Board Meeting no. (26/2020) on December 27, 2020

The Board of Directors held its meeting no. (26) for the year 2020 on Sunday, December 27, 2020 at 5:30 pm at the headquarters of the Riffa Views Company, and issued its decisions according to the items below:

1- Meeting minutes approval for meeting No. (25) held on December 13, 2020:

The Board reviewed the minutes and decided to approve it.

2- Follow up on previous decisions and topics:

The Board discussed the item related to closing the Foundation Account. The Board was briefed on the procedures taken by the Association Manager since the General Assembly held on December 7, 2019 until the completion of the procedures for closing the account.

The Board reviewed the account statement received from Kuwait Finance House on December 20, 2020, which officially confirms the closure of the Foundation’s account and the transfer of the remaining funds in it from the Foundation’s account to the Association’s account on December 7, 2020, where the total amount transferred amounted to BD 131,747.232.

The Board also reviewed the total fees and expenses incurred by the Association to close the Foundation’s account, which totaled approximately BD 3,740.

In this regard, the Board praised the efforts made by both the Association Manager and the Treasurer in completing the procedures for closing the Foundation’s account and transferring the funds to the Association’s account.

4- Review the Master Transfer Agreement:

The Association Manager reported that the final draft of the agreement had been circulated to the Board members on December 23, 2020, which included all the comments made by the Board members and the legal representative of the Association (Charles Russell Speechlys). The Board Vice Chairman stated that the final draft was sent to the legal representative to ensure that all the required amendments to the agreement are implemented. The Treasurer also stated that he sent a few notes that must be included in the final draft of the agreement. After discussion, the Board decided the following:

- Assigning the Board Vice Chairman to follow up on obtaining the opinion of the Association’s legal representative (Charles Russell Speechlys) regarding the final draft of the agreement, and to provide the Board with a report that will be presented in the next Board meeting.

- Assigning the Association Manager to ensure that the comments received from the Treasurer are included on the final draft of the agreement.

5- Reviewing the Board of Directors’ reports regarding the Master Transfer Agreement, the Riffa Views Master Plan, and service provider contracts:

The Board reviewed the final draft of its reports regarding the revision of the Master Transfer Agreement, the Riffa Views Master Plan, and the service contracts that will be transferred to the Association under the Master Transfer Agreement. The Board also reviewed the comments received from both the Secretary and the Treasurer, and after the discussion, the Board decided the following:

- Assigning the Association Manager to amend the reports according to the comments received from the Secretary and Treasurer.

- Assigning the Secretary to follow up on these amendments, approve the final version of the draft reports, and present them to the Board at the next meeting for final approval.

6- The Association Manager reports for the months of October and November 2020:

The Board reviewed the Association Manager reports for the months of October and November 2020, and after discussion, the Board decided to assign the Association Manager to prepare a letter to be sent from the Board Chairman to the Riffa Views Steering Committee regarding the need for their commitment to pay Service Charge (Annual fees) for the units owned by (RE Properties) and (Riffa Views), in accordance with Resolution (1) of 2020 issued by the Real Estate Regulatory Authority (RERA), which stipulates that the developer must pay his share of the Service Charge for unsold and incomplete units.

7- The Association Manager’s report on the Association’s financial statements for the year 2020 and the budget for the year 2021:

The Board reviewed the Association Manager report regarding the Association’s financial statements for the year 2020. The Board also heard a clarification from the Treasurer in which he addressed the amendments made to the Association’s financial. The Association Manager stated that he will circulate the Association’s estimated budget for the year 2021 to the Board members during the first week of January 2021, in order to receive comments and suggestions from the Board members. After discussion, the Board decided the following:

- Assigning the Association Manager to approve the comments and amendments received from the Treasurer to the Association’s financial statements for the year 2020.

- Assigning the Treasurer to review the Association’s estimated budget for the year 2021, and providing the Board with a report at its next meeting.

8- Association Manager’s report on the proposal to calculate additional construction fees for units in Riffa Views:

The Board reviewed the proposal submitted by the Association Manager regarding calculating the service charge for additional construction in the units, which applies to a total of 258 units. The service charge for the additional construction is currently calculated at the same amount as the prescribed service charge; the revenues from the additional construction for these units amount to approximately a total of BD 46,307.

In this regard, the Board reviewed the following proposals:

1. A proposal to specify an allowance percentage for additional construction, without calculating service charge, at 5% of the original building area of the unit, with a total exemption value of up to BD 14,154.

2. A proposal to specify an allowance percentage for additional construction, without calculating service charge, at 10% of the original building area of the unit, with a total exemption value of up to BD 24,288.

3. A proposal to specify an allowance percentage for additional construction without calculating service fees at 15% of the original building area of the unit, with a total exemption value of up to BD 31,850.

4. A proposal to specify an allowance percentage for additional construction without calculating service fees at 20% of the original building area of the unit, with a total exemption value of up to BD 37,178.

After discussion and considering the opinions of all Board members, to reduce the financial burdens assumed by the Association members, and in implementation of their proposals, the Board decided the following:

- Resolution (1/26/2020): Approval to determine a grace rate of (10%) without calculating the service charge for additional construction in the units from the original building area of the unit according to its type, with the application of calculating the prescribed service charge to the remaining area for the additional building if found, in relation to all “structural” construction expansion works.

- Resolution (2/26/2020): Approval of including an item in the next General Assembly meeting under the title “A proposal for a grace rate without calculating service charge for additional construction in units of 10%.”

- Resolution (3/26/2020): Assigning the Association Manager in coordination with the Secretary to prepare the final report on this matter, which will be presented to the General Assembly for a vote.

