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CUMBERLAND HARBOUR PROPERTY OWNER’S ASSOCIATION

MINUTES OF MEETING, OCTOBER 30, 2009

I. The meeting was called to order by Paul Gommo at 5:00 p.m. on October 30, 2009.
The meeting was held by conference call. All Board members were present at the meeting.

II. Board Officers - Michelle Deis motioned to vote on the following Board positions:

Paul Gommo, President


David Cohen, Vice President
Bernard (Bernie) Huber, Treasurer
Michelle Deis, Secretary
Helen Ownby, Parliamentarian

Helen Ownby seconded the motion and the Board voted unanimously to accept these Board
positions.

III. Interim Board Bylaw Amendment - Helen Ownby motioned to vote on the
Amendment to the CHPOA Bylaws Article VI., Section 8., Interim Board During Pendency
of Chapter 11 Case. David Cohen seconded the motion. The Board voted unanimously to
adopt the following CHPOA Bylaw Amendment.

Article VI., Section 8, Interim Board During Pendency of Chapter 11 Case

(a) Due to the filing of a petition for reorganization under chapter 11 of


title 11 of the United States Code (the "Bankruptcy Code") by the Declarant, Point
Peter, LLLP, on October 30, 2008, the members of the Board of Directors of the
Association duly serving as of the date of the adoption of this amendment to the By-
Laws, shall continue to serve on an interim basis, at the pleasure of the Declarant, until
the earlier of (i) the date of the closing of a sale of the Declarant's assets to a third party
developer pursuant to section 363 of the Bankruptcy Code or (ii) the date the
Declarant's chapter 11 case is dismissed. At the happening of the earlier of these two
events, the Declarant will immediately appoint a new Board of Directors per the
Association Bylaws or will allow the Interim Board appointed on October 27, 2009 to
serve until a new Board of Directors is in place pursuant to the Association Bylaws in
effect prior to the date of this Amendment.

(b) Notwithstanding any provision in the Declaration, these By-Laws or any


other agreement to the contrary, the members of the Board of Directors of the
Association who were appointed by the Declarant on October 27, 2009 to serve on the
Board shall not be liable or responsible in any way for any actions, errors, or omissions
by any prior members of the Board of Directors of the Association.
IV. Letter to CHPOA Members Announcing Interim Board - Michelle Deis
read the draft of the letter to be mailed to CHPOA members (property owners). The
Board discussed minor changes to the letter and suggestions for the contact
information request to be mailed with the letter. The Board discussed creating a
CHPOA member directory from the property owner contact information requested.
Michelle Deis agreed to contact Jeanette Jones at AIMS to discuss the mailing of the
letter.

V. CHPOA Website - Paul Gommo stated that the CHPOA needs someone to
manage the official CHPOA website at http://cumberlandharbour-poa.org . Michelle
Deis agreed that, as the CHPOA Secretary, she will manage the website since she will
be posting the Board meetings’ Minutes on the site. Michelle Deis will also post
other information of importance to CHPOA members on this website. The Board also
discussed the need for a password protected secure website so that Board and
property owner information could be private from the public. The Board will be
investigating options for the CHPOA website.

VI. Documents from AIMS – The Board discussed the documents that should
be requested from AIMS so that the Board may have an understanding of the CHPOA
contracts and financial situation. Paul Gommo agreed to contact Jeanette Jones at
AIMS and request copies of insurance and service contracts, current financial and
audit documents, assessment records, and prior Board meeting minutes. The Board
unanimously agreed that effective immediately all payables and disbursements will
need to be submitted to the Interim Board with a matching invoice for Board approval
prior to payment. As Treasurer, Bernie Huber was designated as the Board member to
collect weekly financial and payable information from AIMS.

VII. Transition from Previous Board – Paul Gommo discussed that he has had
phone conversations with several prior Board members in an effort to accommodate a
smooth transition to the Interim Board. Several previous Board members have
offered their assistance in this transition. Paul Gommo will continue to serve as the
liaison between the Interim Board and the previous Board members.

VIII. Design Review Board Vacancy - Bernie Huber stated that Joe Gregory, the
Chairperson of the DRB, contacted him about the procedure to fill a present vacancy
on the DRB. The Board unanimously agreed that the DRB should choose the
property owner to fill the vacant position and that Joe Gregory should then contact
Mark Rogers, who, as the Administrative Officer for the Declarant, must approve the
selection.

IX. Landscaping Committee – The Board discussed its desire to maintain the
present CHPOA Landscaping Committee members, as well as any other present
CHPOA committees. Bernie Huber agreed to contact the present members of the
Landscaping Committee to inform them of the Board’s desire that they maintain their
positions.
X. Next Meeting - The Board agreed that the next meeting will be November
5, 2009 at 9:30 a.m. by conference call. Paul Gommo adjourned the meeting.

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