The Board members and HOA manager are KB homeowners just like the rest of you. We volunteer our personal time to make sure our home neighborhood is a place of aloha, as we hope each of you in turn will do someday. In keeping with our commitment to total transparency, we have a duty to keep owners apprised of all matters that affect the HOA. Any actions taken against the Board are taken against all owners and the consequences will affect all owners; therefore, all owners have a right, possibly even a duty, to participate in defending our neighborhood. You need to know how your Board and HOA Manager are having their time wasted. If this continues, the annual dues will have to be increased in order to cover the huge volume of legal work necessitated by only two owners out of 92. Is this what you want? If not, you need to speak up. The Board's open response to these demands is at the bottom after the emails from Karen Chun. Our response is more to inform the homeowners than to answer Karen's demands, which we consider pure harassment.


Emails to the Board from Karen Chun since Dec 2015


Date: Dec 5, 2015
To: Ku'au Bayview Homeowners' Association
37 Kaiea Place
Paia, HI 96779-8108

I make the following requests pursuant to HRS 414D-301 and HRS 421J-7:

I request to exam the minutes of board meetings other than executive session for all board of director meetings for the last five years.

I also request copies of the minutes of board meetings other than executive sessions for all board of director meetings for the last five years be transmitted by electronic mail transmission to me.

I also request to exam/inspect all "contracts" related to landscaping and book-keeping, "check ledgers" showing all checks paying for landscaping and book-keeping and all "insurance policies" currently held by the association. With respect to any aspect of this request that may be necessary, I affirm that I made this request in good faith for the protection of the interests of the association and its members.

I request a list of the names and business or home addresses of all current directors and officers.

§414D-302 Inspection of records by members. (a) Subject to sections 414D-301(e) and 414D-303(c), a member is entitled to inspect and copy, at a reasonable time and location specified by the corporation, any of the records of the corporation described in section 414D-301(e) if the member gives the corporation written notice or a written demand at least five business days before the date on which the member wishes to inspect and copy.

Karen Chun
87 Lae St.
Paia HI 96779
Karen@redwoodgames.com


To which the Board replied on Sun, Dec 6, 2015 at 6:14pm:

Dear Karen:

Thank you for your inquiry. All the information you have requested is on the website which you are free to access 24/7, except for some missing records between May 2005 and May 2012. One thing you can help us with is the paperwork for the Design Committee during some of that period. We believe you were the Design Committee Chair in 2011 & 2012, and as there were no Design Committee documents in the records we received from Valley Isle Property Management, we would appreciate your help in collecting info from that period. Our goal is to make a complete set of HOA records available online to all owners. Thank you in advance for your help.

We hope you will be pleased to know that the HOA is fully insured with General Liability and D&O insurance which covers all directors, managers, agents, & volunteers.

Unfortunately, we cannot help you with your request for Board members' personal contact info. That would be an invasion of privacy and no Kuau Bayview member has the right to this info. Please use the official HOA mailing address and/or website to communicate with the Board members.

Mahalo,
Board of Directors
Kuau Bayview at Paia HOA


To which Karen replied on 12-06-2015 7:54pm, only an hour and 40 minutes later...

To: Kuau Bayview HOA
Date: Dec 6, 2015

Thank you for your timely but incomplete response.

First, every owner-member of Kuau Bayview at Paia has a right to inspect and copy a list of the names and business or home addresses of its current directors and officers pursuant to state law. See HRS 414D-302(a) and 414D-301(e)(6).

414D-302(a) states: "(a) Subject to sections 414D-301(e) and 414D-303(c), a member is entitled to inspect and copy, at a reasonable time and location specified by the corporation, any of the records of the corporation described in section 414D-301(e) if the member gives the corporation written notice or a written demand at least five business days before the date on which the member wishes to inspect and copy."

414D-301(e) states: "A corporation shall keep a copy of the following records at its principal office: *** (6) A list of the names and business or home addresses of its current directors and officers"

There is no exception for privacy. I wish to inspect and copy this list of names and addresses no later than December 14.

Second, without waiving a challenge to the question about whether written consent to action in lieu of a meeting is allowable for planned community associations under Chapter 421J, HRS, I assert the documents I can access on the website do not comply with state law, HRS 414D-144, regarding written consent to action in lieu of a meeting. Such consents require the actual signature of every director and the consent does not become effective until the last signature is affixed to the document. These documents must be included in the minutes filed with the corporate records.

