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Mosaic Commons General Meeting
August 5, 2001 3:30-6:30


Present: Jean, Rosa, Roxanne, Catya, Dave, Zach, Kim, Rick, Stephanie, Sanford, Susan & Guest, San, Kai, Emma, Pascal, Paul & Debbie & Justin & Jeremy, John, Judy, Lisa, Christie, Ken, and Keith
Facilitator: Rosa
Notes: Steph

Decisions:
Consensus reached that conference calls will be limited to Equity Members and Associates.

Approved reimbursing Catya for the purchase of Cohousing Conference audio tapes. (total of $340).

Approved the Affordability Statement

The treasurer will provide bills on the first of the month, and members and associates will pay them by the 15th or at the 3rd sunday of the month meeting.

Action Items:

# Committee Open Date Update Person Description
1 Affordability 07/15/01
Kim Will talk to asssistive financing groups
2 Affordability 07/15/01
Lisa Send URL to the affordability document
3 Affordability 06/03/01 06/17/01 Lisa Research affordability facilitation groups 6/17/01 - most organizations don't seem to want to allocate funds until you're ready to break ground
4 Affordability 06/03/01 08/05/01 Lisa / Rick Talk to Kathy about philanthropic funding 6/17/01 - Cat sent her email, but hasn't heard back. 8/5/01 - Cat will send Lisa and Rick Kathy's email
5 Coordinating 07/15/01
Catya Post to the national list asking about Loans to the LLC. Take the questions from the minutes, as well as ask the finance folks in VT about it.
6 Coordinating 08/05/01
Rosa Rosa will rework the consensus statement
7 Coordinating 07/15/01 08/05/01 San Redo the FAQ's. 8/5/01 - Cat started it, San will look at it again.
8 Coordinating 07/15/01
San Start discussion on the mailing list about reactivation of membership.
9 Finance 06/03/01 06/17/01 Dwight Send out email letting us know what the todate contribition levels are for members 6/17/01 - still working on it
10 Finance 06/17/01 07/15/01 Dwight Make sure the LLC stuff gets to the Sec of State 7/15/01 - Sec of State has cashed our check, but we haven't gotten confirmation yet.
11 Finance 07/15/01
Dwight Where are we on the early incentive breakout?
12 Finance 06/17/01
Kai Research information on mortgage pre-approval scheduling
13 LandSite 08/05/01
Catya Ask chris if he sent the letter to Framingham
14 LandSite 08/05/01
Catya Cat will ask Chris if Framingham is worth pursuing, regarding the article that Steph found that Roxanne forwarded to him
15 LandSite 06/03/01
Dave Will maek initial contact with Kevin Hurley to see whether he will work us and how
16 LandSite 06/17/01
Dave Contact Jason re: Energy Star
17 LandSite 06/03/01 07/15/01 Dave Put a list of the criteria on the email list so that we know what we're looking for when we drive by a site 07/15/01 - Dave will do it, and send it out... Rosa will add it to the website
18 LandSite 06/03/01 06/17/01 Dave Finish getting the Concord report into electrfonic format and distribute it 6/17/01 - resend 08/05/01 - Reassigned to dave. Git on it.
19 LandSite 06/17/01
Dave Get back in touch with the Concord Housing Trust
20 Membership 07/15/01
Catya Ad in the cohousing journal - display ad - didn't do it with ourmembership, can we implement it.
21 Membership 06/03/01 08/05/01 Kai Write up examples of the items we need to have included in the Operating Agreement for our group to review at the next meeting. 6/17/01 - still in the works, need to slate a time to do this, it'll take half a meeting to work out the details 08/05/01 - First drafts presented and discussed - still going on.
22 Membership 07/15/01
Kim Will do the followup to fliers. Christie and Jean offered to help. Approximately 180 calls.
23 Membership 06/03/01 07/15/01 Kim Research local AARP chapters 7/15/01 - Reaffirmed
24 Membership 06/17/01
Rosa Volunteer to work the August 19th meeting
25 Membership 08/05/01
San Put together a document describing ow to get on the YahooGroups stuff
26 Membership 06/17/01
San Go through the discussion list subscriptions and do pruning where necessary.
27 Membership 08/05/01
Steph Put together a 'members handbook' for new people
28 Retreat 05/20/01 08/05/01 Dwight Call the developer that John Abrams has recommended 08/05/2001 Reassigned to Dwight from Cat
29 Secretary 08/05/01
Steph Steph will set up a database to keep track of when members/associates join
30 Secretary 06/03/01 08/05/01 Steph Get the old documents from Lisa 6/17/01 - Steph wrote email today, waiting to hear back. 08/05/2001 - Steph will call
31 Secretary 08/05/01
Steph Steph will work on protocol for distributing documents.
32 Secretary 06/03/01 06/17/01 Steph Check on cohousing-L for any pointers on maintaining momentum between meetings 6/17/01 - Cat hasn't drafted it - mostly tryign to get the question organized. Steph will take over
33 Website 07/15/01
Dave Put the new video that Ken did (of the meeting with Chris) on the website
34
06/17/01 08/05/01 Kai Work on the wording on Unit Selection 08/05/2001 - Reviewed at meeting - has this been approved?

