Annual Meeting Notice Meeting Date: Saturday, July 8, 2017 Time MDT: 8:00 a.m. to 8:30 a.m. Coffee & Registration

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n active mountain community! Annual Meeting Notice Meeting Date: Saturday, July 8, 2017 Time MDT: Location: 8:00 a.m. to 8:30 a.m. Coffee & Registration 8:30 a.m. to 9:00 a.m. County Presentation on weeds 9:00 a.m. to 10:00 a.m. Owners Meeting 10:15 a.m. to 10:45 a.m. Board Meeting Rio Grande Club Your obligation as a property owner: 1. Pay your dues: By now you should have received your notice for annual dues collection. To minimize any confusion, the dues notice was mailed separately from this package. You should mail your check to the Association prior to June 30 th to avoid any late fees. If you did not receive a notice, please contact me or any Board member so we can verify your contact information. If an extra copy of the payment notice is needed, it may be downloaded from the website. 2. Participate in the Annual Meeting by returning your Proxy/Ballot now. Our annual meeting is scheduled to provide an opportunity to get the community together and discuss past, current and future events. But most important is the necessity to discuss Association business and meet certain budget obligations imposed by the State, in accordance with the Association Bylaws. The Board sincerely solicits your participation and we would love to see you at the meeting. If you cannot attend in person you may attend by phone. Either way, we need you to complete a Proxy / Ballot and return it to the Association in advance of the meeting. There are 128 lots in Bear Creek and we are challenged every year to meet a very reasonable quorum of 45. Thank you. 3. RSVP for the Annual Meeting: Please respond to this notice on our website so we can plan accordingly. The process is very simple and does not require a login. We need to book a room that will accommodate the group attending and it helps to know how many proxies we should receive in advance of the meeting. 4. Update your profile on the website: Please go to our website at www.bearcreekpoa.org and update your contact information. This step is seldom done which makes it difficult for the volunteers on the Board to contact property owners on important subjects. Please reserve the Primary Address in the Address Book for your current mailing address. 1 P a g e

What you need to know: The year in summary: The past year has been interesting to say the least. The Board left the 2016 Annual Meeting with the support of the community to get our house in order. Our Covenants and our Rules require work to stay in compliance with state law. Additionally, our method of running the Association needs a refresh. The Board was ready to sign a management company to assist when the inability to secure a reasonable snow removal contract became our number one priority. When local contractors told us that the cost of snow removal would double to about 35% of our total annual income, the Board decided to delay any non-mandatory expense and focus on solving the pending problem. The good news is the tractor and our contractor are working as planned and at an annual cost that is less than our original snow removal budget. An added benefit is that we will begin using the tractor this month to perform duties that we have ignored due to cost constraints. In short, the Board is happy with the success of the snow removal effort and look forward to using the tractor this summer to help maintain our community. Securing the community became our second priority. There have been several burglaries in the surrounding area and just as the snow melted on our streets, the Board became aware of another attempted burglary in Bear Creek. We worked with the Sheriff who added a patrol for a week but the County cannot maintain this presence and so the Board decided to install cameras at the front gate. The Board believes the cost, approximately $1500, is worth the added security it provides. The solution records every vehicle that enters the front gate from three different perspectives, the driver and license plate, a wide view of the entrance and the rear of the vehicle as they enter. The video is available from the internet and we are working on making it available from the community website. The Board will continue to assess the need to upgrade security measures and will discuss some possible procedural changes during the Annual Meeting. Closing on a positive note, South Fork is on its way back. The new ownership of the Rio Grande Club is helping the recovery. They have published a Membership Program and appear to be very happy with the number of new memberships. There is new commercial development in the town of South Fork and our community is also getting some attention. Over the past few months we have had two homes sell and one new construction project in the design phase. The change is positive and this spring the Board will refocus our attention on completing the tasks that help us generate interest in the community and better respond to inquiries. Board of Directors: The terms for Russell Cowman, Bob Edwards and Kathy King expire and an election will be performed at this meeting to fill these 3 positions for a 2-year term. Remember to be open minded when voting. It is healthy to cycle in new ideas and talent. The profiles submitted for those running for an open Board position are as follows: Name Background Comments Doug Oil & Gas Running my own energy business for 29 years Shows Development Russell Cowman Wealth Manager I have been on the Board for several years and have working knowledge of the concerns for Bear Creek lot owners. As a Wealth Manager I am knowledgeable of finance and behavioral management. Kathleen King Bob Edwards SVP Wells Fargo Retired CIO Retired I have been part of a leadership team in both private and public sectors; serving both small and large constituencies in many roles. Now retired from the banking world, I have time to devote to the prosperity of our community. Over 20 years in management serving a Fortune 500 company. Over 10 years serving Bear Creek POA. 2 P a g e

