And for now . . .

As we anxiously await an announcement from the board that the trademark agreement with Big Canoe Brokerage has been executed, complacency can easily set in when in actuality nothing else has really changed.

We still coexist in a community governed by an elected leadership committed to secrecy and a view that the property owners have a very limited “right to know”. And maybe that is acceptable to some or most. And maybe it is not. Either way, what follows are discussions and facts on a myriad of other subjects as promised. This writer will attempt to opine as little as possible thus allowing independent thought.

But first, exactly what are we buying? . . .

For those interested, according to the U. S. Patent & Trademark Office, (1) Big Canoe Brokerage owns a number of trademarks that include the “Big Canoe” name, three canoe logo, “canoe life” and even “Big Canoe Realty”. When recently asked which trademarks were included in the purchase agreement, the POA President responded, albeit politely, that those details would only be disclosed to the community once the agreement was inked.

As a result of the March 1^st meeting organized by the property owners, we now know the agreed upon price of $400k along with most of the terms and conditions of the agreement, but it seems we must now wait and see what it is that we are actually buying.

An illegal vote by proxy . . .

And as was to be expected, these property owner meetings and trademark negotiations spurred a flurry of both closed and executive session meetings of the Board of Directors on February 28^th, March 1^st and March 3^rd.

However, with an apparent lack of knowledge of recent changes to Georgia Code No. 14-3-824, the POA President gave the POA secretary proxy to vote in his absence at the March 3^rd, 2025 closed door meeting which went into executive session from 9:17 through 11:55 a.m. These changes to Georgia Code which went into effect July of 2023, state that “no director shall vote by proxy at a meeting of the board of directors”.

Regardless, one might ask why a director would even wish to give his/her proxy to vote?

Note: It is obviously unknown what votes might have also taken place that included the President’s proxy in that lengthy executive session. Further, it is unknown if proxies were granted in the February 28^th and March 1^st executive sessions as those minutes are not public.

About that $15 million Wells Fargo credit line . . .

According to the POA Treasurer’s presentation at the February 27^th board meeting, the Wells Fargo credit line will be fully drawn prior to its May 2025 maturity. Since the clubhouse renovation will not be completed at that time, this will be accomplished by submitting paid invoices for capital expenditures on real property incurred as far back as May 2022 (inception of the loan). Proceeds of those draws will be placed in an interest bearing account to be used later to complete the clubhouse renovation and/or apply to repairs to Lake Petit dam.

More secrecy . . .

As referenced on this site previously, no balance sheet much less a complete financial package has been posted to the POA website since November 2024. Further, without access to current financial information, it is difficult to determine even the most basic of information such as the Association’s level of debt and outstanding balances. After being repeatedly asked via Ask the POA, it was finally learned that the outstanding balance on the Wells Fargo credit line stood at $7.14 million on January 31^st with $1.94 million of that balance attributed to the clubhouse renovation. (2)  AskThePOA Response#16410   Most importantly, that means that $5.73 million remains to be used for the renovation leaving only approximately $2 million available for the board’s latest Lake Petit Dam price tag of $11.1 million. (3)

And even though this writer copied the back and forth to each member of the board, the Director of Finance refused to disclose the current balance on the line or any information regarding the additional draws on the loan since January 31^st.

It is difficult to understand why that information would be secret.

The Director of Finance instead advised that all property owners must wait until the March 27^th board meeting to be provided any information regarding the February draws. (2) AskThePOA Response#16410 

Note: Given that the previous POA Treasurer has refused to provide a copy of the cash flow projection model, (4) one might wonder where the remaining millions will be found to make the repairs to Lake Petit dam.

Without a trace . . .

For the record. Although the POA President has assured the community that all draws against the line would be approved by the board, there is no reference to any acknowledgment and/or approval of the draws against the Wells Fargo credit line that were made in January 2025 much less those alluded to by the Director of Finance in February and early March. (2)

Kitchen equipment purchase . . .