The Board confirms that this proposal fulfills the benefit of both the Association members who are currently benefiting from the additional construction and the members who intend in the future to carry out additional construction work in their units. Therefore, all members of the Association can benefit from this proposal, as everyone can carry out construction expansion work for their units.

The Board also confirms that if the General Assembly approves this proposal, it will be implemented starting from the 2021 budget.

9- Association Manager’s report on the financial measures of the Riffa Views Owners Association:

The Board decided to postpone the discussion of this item until the next meeting and assigned the Association Manager to circulate the report to the Board members before the next meeting.

10- Report of the temporary subcommittee for organizing the second General Assembly

The Secretary stated that it was not possible to call the meeting on the initial date set by the Board on January 16, 2020, due to the precautionary measures taken to combat the Covid-19 pandemic, and the incompleteness of the reports required to be presented in the General Assembly.

After discussion, the Board decided the following:

- Assigning the Secretary to coordinate with the Association Manager and Board members to complete all reports and documents required for the General Assembly meeting.

- Assigning the Association Manager to coordinate with the Secretary to prepare a circular to be sent to the Association members and inform them that the Board is currently taking the necessary measures to call for a General Assembly meeting, and that the members will be informed of the date and location of the meeting as soon as possible.

11- Other Business:

The Board discussed the following:

1- Discussing the financial procedures for the year 2021:

The Board heard a presentation from the Treasurer in which he addressed the financial procedures that the Association Manager must implement in 2021, which include the following:

- Transfer all the Association’s cash balances from the RV Real Estate account to the Association account by December 31, 2020.

- Taking legal measures, including issuing service charge payment notices to owners who default on paying their annual fees, starting from the first quarter of 2021.

- Determine a fixed percentage for the cash amounts received in the Association’s account, and transfer them to the Association’s reserve account.

- Transferring any amounts received for the benefit of the Association in other accounts to the Association’s account, starting from January 1, 2021, either on the day following the date of receipt or no later than the end of the week.

- Pay service providers’ dues and other expenses from the Association’s account, and adhere to not paying any amounts from the RV Real Estate account.

- RV Real Estate sends a monthly invoice for the services it provides for the Association in its capacity as the Association Manager, and this invoice is treated as one of the invoices of the service providers in the Association and is paid from the Association’s account.

- Granting authorization to RV Real Estate in its capacity as Association Manager to manage all contracts and agreements on behalf of the Association, and authorizing Association Manager to purchase goods and services for an amount not exceeding BD 1,000, and in the event of a request exceeding one thousand dinars, prior approval must be obtained from the Board (if it is not urgent), or the Board Chairman (if the request is urgent), and in all cases these purchases must be presented to the Board at its next meeting for approval.

- RV Real Estate (Association Manager)’s commitment to the approved budget, and if there is an expectation that expenses for one of the items mentioned in the budget will increase, the approval of the Board of Directors must be obtained before disbursing from the account, and exceeding the budget must be avoided without prior approval at all times.

After discussion, the Board decided the following:

- Approval of the above items and assigning the Association Manager to implement them starting in 2021.

- Resolution (4/26/2020): Approval to grant RV Real Estate (Association Manager) sole authority to sign payments that do not exceed the amount of (one thousand) BD 1,000, while adhering to making payments in accordance with the approved items and allocations within the Association budget.

- Assigning the Association Manager to determine the KPIs for the work of the Association Manager in coordination with the Treasurer and presenting them to the Board during the next meeting for approval.

2- Opening a “reserve account” for the Association:

The Board decided the following:

- Resolution (4/26/2020): Approving the opening of the Association’s reserve account at Kuwait Finance House, and assigning the Association Manager to take the necessary measures for that matter, while continuing to approve the signature on this account with the same mechanism used in the current account.

3- Zain Bahrain Telecommunications Tower:

The Board heard an explanation from the Board Vice Chairman in which he addressed the complaints of a number of residents due to the noise pollution caused by the generator of the communications tower belonging to Zain Bahrain Company, located in Park. The Board decided to assign the Association Manager to address the company and reach an understanding through which connecting the electrical power of the communications tower to the permanent electrical network in Riffa Views, and providing the Board of Directors with any developments in this regard.

4- Cleaning the communal gardens in Riffa Views:

The Board heard an explanation from the Board Vice Chairman in which he addressed the complaints of a number of residents due to the large amount of waste in a number of communal gardens. The Board decided to assign the Association Manager to coordinate with the cleaning and garbage collection service provider to eliminate this problem, and to provide the Board with an update in this regard.

5- The Riffa Views Steering Committee’s request to postpone the General Assembly until mid-February 2021:

The Board reviewed the request submitted by the Riffa Views Steering Committee, to postpone the General Assembly until mid-February 2021, in order for them to complete the review of the Riffa Views Master Plan. After discussion, the Board decided to assign the Association Manager to prepare the appropriate response from the Board Chairman.

At the conclusion of the meeting, which marked the one-year anniversary since the election of the Board of Directors and the end of the calendar year, the Board Chairman expressed praise for the collective efforts made by all Board members in effectively managing the affairs of the Association. They diligently followed up on and reviewed all matters discussed by the Board during its meetings held throughout the past year, totaling 26 meetings. The Board Chairman also conveyed the Board of Directors' thanks and appreciation to all those in charge of RV Real Estate Company (Association Manager) for their work and efforts in supporting the Board of Directors. Additionally, the Board praised the work and tasks carried out by all service providers in Riffa Views, including companies, institutions, and individuals.

The meeting ended at 7:45 pm.