| WHY THIS WEBSITE WAS ESTABLISHED |
To provide current and historical information not readily available on the Cedarpines Park Mutual Water Company ( CPPMWC ) website or office.
The information obtained from the water company office, Board of Directors meetings, Shareholder Annual meetings, and the "Tribal Knowledge" of Shareholders has been incorporated for overall analysis and review purposes.
"If you want to understand today, you have to search yesterday." -Pearl Buck
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DISCLAIMER:
This website is not officially affliated with the Cedarpines Park Mutual Water Company website
www.cppmwc.com.
As a Shareholder you are entitled to request company documents at the water company office. Sometimes your requests may not be fulfilled, however you should at least try.
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| WHAT IS THE GOAL OF THIS WEBSITE? |
To disseminate information related to the mutual water company including:
Board and Annual meeting minutes not posted on the company website
Reports - Financials - Notices
The Governing Documents: Articles of Incorporation, ByLaws
The Internal Revenue Service Non-Profit 990 annual filings
Media news reporting
Social internet forum commentaries
We attempt to provide information we have acquired and make it available to those who do have an interest in these issues. All we provide is to the best of our knowledge, information and belief. You are responsible to educate yourself for your best interest. #TheMoreYouKnow
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| NEWSPAPER | SOCIAL MEDIA AND THE WATER COMPANY |
** RECENT UPDATE **
There are currently 2 local community Internet sites for the San Bernardino Mountain of Southern California
that have featured lively discussions about CPPMWC.
InlandToday ( IT ), formerly known as RimOfTheWorld ( ROTW ) and
Talk of the Mountain ( TOTM ), formerly known as GemsWorld
Read More...
Various newspaper articles over the years have been written about the Water Company
Read More...
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| WHAT'S NEW in CALIFORNIA LAW? |
OCT 2015 - Assembly Bill 656
allows mutual water companies to participate with public agencies in joint powers agreements (JPAs) for the purpose of insurance and risk pooling.
OCT 2015 - Assembly Bill 1077
modified the Open Meeting Act by clarifying that an executive session of the board must take place during a regular meeting.
JAN 2014 - Assembly Bill 240
created the Mutual Water Company Open Meeting Act, New Powers Regarding Assessments, Rates and Charges, and Shareholder Grievance Alternatives.
JAN 2012 - Assembly Bill 54
adopted new requirements that are intended to improve the quality of water served by domestic mutual water companies throughout the state. Subjects mutual water companies to a broad range of regulation by the Local Agency Formation Commission (LAFCO) in each county.
Requires that each board member of a mutual water company complete a two-hour training course within six months of joining the board.
Read More
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| WHAT'S NEW AT THE WATER COMPANY? |
LOWERING THE COST OF A NEW METER!
Good News for Land Developers, Realtors, Wholesale Land Sellers!!!
The Board of Directors appointed in 2015 are now considering lowering the cost of a new meter from $10,000.
This is great news for land developers, realtors, wholesale land sellers and Board members selling vacant property in Cedarpines Park.
Pay attention to this upcoming change. It will truly help to sell that vacant lot inventory!
Two (2) of the Board members have a mutual business partner ( a former Board member ) that are currently selling vacant land advertised as "buildable lots".
The lowering of the cost of a new meter would appear to be beneficial to these board members and their business partner(s) and to you, the land developer and realtor.
You now have 2 friends on the Board working on their own behalf as well as for your benefit.
It appears likely the other 3 Board members, or at least 1 other Board member will also vote in favor of lowering the costs.
It only takes a majority of 3 Board members to approve a motion. How lucky you will be when that happens.
Maybe lowering the cost of shares will be next? Stay tuned....
#ConflictOfInterest
#ItsGoodToBeSelfServing
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BOARD MEMBERS WITH INSUFFICIENT SHARES
Yet again in February 2015, a newly "appointed" Board member was found to not have sufficient shares to serve on the Board.
At the
March 2015 meeting,
although never recorded in the minutes, the Board member publicly announced the dilemma to the members of the Board and the Shareholder audience in attendance.
Nevertheless, he was not removed and it appears that he may have cleared up his "not in good standing" status almost 5 months after that discovery.
As a side note, that Board member
was "nominated" to serve on the Board by his business associate who was then serving on the Board of Directors and later resigned by the March 2015 meeting.
Additionally, the new Board member appointed in August 2015 is also a business associate of the Board member that resigned in March 2015.
#SmallWorldAfterAll
#CronyismAliveAndWell
In
2015
the newly appointed Board Members eventually charged a former Board Members account for the 2 of the 4 shares as claimed in the
2011 Shareholder Complaint.
#SpecialDeal4BoardMembers
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IS THIS WEBSITE FOR YOU?