Please provide me with copies of the actual written consents with the actual signatures of the directors for each written consent.

Meeting and voting by e-mail is not permitted by HRS 421J-5 nor does Article IV, Section 2(d) permit voting by e-mail. HRS 421J-6 requires the use of Robert's Rules of Order, Newly Revised. As stated in Section 9 of Robert's Rules of Order, Newly Revised (11th Ed): "It is important to understand that, regardless of the technology used, the opportunity for simultaneous aural communication is essential to the deliberative character of the meeting. Therefore, a group that attempts to conduct the deliberative process in writing (such as by ... email ...) ... does not constitute a deliberative assembly. Any such effort may achieve a consultative character, by it is foreign to the deliberative process as understood under parliamentary law." (p. 98)

Further, because state law requires that all meetings other than executive sessions "shall be open to all members to provide input on the matters being discussed" (see HRS 421J-5), I would like copies of notice of these so-called e-mail-based meetings. As stated in Robert's Rules of Order, Newly Revised: "The notice of an electronic meeting must include an adequate description of how to participate in it[.]" (p. 99)

If there are no written consents to action in lieu of a meeting that comply with HRS 414D-144, please so indicate so that I will understand there are no records that exist to comply with my request as opposed being led to believe from your response that records exist somewhere on the website that I cannot access.

Third, I have requested to exam/inspect all "contracts" related to landscaping and book-keeping and "check ledgers" showing all checks paying for landscaping and book-keeping. I cannot find the area of the website where these records are maintained. Disclosure of these records to inspection by owner/members is required. See HRS 421J-7(c)

Karen Chun


12-07-15 7:55pm

Please send me the contact information for all Ku'au Bayview owners for the purpose of the upcoming Annual Meeting election. - Karen Chun


2015-12-12 10:45:39am

It has been several days and I have not received the contact information for members that I requested for the purpose of campaigning for the Board of Directors election coming up. It is illegal to withhold this. - Karen Chun

2015-12-12 16:11:21

My attorney informs me that there is no holiday exception to the law which requires that you:

  1. Furnish me with an opportunity to review the checks, minutes, books, etc. that I have requested both via email and certified U.S. mail
  2. Furnish me with the names and addresses of the directors
  3. Furnish me with the contact information of all homeowners for purpose of the upcoming board of directors election.

You are continuing to recklessly, maliciously and illegally violate the laws governing HOAs

Your notice below is meaningless and does not relieve the HOA of its duty to respond to requests.

"The Kuau Bayview Board members are taking time off for Christmas to be with our families. Please respect our right to have private lives. Please re-submit your inquiry after the New Year."

Please supply me with the requested information immediately or arrange a time when I can come by and copy the documents my attorney has requested.

Karen Chun
karen@redwoodgames.com


We have received no requests for documents from her attorney. In her 2016-02-18 email below, KC claims that her attorney represents her only in her Dec 4th claim and not in any other matters. When someone is represented by legal counsel, we need deal only with her attorney.

2015-12-14 6:57 AM

I have requested contact information for the homeowners for the purpose of collecting proxies and the board election. Please send me the information I have requested ASAP. - Karen Chun


12-23-2015 16:21:03:

I understand that you are sending HOA emails regarding my property and your illegal desire to make an easement across my property where no easement exists.

The fact that I do not receive emails that you send to other homeowners from the HOA, shows that you are biased against me and you are treating me differently from other homeowners.

That is a breach of fiduciary duty.

Please send me copies of all HOA communications that you have sent to other homeowners but not me.

Please fulfill your duty to respond to my previous request to:

Inspect the checks
Get a contact list of homeowners for the purpose of collecting proxies
Get the addresses of each Director
View ALL the minutes
View the emails where the Directors communicated about HOA business
And the other things which my attorney asked you for.

Time is wasting and not having this information means that your annual meeting will be subject to challenge.

Karen Chun


7th Ultimatum But No Lawsuit

2016-01-11 08:58:21am

ON January 7th, 2016 I attempted to attend the Kuau Bayview Homeowners Association annual meeting. I was subjected to verbal abuse by the President's husband who loomed over my [sic] calling me a liar and other names in an intimidating manner. Despite asking him to stop and to step away, this very large man continued to verbally abuse me. The Association's employee and four directors looked on, some of them laughing.

