A crowd gathered for the July 9 meeting of the Westchase Community Association (WCA) Board of Directors, held via Zoom.
In addition to the seven WCA Directors and association managers, three WOW Board members were present, a number of former WCA directors and a half dozen other residents. One resident attended for a fine appeal.
Kicking off the Resident Forum was WCA Director Ruben Collazo stated, “First of all I want welcome all the listeners who are hear at my invitation,” Collazo said. “I think you’re going to see everything we’re discussing brought into the open.”
After citing his two decades of volunteering with the association, Collazo focused on his most recent 2017-2019 stint as WCA president. “In those two years I learned that WOW was one of the most unaccountable and least transparent organizations,” said Collazo, who said he met with the WOW Board three or four times to voice his complaints, which he stated WOW Publisher Chris Barrett had inaccurately described as “secret meetings.”
Collazo inquired why the WOW Board had never bid out the publisher’s contract and demanded residents be given equal access to the magazine’s paid positions. “Why has the WOW Board allowed this to happen?” he challenged.
Collazo also inquired why the WCA liaison to the WOW Board, most recently WCA Directors Keith Heinemann and Heather Greeley-Hessefort, didn’t share WOW’s financial information with the WCA Board. That position is known as the WOW Member. Collazo added that the WCA Board, which he argued represented the WOW Member rather than the individual director the board selected to serve in the role, should have the right to request any information it wanted. He added the board didn’t even have the WOW’s Bylaws.
West Park Village resident Svetlana Marinskaya then spoke. Stating she had been a homeowner since 1999, Marinskaya cited environmental issues and stated she saw no value in printed distribution of WOW and asked to opt out of its distribution to her home. “I consider it a huge waste,” she said.
WCA President Shawn Yesner responded, “I don’t know that we have control over distribution of the WOW.” He cited the administrative challenges of tracking homeowners who opt out and added the magazine carried the association’s legal notices.
Responding to Yesner, Marinskaya said, “I don’t find your answer satisfactory.”
The day following the meeting, Yesner emailed Marinskaya and cited the Westchase Covenants Conditions and Restrictions as requiring homeowners to be notified by Westchase’s newsletter. He added the WCA currently uses the WOW at no cost and establishing its own newsletter would add costs to the association its homeowners.
With no other residents speaking during the forum, directors began their business meeting, with the WOW report agenda item starting the meeting at Collazo’s request. WCA Director Greeley-Hessefort, as the WOW Member, briefed directors on the WOW board’s most recent meeting, where she appointed three WOW board members. “The financials were reviewed, as they are at every meeting,” she stated.
Tackling what she called some recently answered questions, Greeley-Hessefort stated that WOW is a 501(c)3 organization , adding, “There is no requirement for a 501c3 to hold open meetings.” She added that WOW is not a government entity like the HOA and receives no funds from Westchase nor is there a requirement that its board bid out contracts. She added the WCA’s representative, the WOW Member, attends every WOW meeting. “The WOW financials are reviewed at every meeting,” she emphasized. She added that as a 501c3 organization, WOW’s tax information is available to the public from the IRS.
“I have several questions for you, Heather,” said Collazo, asking her where she got her job description from and asking the same of former WOW Member Keith Heinemann.
Greeley-Hessefort responded, “There is no written job description as you know.”
Stating the WOW liaison should have to share WOW’s financial information with the other members of the WCA Board, Collazo asked Greeley-Hessefort if the WOW Board had forced her to sign a non-disclosure agreement.
“I did not,” responded Greeley-Hessefort. “That’s kind of ridiculous that you’re saying that.”
Referring to what Collazo referred to as “a veil of confidentiality,” Greeley-Hessefort stated, “I’m not sure what you mean by that.”
WCA Director Eric Holt pressed, “Is there a question about the [WOW] member not being given the documents from WOW?”
Heinemann responded, “I had access to them.” He added he had a copy of the Bylaws and was regularly briefed at WOW Board meetings. Referring to an incident where the WOW Board decided to fire an auditor because it lacked state licensure, Heinemann added, “I certainly believe everyone was briefed about that.”
Holt asked, “Is there some dispute about the association having access to those documents?”
Greeley-Hessefort stated that in the year she had served as WOW Member, “I haven’t seen any formal requests from the [WCA] board… I haven’t seen any request from the board for any documents.”
When Holt asked, “Am I correct in assuming we do have access?”
