Terms of Reference
Silver Star Property Owners Association
Sewage Action Fund Governance.
This document will set out the constitution that will govern the operation of the Silver Star Property Owners Association Sewage Action Fund (hereinafter referred to as the SSSAF). This will set out the approach to garnering contributions, the constitution of a governing committee, including quorum requirements for decision making to commit expenditure, the opening and operation of a specific bank account, and procedures for winding up the SSSAF for whatever reason.
A) The SSSAF Governing Committee
- A new committee will be instigated known as the Silver Star Property Owners Association Sewage Action Fund Committee (hereinafter referred to as the Committee).
- The chair of the committee will be the President of the Silver Star Property Owners Association (hereinafter referred to as the SSPOA).
- Membership of the committee will be two nominees from cohort 1 and one nominee from each of cohorts 2 and 3, the chair of the SSPOA Utilities Services Committee together with one other SSPOA nominee. (See section B) 1.) for a definition of the cohorts)
- The committee’s primary objective in decision making is to reach consensus. However, the following will apply if voting is called for:
- Decisions with regard to committing the committee to a line of legal action will require 5 of the 7 available votes to be in favour on a show of hands at a properly constituted meeting of the committee.
- Decisions with regard to committing expenditure will require 5 of the 7 available votes to be in favour on a show of hands at a properly constituted meeting of the committee.
- Decisions with regard to approving reasonable expenses not covered under the above definitions will require 5 of the 7 available votes to be in favour on a show of hands at a properly constituted meeting of the committee.
- Any expenditure will require the passing of a resolution signed by at least 3 committee members and passed to the SSPOA Treasurer for payment.
- Meetings can be held via teleconference facilities.
B) Garnering Contributions to the SSSAF
- Three cohorts have been identified – 1) Commercial and strata owners 2) Vacant lot owners 3) Residential owners.
- Cohorts 1 and 3, will be asked to contribute 10% of their sewage bill paid in 2018 to Silverhawk. Cohort 2 will contribute 20% of their Silverhawk sewage bill paid in 2018 recognizing the reduced amount a vacant lot is charged and the immediate benefit of having to potentially pay for less pillow count upon construction.
- It is the express intention of the SSSAF Committee is to work within the budget provided by the contribution of its members. If there is a need for a second cash call, all individual cohorts have the right to withdraw from the SSSAF without making any additional contribution.
C) Opening and Operating a Designated Bank Account to Collect SSSAF Contributions
- A separate account will be opened at the same institution as the SSPOA.
- This account will be named SSPOA, re Sewage Action Fund (hereinafter referred to as “the account”)
- The account will be operated by the same signatories under the same bank mandate as the existing SSPOA main account.
- The SSPOA cheque signers will ensure that they have a signed motion from the committee (as documented above) before transferring approved funds from the account to the chequing account for disbursement of funds.
- The account will be reconciled on the same basis and at the same time as the SSPOA accounts and a copy of the reconciliation, highlighting any discrepancies, sent to the Chair of the committee.
- The account receiving contributions to the SSSAF will be subject to an annual independent audit paid for specifically from the SSSAF.
D) Winding Up Procedures
The committee could be wound up for a number of reasons which may include but are not limited to a successful outcome of government lobbying, the sale of Silverhawk, or a stalemate manifesting itself that renders the committee moot.
- The winding up of the committee can only be instigated by a resolution that obtains the unanimous backing of the entire membership of the SSSAF committee.
- A pro-forma set of accounts will be produced that sets out contributions made by the cohort members and expenses paid to date. Any commitments entered into but not paid at the time of a successful resolution to wind up the SSSAF will be accounted for and a sufficient balance maintained on the account to fund these liabilities.
- Once the final cash position has been identified, any cohort members who have made contributions in excess of their expected percentage, will have their excess contribution returned as part of the first distribution.
- All other monies will be returned on a pro-rated basis to that contributed by the respective cohorts.
- The SSSAF account will be subject to a final independent audit once all disbursements have been made. Such audit will be paid for from the SSSAF account.
Final Board Approved Version