WHY SHOULD I CARE about the business of this mutual water company?
As a Shareholder in a mutual water company you should care about the power, the politics, the Bylaws, the rules and regulations because it affects your real estate investments and water supplied to your home.
IF YOU DO NOT CARE THEN THIS WEBSITE IS NOT FOR YOU! - Move on and Have a Great Day!
IF YOU UNDERSTAND and ACCEPT the following information THEN THIS WEBSITE IS NOT FOR YOU!
To receive water you must have sufficient shares on your residential property and when applicable also have sufficient shares on all properties that are appurtenant to your residential property.
Whether you consume water or not you must pay an annual membership fee of $273.48 to maintain share ownership.
Your shares in a water company have no real monetary value in terms of dividends. Shares transfer with the land and may be only beneficial to completing an attractive sale of residential and or vacant property real estate transactions.
To build a home in this mutual water company district you will be required to purchase shares at $500 per 3,000 sq ft of property designated to receive water and land appurtenant to the METERED account PLUS purchase a new water meter at $10,000 PLUS other related fees.
A Share Registry in combination with an Accounts Receivable / Billing systems determines the eligible NUMBER OF SHARES entitled to vote per the 50% + 1 Quorum Requirement.
Historically the Share Registry has not reflected the true and accurate NUMBER OF SHARES due to varying unreported appurtenant ( vacant ) property acquisition transactions.
Historically per the Accounts Receivable / Billing systems the true and accurate NUMBER OF SHARES "not in good standing" due to delinquent payments and or insufficient shares are not accounted for during the annual determination of the NUMBER OF SHARES entitled to vote.
The Board of Directors have been APPOINTED to the Board by other Board members per their discretion and or personal affiliations. Historically, Board members that are "not in good standing" have served and conducted business on behalf of the Shareholders and the company. Shareholders have not been able to VOTE on company business or ELECT and VOTE for their Board of Directors for almost 30 years due to lack of quorum!
A documented 50% + 1 Shareholder quorum was achieved in 1966. The Board of Directors with the approval of the represented Shareholders changed the quorum requirement to 20%. About 1984 the Board of Directors were "legally" advised to revert the Shareholder quorum back to 50% + 1.
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DID YOU KNOW?
Cedarpines Park Mutual Water Company (CPPMWC) was established January 2, 1923 as a Non-Profit Corporation and operated with a 50%+1 quorum requirement.
read more About your company
In 1966, almost forty-three (43) years after the company was incorporated, a 50%+1 quorum was acheived in which the Shareholders at the July Annual Shareholder meeting changed the quorum requirement to 20%.
read more about the YEAR 1966
In 1984 at the July Annual Shareholder meeting, about eighteen (18) years after the Shareholders voted and approved a 20% quorum requirement the Board of Directors under legal advisement from Best, Best and Krieger changed the quorum requirement back to 50% +1.
read more about the YEAR 1984
Since 1984 Shareholders have not been able to VOTE on company business or ELECT and VOTE for their Board of Directors for almost 30 years due to lack of quorum!
See ANNUAL MEETING VOTING SHARE HISTORY
The 1989 Annual Shareholder meeting had the HIGHEST number of shares represented at 1,850 shares BUT it was not enough to achieve a 50% + 1 quorum.
See ANNUAL MEETING VOTING SHARE HISTORY
The 2012 Annual Shareholder meeting
had the SECOND HIGHEST number of shares represented at 1,395 shares BUT it was not enough to achieve a 50% + 1 quorum.
Additionally, the "true" NUMBER OF SHARES eligible to establish quorum was overstated due to the company's miscalculation.
See ANNUAL MEETING VOTING SHARE HISTORY
Since 2009 of attending monthly Board meetings, it has been observed that about 99% of the Board members appointed by the Board had never attended at least 3 (three) consecutive monthly Board meetings let alone 1 (one) meeting prior to serving on the Board.
Annually, via the IRS 990 Filing, the Water Company informs the IRS that Stockholders of the Organization ELECT the Board of Directors!
Incredulous, especially since Shareholders ( stockholders ) have NOT had the ability to ELECT their Board of Directors for at least 30 years!!
IS THIS TRUTHFUL INFORMATION TO REPORT TO THE I.R.S.?
See IRS 990 Filings
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SHAREHOLDER INVOLVEMENT
WHAT CAN I DO TO MAKE A DIFFERENCE?
By yourself, there is nothing much you can do.
WHAT IF I ATTEND MONTHLY BOARD MEETINGS, WILL THAT HELP?
YES and NO.
YES!