WCA President Shawn Yesner stated that WOW President Jon Stein had assured him that if the WCA board wanted to any information from WOW, the WOW Board would gladly consider the request with a WCA Board motion.
Yesner added that if Collazo wanted information, he was free to make a motion.
Citing an opinion the WCA had received about WOW’s structure from the association’s attorney, Director Dale Sells said, “My understanding is there is Chinese firewall between us and the WOW and that is as much for our protection as it is for WOW.” He added, “We appoint the board. Otherwise they operate independently.”
Sells added he had always been fascinated by why some board members felt the need to get the WOW’s information. “We have no skin in the game.”
Collazo insisted the lawyer should craft a detailed job description for WOW Member, which he again argued was the entire WCA Board and not just one director. “I think any WCA board member should be able to ask the WOW Member and get the information.”
Yesner added that Sells’ description of the firewall between the WCA and WOW accurately matched the WCA lawyer’s description of the relationship between the entities.
Collazo reiterated that the WOW Publisher position should be made available to all residents.
“I believe that’s up to the WOW Board,” said Yesner. Again stating that Collazo was welcome to make a motion to see if his position was supported by the rest of the WCA Directors, Yesner speculated that, like the WCA board does when they keep vendors they are happy with, perhaps the WOW Board was happy with Barrett’s performance.
Association Manager Debbie Sainz stated she would forward copies of the WCA attorney’s opinions on the WCA-WOW relationship to all board members. Stating she had a copy of WOW’s Bylaws, Sainz read from them to clarify that that the WOW Member was the WCA president or another individual the board may appoint.
Ultimately Collazo’s motion to have the WCA attorney craft a detailed description of the WOW Member’s responsibilities failed 3-4, with only Collazo, Sells and Heinemann voting in favor.
After Yesner asked if there were any other issues related to WOW and no further motions were made, the board moved on to other business.
After Association Manager Debbie Sainz briefly touched on the financial impact of cancelling summer programs saying revenue and declines in expenses were close to cancelling out, the board heard a fine appeal for a homeowner’s roof repair. The owner stated a tarp had remained on the roof because of his insurance company’s stalling but he had paid for the repair out of his own pocket. Directors ultimately voted unanimously to waive all the fine but $100 to cover the association’s costs.
Directors also unanimously approved Covenants Committee Chair Charles Stephens’ recommendation that Karen Diaz, a resident since 2001, be appointed to a vacancy on that committee.
GAC Chair Eric Holt requested support for sending Hillsborough County’s disaster planning pamphlet and information about a TECO leasing program for generators to residents via email, perhaps with the assistance of VMs. The board voted unanimously in support.
Director Sells, who also serves as Modification Committee Chair, stated. “I would like to say how much I appreciate the five other members of my committee.” Stating they met in person twice monthly, sitting in a socially distant fashion and wearing face masks, he said, “We’re hitting some 30-some mods in every meeting.” He added, “I’m so proud of those folks who are on the committee and doing what Westchase needs done.”
Added Yesner, “I’ll echo what a good job the Mod Committee is doing and all the committees.”
Holt, also chair of the Nominating Committee, which is responsible for recruiting candidates and running September’s board elections, said he was grateful for the assistance of Greeley-Hessefort and Bennington’s Russ Crooks. He stated it was likely that board elections will be done via Zoom. “In researching in statutes there is nothing that suggests we can’t hold electronic election,” he said.
After directors unanimously voted to appoint Crooks to the Nominating Committee, Holt inquired of the current board incumbents who would be running again. “I will officially throw my hat in the ring and say I will run again,” said Yesner.
Collazo asked Holt to contact him individually and the other two board incumbents whose seats are up for election – Michele DelSordo and Keith Heinemann – remained silent.
Turning to the manager’s report, Sainz announced recent rehab work on the WCA office building. “We just got our office fully painted. We have the furniture at the front desk put in.”
Yesner stated he authorized staff to donate the old furniture to a school.
After directors voted unanimously to impose their monthly list of fines for unresolved deed restrictions, Yesner brought up whether the board wished to continue or discontinue the current vending machine contract, given the recent lack of service to the machines and the fact that it appeared to be eating money. “Do we want vending machines or do we not want vending machines?”
Sainz added the percentage from sales the association received, 15 percent, netted the association seven or eight dollars every three months.
After directors briefly discussed replacing existing fountains with ones with water bottle filling stations to ensure water to pool visitors, directors unanimously voted to end the vending contract.