Our Budget: Our budget is becoming more constrained as our community ages. As a result, we are proposing a $100 annual increase beginning with the 2018 dues collection. The justification for this increase is to ensure we are saving enough money to maintain our existing assets, especially our roads, and invest where we believe the community will benefit most. There are three basic components of our budget; income, expenses and the capital reserve. The dues we collect annually are our only source of income, $495 X 127 lots = $62,865 (2017). Our priority with this income is to address the second component of our budget, the expenses of the Association. Our budget details these expenses but they consume approximately 50% of our income. As our community ages and our infrastructure begins to show signs of wear, these expenses increase. In a year where everything goes as planned, the Board can deposit the balance of our income, approximately $35,000, in a saving account that supports the third component of our budget, the Capital Reserve Fund. The Board s obligation with the Capital Reserve is to ensure we save enough money to pay for any capital improvement project. Timing these projects is more of an art than science. For example, our roads are now 10 years old and based on our initial capital reserve plan, should be due for resurfacing. However, the samples taken last year suggest we can wait 3 to 5 more years before we must spend an estimated $400,000 to resurface the asphalt. The roads are not our only concern. New projects like the tractor, security cameras and the perimeter fence will also require support from the Capital Reserve Fund. We currently have $133,000 in the Capital Reserve Fund and will need a minimum of $400,000 in the next 5 years. To accomplish this, we need to deposit a minimum of $45,000 every year. In summary, a $100 increase in dues provides an additional $12,700 in income, approximately $2,500 will be kept in the expense account to help with our aging infrastructure and $10,000 will be added to the Capital Reserve Fund, achieving the goal of $45,000 per year. The alternative is to hope for the best and assess the property owners when shortages occur. These budget details are included in this package. We are asking for your support to approve the proposed 2018 budget with the $100 increase in annual dues. Proposing the Association assume responsibility for maintaining the perimeter fence: You may recall my email from last summer that explained we had a problem with cattle damaging personal and community property. For many years, the National Forest that surrounds our community has been leased for cattle grazing and the Rancher holding the lease plans to continue this practice for many years to come. There is approximately 5 miles of fence surrounding the community that is the responsibility of each individual Bear Creek property owner to maintain. The Association and the Rancher have no authority or obligation to prevent the removal of the existing fence or to perform maintenance. Consequently, each property owner has been left to deal with the fence as they choose. This practice has resulted in the deterioration of this barrier, allowing the cattle to enter the property, damaging roads, personal property and threatening pets. The Association is proposing that a perimeter fence is needed to ensure the assets of the community are protected and all owners can enjoy the use of their property, without nuisance, as described in our protective covenants. With this proposal, the Association will assume responsibility for maintaining the existing fence and will need the permission of every property owner with property that borders the National Forest to grant the Association access to their property for this purpose. Additionally, the Association proposes to install new fence in areas where there is currently none or in areas where the existing fence can no longer be maintained. In these situations, the Association will need to work with each affected property owner to design a solution that maintains the continuity of the perimeter fence while accommodating any owner requirements that are unique to the property. If approved, the Association will need to install 1 mile of new fence along the east property line and upgrade approximately 2 miles of fence along the west at a cost of approximately 3 P a g e

$15,000. To avoid further damage, these projects must be completed before September of this year. There are two parts to this proposal on the Proxy / Ballot. The first is for the entire community to vote for or against the Association assuming the responsibility for the perimeter fence. The second part is only for those property owners whose lots border National Forest. These owners must provide the Association permission to enter the property and maintain the fence. Without this written permission from 100% of the affected property owners, the Association cannot assume any responsibility. The only alternative to this proposal is to continue with our current policy which will lead to the installation of barb wire fence around many of our interior lots which suffer the most from this problem. When this happens, the cattle will be restricted to our roads, causing more damage to our most valuable asset. We believe that doing nothing will cost the community more in infrastructure repair than the cost of maintaining a perimeter fence. We ask for your support on this proposal. Weed and Pest Control: The County has informed us that many lots within the community have problems with noxious weeds. The Association sprays the right-of-way but it is each individual lot owner s responsibility to maintain their property. This spring the County will drive the community and identify the lots with problems. Anyone with noxious weeds will be notified and required to treat the area. If the lot is not treated or treated improperly, the County will spray the lot and the cost of the service will be added to the lot owners tax bill. The Board will attempt to identify one or two qualified contractors that can be available to the community. Their contact numbers will be placed on our website. The County will also spray personal property at an hourly rate of approximately $65 which does not include mileage or chemicals. Please do your part to maintain your lot. Weeds, prairie dogs and willows are our biggest threats. These pests must be managed by every lot owners or they will infest the entire community. The Association will be approaching our prairie dog and willow problems using a similar program to the County; Lot owners will be notified of a problem and if the problem is not addressed, the Association will hire a qualified contractor and the all costs will be added to the annual dues for that lot. Please do your part and make sure your property is well maintained. The Association has the right to charge the lot owner for any cost the Association incurs to perform the service and assess fines where necessary. You can avoid this by being proactive and inspecting your lot for these issues and treating them when necessary. Thank you. This notice and all Association documents are on our website and can be downloaded at any time. All we ask is that you do not delay and complete the 4 tasks outlined on the first page of this notice. We hope to see you at the meeting. Bob Edwards President Bob.viv@edwardsus.com Bear Creek POA P.O. Box 371 South Fork, CO 81154 www.bearcreekpoa.org 4 P a g e

Annual Meeting Agenda July 8, 2017 9:00 a.m. - 10:00 a.m. (Mountain) Rio Grande Club, South Fork, CO Conference Call 1-866-212-0875 431-8170# participant code Board Members Attending: Bob Edwards, President; Russell Cowman, Vice President; David Norrid, Secretary; Kathy King, Treasurer; Jack Wilson, Wayne Wicks, Bill Stonaker 08:00 Welcome Social, Coffee & Pastry 08:30 County Weed Control and how it affects you 09:00 Call to Order Quorum verified and read Review of the Agenda 09:10 Reading of Minutes 09:15 Floor open for Board Nominations 09:20 Floor open for 2018 Budget questions 09:30 Floor open for Perimeter Fence Proposal questions 09:40 Completion and collection of ballots 09:45 Floor is open for new business 10:00 Meeting adjourned The newly elected Board will meet directly following the annual meeting. 5 P a g e

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