Correction: The only thing Fred said to Karen at the meeting was, "You have the audacity to come here with this piece of paper attacking the Board when everything listed here is a total lie?!" The HOA Manager & the other Board members were not even aware of this conversation until hours later. We were busy visiting with homeowners and preparing to start the meeting. Karen claims to have been intimidated and scared by "this very large man" (Fred is not much larger than Karen), yet, after distributing her libelous flyer, she voluntarily remained at the meeting another 20 minutes or so before she decided to leave after witnessing the owners applauding the Board's accomplishments over the past 4 years. After she left, no one even mentioned her or asked about her flyer.

I left the meeting.

This kind of continuing unprofessional harassment is illegal and must stop.

In addition to refusing to give me member contact information for the purpose of soliciting proxies, refusing to give me director contact information, refusing to accept and sign for registered letters sent to the official Association address and illegally cutting my tree among other things, My lawyer has sent a demand letter to rectify these.

I have received absolutely no response from the HOA.

She admits we have ignored her yet she accuses us of "harassment!"

I have been told that by sources that the HOA does not intend to even consider rectifying these illegal acts and the ongoing harassment unless I actually file suit.

If that is the case, we will be filing in three days.

Again, I urge you to consult a licensed attorney rather than relying on advice from a lay person.

Karen Chun
87 Lae St.
Paia HI 96779


8th Ultimatum But No Lawsuit

On 2016-02-16 5:27pm Karen Chun wrote:

Name: Karen Chun Email: karen@redwoodgames.com

Inquiry: On December 5, 2015, I wrote the HOA:

I make the following requests pursuant to HRS 414D-301 and HRS 421J-7:

I request to exam the minutes of board meetings other than executive session for all board of director meetings for the last five years.

I also request copies of the minutes of board meetings other than executive sessions for all board of director meetings for the last five years be transmitted by electronic mail transmission to me.

I also request to exam/inspect all "contracts" related to landscaping and book-keeping, "check ledgers" showing all checks paying for landscaping and book-keeping and all "insurance policies" currently held by the association. With respect to any aspect of this request that may be necessary, I affirm that I made this request in good faith for the protection of the interests of the association and its members.

I request a list of the names and business or home addresses of all current directors and officers.

§ 414D-302 Inspection of records by members. (a) Subject to sections 414D-301(e) and 414D-303(c), a member is entitled to inspect and copy, at a reasonable time and location specified by the corporation, any of the records of the corporation described in section 414D-301(e) if the member gives the corporation written notice or a written demand at least five business days before the date on which the member wishes to inspect and copy.

The HOA responded on December 6, 2015:

Thank you for your inquiry. All the information you have requested is on the website which you are free to access 24/7, except for some missing records between May 2005 and May 2012. Unfortunately, we cannot help you with your request for Board members' personal contact info. That would be an invasion of privacy and no Kuau Bayview member has the right to this info. Please use the official HOA mailing address and/or website to communicate with the Board members.

See the Board's actual response above. KC has misrepresented our response, and omitted the part of our email that requested that she provide the Design Committee records for when she was the Design Chair. She expects us to obey her demands for documents already on the website, yet she has ignored our legitimate requests since 2012 for documents that belong to the HOA. When she was on the Board, there was no way to contact the Board because they insisted on snail mail yet refused to answer. Valley Isle never answered their phone or returned phone messages. The Board had private meetings without giving notice to the membership, yet she expects us to be at her beck and call.

On December 6, 2015 I replied:

Thank you for your timely but incomplete response.

First, every owner-member of Kuau Bayview at Paia has a right to inspect and copy a list of the names and business or home addresses of its current directors and officers pursuant to state law. See HRS 414D-302(a) and 414D-301(e)(6).

414D-302(a) states: "(a) Subject to sections 414D-301(e) and 414D-303(c), a member is entitled to inspect and copy, at a reasonable time and location specified by the corporation, any of the records of the corporation described in section 414D-301(e) if the member gives the corporation written notice or a written demand at least five business days before the date on which the member wishes to inspect and copy."