Closing the meeting, directors reviewed rates charged to Early Bird Swimmers. Sainz announced that in order to get a lifeguard to show up early, current rates for residents would have to rise $10 and non-residents would more than double to $72, given the group’s number of swimmers. Sainz said that three non-residents stated they would decline to participate further.
Director Collazo recommended the board move on, ending the program.
“We can’t make that work,” said program participant Katie Hammond of the rate increase. “We’ll just find a new place to swim.”
“Me personally, I’m sorry,” said Yesner to Hammond. “I still don’t think this is the end of the conversation if the Early Bird Swimmers can grow,” he said, suggesting the board could reconsider if more swimmers came forward.
Directors adjourned at 8:20 p.m.
On Sunday, July 11, Director Collazo, citing upcoming hip surgery, the adoption of a dog and a desire to focus on his family, resigned from the WCA Board and from his position as Voting Member of The Shires. WCA President Shawn Yesner responded, “I thank Ruben for all he has done for Westchase which, I believe, spans longer than when my residency began in March 2011. I appreciate Ruben’s longevity on the Board to be the voice of history when the board needed guidance on how previous boards to similar community questions. Ruben’s intelligence, service, and historical perspective on the board will be missed.”
By Chris Barrett, Publisher
EDITOR’S NOTE: Mr. Collazo’s second quote has been changed since this article first appeared. The word “unresponsive,” which appeared in the original quote that was reported here, was changed to “least transparent” at his request. The editor regrets the error.
How Is WOW Structured?
Recent comments by a single WCA Director have raised questions about WOW’s ownership structure and responsibilities for disclosure.
This article is meant to help clarify and correct any misconceptions.
The Westchase Community Association (WCA) is a non-profit corporation whose shareholders (owners) consist of all Westchase homeowners. The WCA assesses its shareholders every year to pay for HOA costs. Under state laws governing HOAs, the association’s board of directors must do its business in public meetings open to all shareholders with very narrow exceptions. Shareholders also have the right to see any of the association’s financial documents and even board email communication at any time.
In contrast, WOW is a separate, independent 501(c)3 charitable organization. It has no shareholders. Like all 501(c)3 organizations, it is not owned by any entity, including the WCA or Westchase homeowners. WOW receives no financial support from the association, the Westchase CDD or Westchase homeowners. WOW’s funds are solely and independently raised from revenue from its advertising, promotions and sponsorships for the charitable events it holds.
All 501(c)3 organizations have to follow federal laws regarding their operation and all 501(c)3 organization’s basic financial information and tax records are available for public viewing from the IRS. WOW’s policies are made by its board of directors, five resident volunteers. WOW follows standard 501(c)3 procedures and laws in the way in conducts its board meetings and financial reporting.
When WOW was established, its structure and bylaws were created to establish a legal firewall between the WCA and the WOW to protect both entities and Westchase homeowners. The sole right and responsibility the WCA has regarding the WOW is that its board names a single representative, called the WOW Member, who appoints and can remove the members of the WOW Board. While WOW has no legal obligation to report financial information or open its board meetings to the WCA, as a courtesy, WOW has always shared any requested financial information with the WOW Member and has welcomed him or her to attend all WOW Board meetings. For at least the last seven years, a WCA Board member has attended nearly every WOW Board meeting.
This limited WCA role establishes a legal firewall that is designed to allow WOW staff to report on the WCA Board and other Westchase matters without fear of editorial interference or intimidation from members of the WCA Board. In turn, the WCA’s long respected practice of not interjecting itself into the management of WOW, the editorial content of the magazine or the hiring or termination of WOW staff protects the WCA and Westchase homeowners from becoming party to any lawsuit that may arise out of WOW’s publication activities or charitable events. Lawyers hired by both the WCA and WOW have repeatedly emphasized the importance of respecting this firewall for the protection of WOW, the WCA and Westchase homeowners.
Any Westchase homeowner in good standing is eligible for appointment to WOW’s volunteer board, whose terms are two years. As a non-profit charity, WOW donates revenues beyond expenses each year to local school, charities and scholarships. Most recently, in June, WOW awarded $8,000 in college scholarships to Westchase residents. Since 2004, WOW has presented over $1 million in donations to local charities and our schools, where WOW has donated entire computer labs. Through its annual charitable race and food drive, WOW has donated an additional $338,000 to local Title I schools since 2002 and assists Metropolitan Ministries with the largest community food drive in all of Tampa Bay.
By Chris Barrett, Publisher