A Publication of the Emerald Hills Homeowners Association
P.O. Box 620449 Woodside, CA 94062

10 June 2007

The petition presents the following proposals to:

1. Amend the Association's Articles of Incorporation to:

• Change the name of the Association to "Emerald Hills Neighborhood Organization, Inc."
• Provide for an irrevocable carve-out to the Association's purpose(s) which shall specifically prohibit the Association from involving itself, directly or indirectly, in any type residential land use issue within San Mateo County

Note: Amending the Articles of Incorporation requires a 2/3 affirmative vote of members and also a affirmative majority vote of the Board of Directors.

2. To amend the Association's Bylaws to:

• Redefine Member as an Area resident or homeowner who affirmatively joins the Association in writing
• Require that all directors be elected to and removed from the Board of Directors of the Association ("the Board") by the affirmative majority vote of the Members at the Annual Meeting of Members
• Limit any director's service on the Board to not more than four (4) years in any eight (8) year period, beginning with the 2007 Annual Meeting of Members.

Note: Amending the By-laws requires a 2/3 affirmative vote of members.

3. To require the Board to commission an independent audit of the Association's financial records by a certified public accountant within 30 days of such approval at the Special Meeting and to publish the results of such Financial Audit on a publicly accessible area of its website (www.emeraldhills.org) within 15 days of the completion of such Financial Audit.

Agenda for Special Meeting

At the annual Meeting on March 27, 82 members responded to a survey of concerns about the neighborhood. The results are given in the table below. Those who are interested in Fire Safety/Personal Safety may be interested in information about CERT classes and services offered by the Woodside Fire Protection District.

Rank Average
1st Fire Safety 1.98
2nd Area Preservation/ Beautification 2.68
3rd Zoning/Development Regulations 2.71
4th Crime/Personal Safety 2.98
5th Road Conditions 3.05
6th Schools 3.38
7th Sewer Rates 3.40
8th Traffic Control 3.64

Are you interested in under-grounding of utility cables, and would you like the Association to research the process and cost to accomplish under-grounding? Of the 73 respondents who answered this question, 76.7% responded "Yes" and 23.3% responded "No."

Arguments in Favor and Opposed to the Petition's Main Points
Proposal 1: To amend the Association's Articles of Incorporation to change the name of the Association to "Emerald Hills Neighborhood Organization, Inc."
Pro:The term “Homeowner’s Association” may be misleading, implying that Emerald Hills is a common interest development. Removing “Homeowner Association” from the EHHA name reduces confusion and misperceptions.
Con: The term “Homeowner Association” has been part of our name since we first incorporated in 1992 and is an important part of our history. The term can be used to refer to an organization of homeowners (like ours) as well as to a common interest development. Additionally, Neighborhood Organiza- tion changes the EHHA's acronym to "EHNO," which has a negative connotation.
Alternate Proposal: The Board invites homeowners to reject this proposal and to submit potential name changes for consideration at the next annual meeting.

Proposal 2: To amend the Association's Articles of Incorporation to provide for an irrevocable carve-out to the Association's purpose(s) which shall specifi- cally prohibit the Association from involving itself, directly or indirectly, in any type of residential land use issue within San Mateo County.
Pro: This diffuses the current tension surrounding the EHHA's involvement in zoning issues and allows Emerald Hills residents to refocus on other community related consensus building issues. It puts the onus for land use back onto the county, where it belongs. Other EHHA purposes remain unchanged.
Con: This changes one of the main purposes of the EHHA: to work on residential land use issues on behalf of Emerald Hills residents. If this had been in place, EHHA could not have worked on preservation of the land which is now Edgewood Park and Preserve; could not have enlisted the County to notify homeowners of building to be undertaken in their immediate areas; could not have worked with Oak Knoll Manor residents to reduce impact of development by Redwood City in their neighborhood; could not have worked for implementation of zoning ordinances approved by a vast majority of homeowners in 1990 that included floor area ratios, homes that step down hillsides, and establishment of Design Review. The EHHA has recognized that the community does not want to adopt more stringent regulations at this time and it withdrew those proposals from consideration by the county on 9/15/06. This change to our Articles of Incorporation is not only against the best interests of the homeowners, it will dramatically limit the voice the community has with the county and other regulatory bodies.

Proposal 3: To amend the Association's Bylaws to redefine Member as an Area resident or homeowner who affirmatively joins the Association in writing.
Pro: This prevents the EHHA from speaking or acting on behalf of Emerald Hills residents unless those residents sign up to become Members. Membership would no longer be automatic.
Con: There are two problems. First, this would not be an association of Homeowners who pay property taxes and have a vested stake in the community; any residents could become voting members, including renters, roommates, children of residents, etc. Second, the EHHA does try to work on behalf of all homeowners, not just those who join or pay a fee. Our newsletter goes to every home vial e-mail or mail. This change will dramatically limit the voice the community has with the county and other regulatory bodies.
Alternate Proposal: The Board invites homeowners to reject this proposal and instead choose an “opt-out” method for those who do not want to be part of the EHHA and receive our newsletter.

Proposal 4: To amend the Association's Bylaws to require that all directors be elected to and removed from the Board of Directors of the Association by the affirmative majority vote of the Members at the Annual Meeting of Members.
Pro: Prevents directors from being added to or removed from the Board without prior Member knowledge and approval.
Con: Prevents the Board from appointing directors to fulfill terms of directors who resign, possibly incapacitating the Board should many resign in one year. Also, if there is a difficult director or one who does not participate, this will prevent the Board from replacing that director. This proposal will not solve the problem of getting off rotation; a better solution is to get back to the rotation prescribed in the by-laws.
Alternate Proposal: 1) Amend above to allow elections at Special Meetings. 2) Reject proposal #4 and allow interim appointments to be made by the Board, but require appointees to be confirmed by the membership at the next annual meeting.

Proposal 5: To amend the Association's Bylaws to limit any director's service on the Board to not more than four (4) years in any eight (8) year period, beginning with the 2007 Annual Meeting of Members.
Pro: Allows different Emerald Hills homeowners to become involved with the EHHA.
Con: A knowledge of EH history is lost if the Board turns over too often. Also, recruiting new directors has not been easy in the past, because many people do not have the necessary time to dedicate to the Board.

Proposal 6: To require the Board to commission an independent audit of the Association's financial records by a certified public accountant within 30 days of such approval at the Special Meeting and to publish the results of such Financial Audit on a publicly accessible area of its website (www.emeraldhills.org) within 15 days of its completion.
Pro: Allows Members to understand how their donations have been historically used.
Con: While the Board does not object to a financial reckoning by an outside person, a formal audit could be very expensive and would likely reduce our existing resources substantially. An informal audit could achieve the same purpose at much less cost.
Alternate Proposal: Replace the words “certified public accountant” with “accountant”.

Sewer Talk