414D-301(e) states: "A corporation shall keep a copy of the following records at its principal office: *** (6) A list of the names and business or home addresses of its current directors and officers"

There is no exception for privacy. I wish to inspect and copy this list of names and addresses no later than December 14.

Second, without waiving a challenge to the question about whether written consent to action in lieu of a meeting is allowable for planned community associations under Chapter 421J, HRS, I assert the documents I can access on the website do not comply with state law, HRS 414D-144, regarding written consent to action in lieu of a meeting. Such consents require the actual signature of every director and the consent does not become effective until the last signature is affixed to the document. These documents must be included in the minutes filed with the corporate records.

Please provide me with copies of the actual written consents with the actual signatures of the directors for each written consent.

Meeting and voting by e-mail is not permitted by HRS 421J-5 nor does Article IV, Section 2(d) permit voting by e-mail. HRS 421J-6 requires the use of Robert's Rules of Order, Newly Revised. As stated in Section 9 of Robert's Rules of Order, Newly Revised (11th Ed): "It is important to understand that, regardless of the technology used, the opportunity for simultaneous aural communication is essential to the deliberative character of the meeting. Therefore, a group that attempts to conduct the deliberative process in writing (such as by ... email ...) ... does not constitute a deliberative assembly. Any such effort may achieve a consultative character, by it is foreign to the deliberative process as understood under parliamentary law." (p. 98)

Further, because state law requires that all meetings other than executive sessions "shall be open to all members to provide input on the matters being discussed" (see HRS 421J-5), I would like copies of notice of these so-called e-mail-based meetings. As stated in Robert's Rules of Order, Newly Revised: "The notice of an electronic meeting must include an adequate description of how to participate in it[.]" (p. 99)

If there are no written consents to action in lieu of a meeting that comply with HRS 414D-144, please so indicate so that I will understand there are no records that exist to comply with my request as opposed being led to believe from your response that records exist somewhere on the website that I cannot access.

Third, I have requested to exam/inspect all "contracts" related to landscaping and book-keeping and "check ledgers" showing all checks paying for landscaping and book-keeping. I cannot find the area of the website where these records are maintained. Disclosure of these records to inspection by owner/members is required. See HRS 421J-7(c)

To date I have not received a response. I reaffirm my request or alternatively request that we mediate the issues regarding failing to provide all of the required documents pursuant to HRS 421J-13. If agreement or consent to mediation is not obtained by February 19, I will be compelled to file suit for a court order to obtain these records and other information.


On 2016-02-18 8:56am, the Board replied:

Dear Ms Chun:

As your attorney informed us on Dec 4, 2015 that he is representing you, the Board will deal only with your attorney. We will not communicate with you directly unless your attorney informs us in writing that he no longer represents you.

If you are still represented by counsel, we are unable to communicate with your attorney as he has failed to respond to our request in December for an email address that would not violate attorney-client privilege.

The Board of Directors
Kuau Bayview at Paia


On 2016-02-18 1:16pm, Karen Chun wrote:

My record request of December 5 and 6 was not related to the subject matter of my attorney's letter or representation of my claim on Dec 4.

The the [sic] statute doesn't permit denying access to records because the owner and not an attorney is asking for them.

In the previous communication from the HOA that requirement was not previously imposed.

Unless I hear otherwise by tomorrow that Kuau Bayview HOA agrees to mediate these issues, I will understand that the HOA is not agreeing to mediate under HRS 431J-13 [sic]. I also note that there is no requirement to have communications go through an attorney in the mediation statute -- the purpose of the mediation statute is to find reconciliation among the parties and to avoid unnecessary costs and expenses.

My attorney's mailing address continues to be PO Box 179336, Honolulu HI 98617 and has not changed. Lance D. Collins, Esq. continues to represent me regarding the separate issues in the Dec 4 letter.

As a member of the HOA, I once again implore you to consult a real attorney since the things you are saying make absolutely no legal sense. It is reckless and irresponsible to the extreme to rely on your obviously flawed lay knowledge (or lack thereof) of the law.

Karen Chun


On 2016-02-25 12:55pm Karen Chun wrote:

Inquiry: Why? It is none of your business what is going on behind my house on County property and yet you call them and complain. No other reason than to harass me. Please stop harassing me. Leave me alone. - Karen Chun

On 2016-02-25 8:11pm, the Board replied:

Karen, we have no idea what you are talking about. You are the one who keeps emailing us and distributing libelous flyers. Of what are you accusing us this time? Please stop harassing us.