You will witness meetings and then be able to compare what you saw and heard versus what has been recorded in the final company minutes. In my attendance experience for the last 6 years there is much that is NOT reported, therefore you cannot trust let alone comprehend the intent of the Board’s action due to the abridged minutes. Shareholder Be Aware!
NO!
You alone cannot call the Board members to task on discrepancies in the minutes. The power of the Board is absolute. Because you did not vote them into office and because you cannot vote them out of office the Board is not accountable for their actions. Exception to that statement would be the filing of a court action, but in essence you would need a lot of money of your own to bring the action to court. The water company will utilize the company legal firm of Best, Best & Krieger to defend the Board members. Ultimately, you the Shareholder would also be paying to defend the Board Members that you have found at fault.
Of course the new California law requirements for mutual water companies effective January 1, 2014 known as
Assembly Bill 240 ,
may reimburse you for court and attorney fees if you prevail but in the long run you and other Shareholders would be picking up the legal expenses for the Board Members that were "vigorously" defended by the company legal firm. It's a no win situation. Shareholders that challenge the Board whether via a legal method or internal company procedures will be subjected to harsh actions by the Board members and their mob associates. Expect to be harassed, publicly maligned, and or have your home and personal property vandalized.
Shareholder Be Aware!
WHAT ARE THE SOLUTIONS AVAILABLE?
Lower the Shareholder quorum requirement from 50 percent + 1 to the California Corporate legal limit of
20 percent for a mutual water company.
or Dissolve the Mutual Water. Ironically it would only require a 50% + 1 Shareholder quorum requirement to initiate this action!
or Do NOTHING, Accept the status quo.
HOW TO CHANGE QUORUM?
In order to conduct the annual meeting, a Shareholder quorum
of at least 50 percent, plus 1 of the membership entitled to vote must do so, in person, or by submitting a proxy.
If there is a lack of a quorum then Shareholders cannot conduct business and or vote for their Board of Directors.
The water company's legal advisors ( Best, Best and Kreiger ) consistently advise the Board of Directors of the provisions in the ByLaws Sections 1.02 and 2.15
whereby it is stated that a 100% Shareholder quorum is required to initiate a change of quorum. Allegedly in 1994, the water company has claimed that a 50% + 1 representation of shares approved the
U.S.D.A. loan .
The water company has never been able to produce the ballots to justify their claim. So if you accept the 1994 claim as true then it has been at least 20 years this water company has not been able to achieve a 50% + 1 quorum
otherwise without that claim then it has been at least 30 years this water company has not been able to achieve a 50% + 1 quorum. Regardless, YOU, the Shareholder conclude for yourself the success of acheiving a 100% quorum. About NIL to NONE?
The Board could change the quorum. The Shareholders could change the quorum. Let's explore the options and actions of the past and today:
1.
The Board of Directors could petition the California Superior Courts to lower the quorum and update the ByLaws accordingly.
In fact the water company did seek a
legal opinion in 2004
detailing the costs and efforts to lower the quorum. NOTHING HAPPENED as a result of that opinion. Surprised?
2.
A group of Shareholders could file a class action lawsuit to petition the California Superior Courts to lower the quorum and update the ByLaws accordingly.
3.
From 2011 to 2014, two Shareholders filed a lawsuit:
Case CIVDS1111965 MORRISON -V- CEDARPINES PARK MUTUAL WATER CO
in the Superior Court of California, County of San Bernardino Court on behalf of the Shareholders who had signed a petition protesting an unfair assessment and seeking to lower the quorum.
Because the plaintiffs did not originally file the lowering of quorum complaint as a derivative action the Judge rejected their motion. Therefore what was learned is that a "class action" initiated by Shareholders
could also petition the CA Superior Courts to lower the quorum and update the ByLaws accordingly.
4.
At the July 25, 2015 Annual Meeting
although NEVER reported in the Meeting Minutes, the president of the Board, Don Pederson, presented detail information to the Shareholders at that Meeting stating the Board could initiate an action to lower the quorum.
If uncontested by the Shareholders then the legal costs could be about $30,000.
Again another example of WHY it is important for Shareholders to attend meetings to witness the actual meeting events and to not trust the published minutes! Again Shareholder Be Aware!
So as you can read, it is possible to lower the quorum to allow Shareholders the right to VOTE on company business and ELECT their Board of Directors.
The real question is whether the Board of Directors is willing to be acccountable to the Shareholders that would have the "right" to vote them in or vote them out of office.
Or with a "do nothing" Board of Directors will they wait for a group of Shareholders to file a class action to lower the quorum? Then "vigorously" fight the Shareholders as they did in the MORRISON -V- CEDARPINES PARK MUTUAL WATER CO
case and creating a lot of legal debt for the Shareholders? We will see, so Stay tuned.
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