 

Agenda:

1. Opening Activity
Dave picked "If you could take a one month trip anywhere in the world and money were no consideration." from the Book of Questions

2. Review of colored cards and ground rules
Rosa did so

3. Review and approve minutes from previous general meeting(s)
Approved

4. Approve Agenda
Steph asked about the conference call. It is going to be covered in the committee reports
Approved.

5. Signing of Associates Document
Kim and Rick did so. Yay!

6. Report from Conference
Cat and Dave went to the Cohousing Conference in California. They met with many many people including Chris ScottHanson, Zev, Nashama, and did a lot of networking. Cat went to most of the presentations. Cat purchased a set of audiotapes from the presentations which will be put up on the BCN website. She has a lot to share and a lot of ideas to go over with us, but thinks it might be best to wait until we all hear the tapes and then discuss.

7. Committee Reports and Action Items
Coordinating Committee
· Cat went to a session with Nashama. She feels it would be best to contact her for marketing after we have a site. She recommended (and Cat agrees) that we need to get a subscription to the Concord and Acton papers and when there are articles about land, real estate, etc. that we should send a letter to the editor right away.
· Cat worked on the FAQ but San will still review and update if necessary.

Finance
· Kai raised the issue of when we should require people to become prequalified for a mortgage. Right now we don't require this to become an equity member, but perhaps we should do this for when we get to the unit selection stage. This action item will be left on.
· Cat printed out a Financial Worksheet to be helpful for us to determine how much money one could put in if you were 100% comfortable. If people have additional sources of money, send them to Cat in email or mark up the sheet and give it to her at the end of the meeting.

Affordability
· Rick has done quite a bit of work. What he has discovered is that Cohousing already has affordability built right into it since we will be buying in bulk. Cat pointed out that this hasn't been the experience of other cohousing groups - that they come in at or above market rate. Why? Common house, customization. One key point made in the report he summarized is a special fund designed to help people with less means. Rentals can make money for the group. Shared ownership can be another option to make things affordable.
· Rick asked "What is a Limited Equity Coop" - it is referenced in the report he was reviewing. Susan took an informed guess about what it might be. Jean found it referenced on pg. 59 of the Cohousing Resource book.
· We need to decide what our policy is about when our monthly payments are due. Cat proposed that Dwight/Treasurer would send out the bill by the 1st of the month and that people should pay them by the 15th or at the second meeting of the month. **Future agenda item

Conference Call with Chris Report

Land/Site
Updated Action Items


8. Review draft of affordability statement

--------BREAK----------


9. Committee Reports and Action Items

Marketing and Membership

Website

Secretary

Professionals

10. Operating Agreement

I. Membership:
Should move to more formal wording? We have the documents but they are generally geared toward marketing so need to use more formal language for policies.

II. Financial Policies:
We have many in place already. From other groups' example there are some legal/financial policies that need to be in place such as:
-Limitation of Liabiliy of members
-Indemnification
-Conflict of Interest
-Treasury stuff: Capital Account, Profits, Losses, Distributions, Taxes
-Dissolution, Liquidation, and Termination
-General Provisions: Amendment or Modification Dispute Resolution
We need to make sure there are no conflicts between the Policy Handbook and the Operation Agreement that gets sent to the Bank. Susan points out that if we ever had an indemnification problem we wouldn't want to be in a position where policies conflict.
Kai will be working on these.

III. Unit Selection
Discussed the following topic which Kai originally sent via email.

The only thing we used to have was (from scattered places in the "How to get involved" document):
"Associates will select units after Equity Members, by seniority."
"Equity Members participate in the consensus process and can block consensus. They will have first choice in unit selection, by seniority."
"Friends do not participate in decision making but will have next choice in unit selection after Equity Members and Associates, by seniority."

Kelly suggested:
"Unit selection priority will be given to equity members by seniority, with preference given to previous associates and friends".

