dropped expenses. Chris Johnson keeps our forest trimmed.

Jim Mackley discussed the Beatles and what they look like and what they do to the trees. That they bore tiny holes behind the bark, that you would see lots of sap flow from the tree. Also that the big beetles are our friend because they eat on the trees that have fallen.

New Business:

a.      Election of Board Members-seats Bill Buerman: Election will be run by Steve Menzies Steve Menzies announced Bill Buerman is up for re election

Kent Baughman nominated himself, stating he would like to add his name to be elected to the board and gave information of his qualifications, Don McFadden seconded the motion.

Bill Buerman gave information on what he would like to work on and address over the next year if he is reelected. John Triebwasser nominated Bill Buerman, Ross Talbott seconded

Cards were handed out and everyone asked to vote on cards, once collected and counted Kent Baughman won the vote

Heidi McCall thanked Bill for his service

b.     2026 Board Honorarium Member Tom Matthews offered to help next year.

 Drawing winner of the gift basket is Scott Lambdin

ADJOURNMENT

August 10, 2024

Annual Meeting Minutes

CALL TO ORDER: Board President Heidi McCall called the meeting to order at 1:00 P.M.

INTRODUCTIONS: Heidi McCall recognized meeting helpers (Elaine Mackley and Raquel Cardona) and introduced the members of the Board.

(Board member Steven Menzies is absent today.) She noted the outstanding contributions of outgoing Board member Kim Sutherland, and those of staff members Michelle Shelden and Jim Mackley. Heidi introduced new GMRC members.

APPOINTMENT OF RECORDING SECRETARY: Heidi McCall appointed Lynne Cobb as recording secretary for today’s meeting.

REPORT OF QUORUM: Board member Bill Buerman reported that there are enough proxy cards and stockholders present to constitute a quorum.

ADOPT MEETING RULES: Heidi McCall emphasized the need for clarity in identifying speakers. Jack Nisley moved to accept the meeting rules as written; Drew Jaynes seconded. Motion passed.

APPROVAL OF 2023 MEETING MINUTES: Susan Triebwasser moved to approve the minutes of the 2023 meeting as written. Leota Sweetman seconded. The motion passed.

PRESIDENTS ANNUAL REPORT: Heidi McCall gave the president’s annual report. (See written report.)

HONORARIUM COMMITTEE RECOMMENDATIONS: Speaking for the committee, Bill Buerman recommended no change to the honorarium for Board members for the coming year.

PROPOSED BYLAWS CHANGES & JUSTIFICATIONS: John Andrews reviewed the bylaws changes passed last year and announced further changes to Article XIV to bring them into compliance with Delta County legal requirements. (See written record.) Ross Talbott moved to accept the changes as written; Debby Fisher seconded. Motion passed.

FINANCIAL REPORT: Michelle Shelden, Secretary/Treasurer, presented the latest financial statements and the 2025 proposed budget. (Seen written record.) A major change is that Michelle Shelden and Jim Mackley were required by IRS rules to become employees (no longer independent contractors). Russell Talbott moved to approve the proposed budget for 2025. Jack Nisley seconded. The motion passed.

2025 STOCK HOLDER ASSESSMENT FEES: To remain the same at $500 annually per share.

COMPANY MANAGER’S REPORT:  James Mackley provided the company manager’s report.

OLD BUSINESS: No old business today.

NEW BUSINESS: Election of Board members: Heidi McCall was nominated for reelection by Lynne Cobb.  The nomination was seconded by Ray Martin. Heidi McCall was reelected unanimously.  David Roth was nominated for Board membership by Elaine Mackley.  Ellen Stallings seconded. Phil Munsch nominated Greg Kisiel; Steve Foster seconded.  The election for the second Board position was held by written ballot. The winner was David Roth. 95 written votes were cast, 75 went to David Roth, 20 to Greg Kisiel. (Congradudolences! said Kim Sutherland.)

In closing, Heidi recognized previous Board presidents.  She presented beautiful gifts to outgoing Board member and Past President Kim Sutherland.

The door prize went to Elaine Mackley.  

Heidi announced the passing of Steve Palmer.  Services will be held at the Cedaredge LDS Chapel on Tuesday, August 13, at 2 PM.

Adjournment: 2:15 p.m.

2025 ANNUAL STOCKHOLDERS MEETING-- AUGUST 9, 2025