Minutes of the Annual Meeting

of

The Waters On Lake Anna Homeowner’s Association, Inc.

May 24, 2008

The Annual Meeting of The Waters On Lake Anna Homeowner’s Association (TWOLAHOA), Inc., was held at The Waters On Lake Anna (TWOLA) Subdivision in Mineral, Virginia on May 24, 2008, pursuant to notice.

The Chairman called the meeting to order at 10:02 am. The Chairman asked members of the Board to introduce themselves. Roll Call of the Board was requested by the Chairman. The following Directors were present at Roll Call: Director Steve Boston, Director Sammy Dejban, Director Anthony Hill, Director Sam Owen, Director Joe Perez, Director Jess Reed, and Director Sherrie Smith. Director Judd Wright arrived at 10:30 am.

The Minutes of the previous meeting of the Board of Directors having been previously distributed for perusal by the Board, the Chairman asked if there were any corrections to the minutes. The Secretary noted that, at one place in the minutes, the month of the April meeting had been incorrectly entered. The Secretary noted that Director Sammy Dejban had informed him that comments made during the discussion of the Annual Assessment had been omitted. The omitted comments were read; there was discussion among the Directors. Director Sammy Dejban made the motion to add the statement, as read by the secretary, to the minutes of the 24 April Meeting of the Board of Directors. The motion was seconded by President, Joe Perez. The motion carried.

Secretary, Sam Owen, made the motion to approve the minutes of the 24 April Meeting of the Board of Directors with corrections. The motion was seconded by Director Sammy Dejban. The motion carried.

Treasurer’s Report:

The Treasurer presented Inflows and Outflows and current balance. Director Sam Owen made a motion to accept the Treasurer’s report as presented. The motion was seconded by President, Joe Perez. The Motion Carried. The May 2008 Treasurer’s Report is attached to these Minutes.

The Chairman acknowledged the efforts of the Board over the previous year and mentioned the general problems that the Board had had to deal with including developer holdovers, property owner issues, difficult financial decisions, and such.

The Chairman then yielded the floor to the President. The President introduced Gary Claveloux, the Property Manager. The President gave a brief biography of Mr. Claveloux.

The President presented several accomplishments of the Board including:

• Installation of the Gate at the boat ramp for added security

• The website on the Internet with Mr. John Decker as the webmaster

• The community dock improvements of lights and reflectors added per Virginia code and exceeding current requirements.

The President called the members’ attention to those documents available to them at the meeting. The President listed the documents by name explained the content of each one.

The President discussed problems within the community including usage of porta-johns, and tent camping on unimproved lots. The President explained how the Board of Directors had developed violation procedures for such.

The President presented the progress being made with regard to the planned Dredging Project. He informed the members that, currently, the only contract entered into was one to put in place all the approvals and permits needed to begin a dredging effort.

The beach area at Common Area D was described. Some future development plans for that area were also presented.

The President talked about the raising of annual assessments. President explained how the Board had looked at depreciation schedules of capital items and replacement schedule and cost of other items. He noted that cash outflows and inflows had also been studied to make a decision about the annual assessment. The President talked about the schedule of funding levels for depreciation, inflows, outflows, reserve and so forth as developed by the Chairman, Jess Reed.

Member, Joe Cline, asked about the five-year increase shown on the handout chart. He stated he felt we were low-balling this year with the chart showing increases needed in following years. The Chairman explained that the Board’s decision was based on asking members to pay what was needed with anticipation of higher assessments required next year and years following.

A member did not think we would be prepared to replace the clubhouse next year if a tornado struck.

Director Steve Boston asked the secretary to read comments from the last meeting pointing out that the Board had discussed at length what increase would work for the community.

A member, Peter Walther, clarified the Capital Replacement versus Capital Improvement schedules,

A member commented that no one believed it would remain 200 or $300 per year. The member said he would prefer to raise it to $600 or more and to do so incrementally.

Another member, John Decker, asked that the Board continue to show where the funds from the increase were being used or being spent or planned to be spent.

The Treasurer explained the process used by the BOD for determining the depreciation schedule.

A member said that her property was an investment only and doesn’t like to think about paying increased assessments and then selling her lot without benefitting from any of the increases.

A member, Ken Plotz, sees that the Board is struggling but wishes the assessments to remain low.

The Chairman explained the long-term agony of determining what assessments will be later saying that if the amounts are small now they will be significantly larger later on. If we increase the amounts now, there will be fewer and smaller increases later.

A member complained that they don’t have a house and should not have to pay as much as those who have houses. The member added that they did not use the facilities nor plan to.

Another member added that it is important to keep the community operating. The member added that the Board should be accurate with the numbers and get the funds that are reasonable to do what’s needed.

Another member added that they think the lot sales will go up and more money will come in. Other members and the Board informed that member that there are no more lots for sale by the developer; they have all been sold

A member asked if the dredging is really needed now that the water level is up. The Board responded, “Yes!” The need for dredging is based upon what is known as “pond level” which changes with conditions at the power plant, with seasons, and with the climate.