Meanwhile, the Association has apparently entered into some type of credit arrangement for new clubhouse kitchen equipment as demonstrated by the eleven page UCC Financing Statement filed by Ed Don Company on February 24^th, 2025. It is unknown if this is a temporary arrangement with the distributor or some other long term agreement.

Regardless, one must wonder why the Association chose to enter into an additional credit arrangement for clubhouse kitchen equipment rather than access the Wells Fargo credit line or utilize current capital funds.

Note: As stated in a previous post on this site, it was questioned why the clubhouse kitchen upgrades were not included in the cost of the renovation. Further, the kitchen was completely upgraded in March 2020 at a total cost of $275k and an assigned useful life of fifteen years (5) which will likely require a significant write down if replaced.

And as always, there’s our water . . .

After the board’s announcement of the details of a settlement with Utilities, Inc. of Georgia at the December Town Hall meeting, still no evidence can be found of any recorded documents as have been described. Even after the POA President’s AskThePOA Response#15651 (6) to this writer on January 7^th, still nothing.

Could it be that the POA and UIG have encountered a problem with the Georgia DNR as predicted in a previous post on this site? (7)

It’s certainly beginning to look that way.

In fact, could it be that the POA’s agreement to release the Trust Deed to UIG not only circumvented the required beneficiary vote but also violated Georgia DNR requirements for maintaining a sewage collection system?

Note: Minutes from the February 17^th closed door board meeting indicate that the SLOA might still be under review.

And finally, some older news . . .

A quick perusal of the Association’s now published 2023 tax return found no reference to the employment and salary attributed to a recently departed director’s son as the Association’s executive chef. (8) This disclosure as a potential conflict of interest is required according to IRS instructions.

Note: Information regarding relatives of two other directors with salaries substantially less than that presumed of an executive chef were included.

When questioned, the Director of Finance properly ran the omission by the POA accountants, Mauldin & Jenkins, who opined that the omission was not material and did not warrant the filing of an amended return. One might wonder what if anything the accountants consider material given the additional omissions of any reference to the trademark issue or estimated costs of repairs to Lake Petit dam in their last audited financial statement. (9)

Note: To be fair, as for the trademark and/or Lake Petit dam repairs, it is unknown if the board and/or management failed to inform Mauldin & Jenkins of those issues or if M&J chose to omit their disclosure as a subsequent event.

Additional note: The 990 (non-profit tax return) is ordinarily due May 15^th of each year. However, this deadline has customarily been extended six months to November 15^th in accordance with the terms of the accountant’s engagement with the Association.

In closing, one random thought . . .

Perhaps it might be money well spent to actually contract our accounting services to be completed in a more reasonable time frame rather than granting the firm an extension in order to obtain a discount.

Perhaps a discounted arrangement produces a discounted result.

. . . . .

If you believe the information contained on this site is important, please continue to share and pass it on. And as always, feel free to contact me at thepcrosses@gmail.com for questions or further discussion. Meanwhile, take care and stay safe.

Patricia Cross

10438 Big Canoe

References:

1)   U. S. Patent & Trademark Office, https://tmsearch.uspto.gov/search/search

2)   AskThePOA Response#16410  

3)    Lake Petit Dam price tag as presented at the February 27^th, 2025 open board meeting.

4)   AskThePOA Response #13965

5)  2021 Reserve Management Plan, pg. 32 – No login required

6)   AskThePOA Response#15651 

7)   “What have they done?”, January 10^th, 2025, bcmatters.org,

https://bcmatters.org/what-have-they-done/

8)   2023 990 Tax Return, Schedule L, Part IV (POAwebsite>login>POA>financials>AuditedFinancials>2023>990)

9)   2023 Audited Financial Statement, dated June 27^th, 2024, by Mauldin and Jenkins, (POAwebsite>login>POA>financials>AuditedFinancials>2023)