We decided that we should be even clearer. Here is my proposal:
UNIT SELECTION.
Unit selection will be done on a seniority basis. Members will choose the units they commit to buying in the order in which they became full equity members. To break ties between members that join on the same day, the length of involvement as associates will be used. [To further break ties between members that became associates on the same day, the length of involvement as friends will be used.]

While I was working on this some follow-up issues became clear:
(1) Many groups try to find amicable and optimal solutions of allocating units satisfying everyone's priorities. This could be done by everyone stating their 1st, 2nd and 3rd choices (as long as one would be happy with any of the three) and charging an ad hoc committee with trying to come up with an allocation that satisfies everyone. My question: have we decided to proceed straightaway with a seniority-based one by one selection without first trying something more consensual? The seniority ranking could just be a fall back option.

(2) To make the seniority ranking workable, it needs to be kept track of as the group grows. We should start maintaining a list. It has to contain a seniority ranking of all current equity members and a database of when associates became associates and when friends became friends. Further we need to decide about the ranking of people who have been involved "from the beginning".

(3) Groups that work with Wonderland have all built into the selection procedure a requirement that people who select a unit have to become prequalified for a mortgage within 30 days of unit selection. This may address one of my other outstanding action items.

(4) Some groups allow people to switch from a unit they selected early on to another one that remains as yet unclaimed (suppose the group is not yet a full strength but construction is well on its way). However, they sometimes charge a fee for this (I have seen $250).

We had a discussion about whether to keep Seniority as a way to do unit selection. Most agreed we wanted to leave it in.
Kai points out that we need a database when people joined - Secretary will keep track of that.

IV. Expulsion of Members:
Kai used the wording from Island Cohousing.
Copied from email:

ADMISSION OF MEMBERS.
To become members households need to satify the financial requirements that the group determines from time to time. Further, the admission of the new member household needs to be approved by the group.

EXPULSION OF MEMBERS. [based on Island Cohousing Operating Agreement]
A member household and each of the individual members within the member household may be expelled from the group by a unanimous consensus decision (without resort to a vote) of the other member households. Member households may be expelled for, among other reasons, financial impropriety, embezzlement and/or fraud as determined by such a special meeting.

We need to have something in there that says what the financial logistics are if someone is expelled from the group. Susan questioned the "without resort to a vote" - this was clarified to mean that we would only expel someone with 100% agreement and that we would not fall back to a 2/3 majority vote.

Dave asked if we have any legal right to expel someone from the group once we are actually living in the community - how can we kick out a neighbor that owns their own unit? Kai will research the condo laws. This may be something to ask the lawyer who Cat bought services from.

V. Withdrawal
Copied from email:

WITHDRAWAL AND RETURN OF CONTRIBUTIONS
Member households may resign or withdraw from the group at any time upon written notice to the group. Capital contributions that the withdrawing household has made to the LLC will be repayed at the time of completion of the project (should it succeed). However, it remains within the discretion of the group to repay all or part of the capital contributions of a withdrawing household at any point prior to the completion of the project. Any incentives that were to take the form of a reduced unit price will be forfeited upon withdrawal from the group. Any outstanding loans between the LLC and the withdrawing household shall be repaid according to the terms of such loan.

Dave H asked what happens when people join, withdraw, and then come back. How do we count whether they've been involved long enough? We discussed whether the incentives would be lost if you've put in financial contributions.

VI. Member Handbook
San raised question about putting together a Member Handbook to give to people when they are first getting involved. What kinds of questions should be addressed? Stephanie will create this handbook with input from others.
-Summary of Decisions
-How to get on the YahooGroups Site - San will do this
-Land Search stuff - why are we looking in Framingham, Concord, Acton and why can't we look anywhere else right now? Information about specific sites in Framingham.
-Unit Cost
-How we ended up with Consensus
-Participation of Children in Consensus
-Potlucks, snacks
-What if I don't want to commit until I know where your site is?
-How did we decide to hire Chris?
-Do we have babysitting?
-Who's Who (Laura and Mary, Chris and Kelly, Zev, Nashama, Katie, etc.)
-What is our connection with JP? (Who is JP?)
-Definition of Terms - Glossary
-List of Committees, what they do, who is on them\


11. Time, place, agenda items for next meeting and social event
Review Sliding Scale Document
Marketing Plan
Mortgage Pro-approval
Revisit equity payment levels on September 16th
August Social Event:

12. Review of Meeting & Closing


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Last modified: October 3, 2001