On 2016-10-07 2:57pm Karen wrote:

I wish to solicit proxies for the upcoming Annual Meeting. - Karen Chun

On 2016-10-09 3:32am, the Board replied:

Per HRS 421J-4, please submit a nomination form accompanied by a statement indicating your qualifications to serve on the board and reasons for wanting to receive proxies.


On 2016-10-27 6:03am Karen wrote:

I asked for the contact list in order to solicit proxies. You [sic] requirement that I run for office in order to solicit proxies is illegal. Please send me the list ASAP. You have already broken the law by soliticing [sic] proxies without allowing me the same opportunity.
Karen Chun
cc Lance D. Collins, Esq.

On 2016-10-27 4:57pm Karen Chun wrote:

You are not responding to my request for member contact information. Your election will be invalid if you do not give this to me
Karen Chun
CC Lance D. Collins, Esq


Open Response from the Board to Karen Chun's Demands:

Your repeated demands for documents which are already available on the website, for Directors' home addresses which you already had in your possession, for mediation of frivolous claims, and multiple threats of lawsuits - 8 ultimatums within 2 months! - constitute deliberate harassment. We demand that you cease and desist from this intentional and knowing course of conduct directed at the Board and HOA Manager that seriously alarms and disturbs us, consistently and continually bothers us, and that serves no legitimate purpose except to waste our time and inflict constant emotional distress.

1. Director Addresses

Your lawyer mailed his Dec 1, 2015 Demand Letter to these addresses, and four of the five Directors have homes within two blocks of your house. You hand-delivered a map and ultimatum to Greg's home in Nov 2015, Dan's address is posted on his Orchids of Olinda website. Your repeated demands for these addresses serves no purpose but to harass. We offer them here just to put an end to it:

Luba Reeves (Pres) 11 Hoe Pl
Dan Judson (VP/Treasurer) PO Box 115, Makawao, HI 96768
George-ann Kealoha (Sec) 38 S Laelua Pl
Greg Aguera 33 Kaiea Pl
Tom Atkins 15 S Laelua Pl

2. Meetings & Minutes

ALL of our Meeting Minutes are posted on the website for all to see. We have had no secret meetings. The Board members often discuss issues in person, by email, and by telephone, and we take Actions by Unanimous Consent which are ratified by the Board members at the next face-to-face meeting. This is totally legal and authorized by Article IV, Section 2(d) of the KB Bylaws. This is common practice for all small HOAs in this digital age. In fact, it has been done by all KB Boards since 2003, including the Board you were on in 2011.

Karen Chun seconds motion to approve email board actions

Here is an excerpt from the Nov 12, 2011 Minutes in which you second a motion to approve email actions. Please provide us with the signed document that authorized these email board actions. Ours were done legally; yours were not.

Note that the new ROBERT'S RULES OF ORDER NEWLY REVISED (11th Edition, May 2012) has recognized that smaller Boards may wish to employ less formal procedures and has revised the content of modified parliamentary rules in small boards and in committees [9-10, 16, 487-88, 500-501], as stated:

PROCEDURE IN SMALL BOARDS. In a board meeting where there are not more than about a dozen members present, some of the formality that is necessary in a large assembly would hinder business.
This revision has been taken into consideration by the current Board in tailoring procedures to increase efficiency and effectiveness in fulfilling our duties to the homeowners while staying within the law.

You are apparently confusing electronic meetings with Actions by Unanimous Consent. Please refer to page 487, line 9-12, RROR (11th Edition, May 2012) in reference to "The personal approval of a proposed action..." "If action is taken on such a basis, it must be ratified (pp. 124-125) at a regular or properly called board meeting in order to become an official act of the board." This is exactly the protocol we follow.

On the other hand, your 2011 Board did have secret meetings which, at the June 7, 2012 Annual Meeting, you denied having. No notice was given to the membership, and no Minutes were recorded for these meetings. As you point out below, this IS illegal. The only Minutes for the time you were on the Board in 2011 were put together by us after-the-fact by default from information forced out of the remaining 2011 Board members. We demand that you provide proper legal Minutes for the secret meetings of the 2011 Board along with an explanation as to why you feel you can operate illegally yet you continue to harass a subsequent Board whose members take great care to operate within the guidelines of all laws and governing documents. We once again demand that you also turn over to us all Design Committee records for the period 2011-2012 during which time you were Design Committee Chair. You have ignored all previous requests for these records which you are legally required to provide as they belong to the Association, not you.