A member asked about the lifespan of dredging. David Smith Assistant Chairman of the Dredging Committee explained that, currently, sediment accumulation is a non-problem, but the poor quality of the original dredge necessitates the dredging project be accomplished as soon as possible.

A member stated that they wanted to keep the $500 assessment as proposed by the Board and raise it as needed.

A member was concerned about having to pay for dredging of the slips that are owned. The President explained that dredging the Main Channels will be our first phase of the actual dredging since the Main Channels involve all members’ access. The member agreed and said that they understood this. The President explained that the slip issue, as far as who is responsible to pay for dredging the slips, is undecided at present.

A member said that the pond level has gone low two times in the past few years. The member asked about going deeper with the dredging to account for such situations. David Smith of the dredging committee explained the cost aspects of going deeper and described why five feet as the maximum depth of dredging is the recommended depth.

A member, George Lear, referenced the fact that only the permitting process has been started. He referred to the five-year financial chart explaining that we are not accruing any dollars toward the cost of the actual dredging.

Another member, Peter Walther, had two comments to make the first relating to unimproved lots. He asked that all owners of unimproved lots remember that their lot value goes up as we do capital improvements within the community. His second comment was to keep the assessments at $500 for a year and use one time, Special Assessments, for capital improvements as a suggested manner of achieving our financial goals.

Another member added that if we do a one-time assessment we should try using the September timeframe when people’s financial situations are less affected. The member also suggested splitting the assessment collection into quarterly payments. Another member asked about monthly payments.

The President added that any members who have ideas on how to do the assessments should contact the Board by e-mail.

A member, Mike Greene. said that he was concerned over a drought which might last longer than before causing a serious low-water situation.

The Chairman added that we are only in the permitting process at present.

Another member asked if we could send money at any time to pay their assessments. . . for example monthly. The Chairman replied that collections were a tough process and we would look at other options than a single annual payment.

A member asked, in case there was a natural disaster or other calamity, were we looking at insurance coverage regularly to take care of our infrastructure.

A member David Smith praised the Board for being frugal and accurate in the handling of everyone’s financial assessments.

The Chairman asked if there could be a quick show of hands related to assessments. He asked how many members would prefer to keep the assessments at the current proposed level of $500 per year – 31. He asked how many members would prefer to go as high as $700 and got 17 hands.

Another member stated how about $100 or $200 or $300 or such?

The President said he understood the amount of concern about assessments. He said that, speaking as a homeowner with a long commute each day and given the economy, gas prices, food prices, and increased cost of almost everything, that he would prefer incremental increases every year so that we would be ready in 2011 for the requirements that would be needed in terms of money in our accounts.

Member, John Decker, asked if we were changing the $500 per year assessment already voted on by the Board. The Board responded, “No.”

The Treasurer said that the hits on our economy will affect everything that the Board does in the community.

A member asked if the barn on Dixie Way had been considered for removal. The owner of the barn spoke up and said that it was covered in the covenants. The owner said that it was her property, and she had no intention of removing the barn.

Director Steve Boston reminded everyone that the monthly meetings are open to the members and that the Board is always available by phone call or e-mail.

The Chairman asked for additional comments.

Member Joe Cline asked for a Porta-John at the common area especially for the benefit of those with small children. The Board replied that the problems with the Porta-Johns are odor!

The Board continued saying that members should use the meetings of the Board as one vehicle to make their ideas known.

Director Steve Boston asked that members use e-mail, phone, etc. to contact the Board about any concerns comments or suggestions.

The President said, moving forward, that all the members of the Board are available for contact about anything that concerns the membership.

A member asked if it was possible to do a phone tree for power outages and such emergencies. The President responded that the Board would look into that.

The President discussed the fact that the community name change from the “Waters At Lake Anna” to “The Waters On Lake Anna” was in process.

The President informed all that the Coast Guard would be providing free boat inspections at the community clubhouse on June 21 at 10 AM.

A member asked if there was policing on the lake for safety and other boating infractions. The Board responded, “Yes!”

The President shared that the Board had been improving the beach area at Common Area D off Hemlock Loop. The President also said that they would be community events at The Beach and asked the members to send ideas for such. He said that the first scheduled event was a “Star Gazing at The Beach” August 15 beginning at 5 PM.

The Chairman then took charge of the meeting and called for the election of Directors to proceed. Those members previously seeking nomination were asked if they would like to address the members: Jesse Beard, George Lear, and Sam Safaeian.

The Chairman then said that nominations would be entertained from the floor. Jesse Beard, George Lear, and Sam Safaeian were all nominated from the floor and accepted their nominations. Director Sherrie Smith nominated member Peter Walther who accepted the nomination.

Member Jim Edgington said he would like to thank those members retiring from the Board for their efforts, service, and contributions.

Director Sam Owen nominated Mike Green who declined the nomination.

The Chairman then asked if there were any additional nominations. As there were none, the Chairman declared that the floor was closed for additional nominations.

The Chairman then directed all members to fill out and turn in their ballots.

The Chairman then made the motion to adjourn for counting of the votes. The motion was seconded. The motion carried.