Legal and Compliance Committee Charter

I TITLE: LEGAL AND COMPLIANCE COMMITTEE CHARTER

II COMPOSITION:

A.       The Committee will be composed of not less than five (5) nor more than (7) voting members and as many alternates and/or advisors as requested by the Chair. Alternates may be considered voting members at a particular meeting when so appointed by the Chair to replace any voting member who is absent from that meeting. A majority of the members shall constitute a quorum. No absentee or proxy voting is allowed. A member of the Board may serve on the Committee as Board Liaison without voting privileges. A tenant of the community may serve only as an advisor without vote, in accordance with the Association’s Bylaws. No person shall serve on more than one standing committee of the Association reporting directly to the Board of Directors. Two family members or husband/wife may not serve together on the same standing committee.

B.         CHAIR: To be elected by the Committee members.

C.        VICE CHAIR: To be elected by the Committee members or, in the absence      of a vote, may be appointed by the Chair.

D.       SECRETARY : To be elected by the Committee members or, in the absence of a vote, may be appointed by the Chair.

E.         CLERK: The Committee shall be provided a Clerk at the expense of the Association, but such Clerk shall not be a member of the Committee.

III TENURE: The Committee membership shall begin on May l and end on April 30 of the following year at the discretion of the Board. No voting member shall serve more than (3) consecutive years unless a qualified volunteer cannot be found. Vacancies will be filled in accordance with LOWA Bylaws. A list of proposed members will be submitted to the Vice President of the Board of Directors each April by the Committee Chair.

Any members of the Committee who are consistent in their failure to attend Committee meetings may be removed for cause on petition to the LOWA Board of Directors by the Committee Chair.

IV AUTHORITY: The Committee functions as advisory to the Board of Directors, and has only that specific authority granted to it by the Board to accomplish action on projects requested by the Board. Under no circumstances shall the committee Chair or any member of the committee give direction to any LOWA personnel (or security personnel) in dealing with committee matters. Primary contact for information gathering purposes shall be the General Manager. No personal gain shall accrue from service on a LOWA committee. Any member violating these guidelines shall be removed from the committee.

V REPORTS TO:

A. The Board of Directors. The Committee shall submit a copy of all its minutes to the Board of Directors and the General Manager. Verbal reports will be made at Board of Directors meetings. A brief annual report of the Committee’s activities during the preceding year shall be submitted to the Board of Directors by August 1 of each year.

B. The Accountant of the Association respecting penalties imposed.

VI RELATIONSHIP:

A. Outside Contact:

1. Counsel or Government Representatives: Contact with LOWA general counsel, any government representative, or other agency on official LOWA business must have prior approval of the General Manager.

VII RESPONSIBILITIES:

A.        The Legal and Compliance Committee shall constitute the agency of the Board of Directors which shall initially hear and resolve all allegations of violations of rules of conduct at the Lake of the Woods for which the prescribed fine or penalty has not been paid or discharged by the person accused of such violation.

B.         The Committee shall hold hearings and reach decisions for:

1.         At the request of the issuing Security officer, the General Manager or when applicable the Environmental Control Committee inspector, for dismissal of an issued violation, only the Legal and Compliance Committee, by majority vote, may cause the dismissal of said citation, and the decision of the Legal and Compliance Committee, whether guilty, not guilty or the dismissal of any written citation, can be appealed to the Board of Directors of LOWA.

a.         The Legal and Compliance Committee is primarily responsible to hear and resolve all allegations of violations of LOWA Restrictive Covenants and LOWA Regulations and as such should be the only authority for the dismissal of citations for violations of LOWA Restrictive Covenants and LOWA Regulations.

2.         Any other matter involving legal or compliance which may be referred to the Committee by the Board, including violations of ordinances, policies, contracts or infractions of procedures not covered by rules and regulations.

3.         All meetings of the Committee shall be open, provided that the Committee may convene in executive or closed session for a period during any meeting at which all persons other than members of the Committee may be excluded. Such executive sessions may be convened only to consult with legal counsel, consider matters involving violations of covenants or regulations, and consider personnel matters. No votes taken in executive session shall be effective unless subsequently confirmed by votes in open session. The minutes of meetings shall reflect the motion to enter and leave executive session and the purpose for the executive session.

THIS CHARTER BECOMES EFFECTIVE UPON APPROVAL BY THE BOARD OF DIRECTORS.

BOARD APPROVED: February 1, 1997

Revised: January 1, 2002

Revised: January 20, 2002

Revised: November 2, 2002

Revised: April 5, 2003

Revised: August 7, 2004

Revised: January 7, 2006

ADDENDUM: LEGAL & COMPLIANCE

Docketing cases and order of hearings:

A. A docket shall be set up by the Clerk of the Committee for each case filed with the Committee and that case shall be entered upon the Committee’s hearing calendar for hearing in the order of such docketing. The Committee Chair may, however, modify the order of hearings for good cause, including the convenience of the parties involved. The docket of each case shall be maintained for five (5) years by the Clerk and shall show the nature of the case, the disposition thereof, the reasons for such disposition and compliance or non-compliance by the party involved. Each such docket may, on authorization by the Committee Chair, be made available for inspection by any interested party.

B. In each instance where the Committee imposes a penalty upon an individual for violation of a Restrictive Covenant or a Rule or Regulation, notice thereof shall be given to the Accountant of the Association and the penalty shall be entered of the Association’s records as a charge against that individual until paid or discharged.

C. Any person found guilty by the Committee of a violation of the Association Restrictive Covenants and Rules and Regulations or other legal matters will be informed personally, or in writing, by the Committee Chair that the action taken by the LCC may be appealed to the Board of Directors if, and only if, the person found guilty of a violation has appeared personally or by counsel before the LCC when the case was heard by that body on the date set in the notice of hearing. Those who do not appear for the hearing shall forfeit their right of appeal. The request for such an appeal must be submitted in writing to the President, LOWA Board of Directors, and received within 10 days of the date the hearing on the violation was held by the LCC.

D. On request, the Committee may issue a Variance to an Association Rule or Regulations when the Committee considers such Variance prudent and not contrary to the best interest of the Association or any of its membership. Notification of such Variance, and conditions included therein, will be made to the President of LOWA and other appropriate LOWA authorities. The disposition of any such case by the Committee, or a panel thereof, may, however, be appealed to the Board of Directors by any person and may take the form of a simple letter addressed to the President of LOWA. The Board will thereupon hear such appeal in accordance with standard procedures.