3. Signatures

It is Board policy to use electronic signatures on signed documents. Electronic signatures are commonly used on real estate documents, tax filings, and online documents of all kinds. It is more than common practice; it is the usual practice these days. This example of Kaanapali Royal AOAO's Minutes illustrates an electronic signature that does not pose a security threat. The KB Board handles signatures in the same way. When the Board members approve Actions by Unanimous Consent and Meeting Minutes, they are thereby agreeing to have their electronic signature affixed to the document in question. All Actions & Minutes are approved by the Board before they are posted. Your relentless insistence on seeing our actual signatures makes no sense; what is your motive? Considering one of our signatures has already been forged on a legal document, this insistence is highly suspect.

4. Contracts Related to Landscaping & Bookkeeping

The contract for our current landscaper and bookkeeper is available online. Please provide the contracts for Ho'olawa, Eldon Mattos, and The Green Team, the landscapers which your Board employed in 2011. We found no such contracts in the HOA records. It was your responsibility to monitor these activities in 2011-2012. On your watch the landscaping was abysmal and $67,500 of HOA money was given to Valley Isle Management who put it into a private bank account to which the HOA had no access. We had to fight hard to retrieve that money shortly before VIM skipped town and disappeared with everyone's files and money. Where was your concern about the HOA assets then? In fact, you complained that we terminated VIM early.

5. Checks Related to Landscaping & Bookkeeping

There are no checks. These payments are all done by bank transfer and they have been clearly marked as such on the KB bank statements which have been online since 2012. This narrow focus on our HOA Manager is indicative of your ongoing, one-sided, personal vendetta against her. Such behavior has no place in our neighborhood.

6. Insurance Policies

The KB insurance policies are also available online. Our insurance policies with Pyramid Insurance are valid whereas, due to lack of due diligence on the part of you and other past Board members, all policies between 2005 and 2013 were null and void as they were based on a forged signature and inaccurate exposures. During your tenure on the KB Board, you and other members of that Board were derelict in your fiduciary duty of oversight and yearly review of the insurance policies, thus placing the Association in jeopardy. In May 2012 your Board tried to foreclose on an owner who in fact did not owe any money. It took concerted effort by our HOA Manager to avert a 5 million dollar lawsuit for which we had no coverage at all! Your sudden interest in our insurance coverage would have been more appropriate when it was your fiduciary duty to protect the HOA.

7. Membership Address List

According to the Code of Conduct adopted by the membership in 2013, you have lost your right to the membership list under points #3 and #4. Some owners have specifically requested that their contact information never be given to you. As we must obey the will of the membership, the Board has no right to provide you with the membership list.

8. Emails

There were no general membership emails sent to the membership that did not include you. And private emails between Board members leading to an Action by Unanimous Consent, according to Walter Clur AMS CMCA CA PB, a licensed HOA expert, are considered "work product" and cannot in any way be classified as an electronic meeting and are, therefore, not available to members.

9. Mediation

As the Board has fulfilled all your demands and is clearly not withholding documents as you claim, there is nothing to mediate. Mediation implies coming to a compromise. As we have done nothing wrong, there is nothing we can compromise about. Also, because your attorney sent the Board a Demand Letter dated Dec 1, 2015 demanding $75,000.00 in damages, the Board was not mandated to submit to mediation under HRS 421J-13(b)(4).

10. Legal Advice

Your repeated demands that we get advice from a "real attorney" are very presumptuous. We did get advice from a real attorney, and have been following it... you just didn't like his advice. Considering your history of misrepresenting the KB Bylaws and Hawaii State laws, your own credibility as a self-appointed expert is highly suspect. For example, at the June 18, 2012 Board meeting, in direct contravention of HRS 421J-3 you insisted on illegally keeping Joe Bustillos on the Board after he had sold his house. Then you tried to justify this stance with a misinterpretation of Article V(1)(a) of the KB Bylaws: "No officer need be a member of the corporation." We hope you have since learned the difference between an officer and a director.