Questions for the Governance Committee

[Andy]

Hi Folks,

It's great to be back in Linwood. Kate & I look forward to introducing
a third Breece generation to Linwood later this month.

Since arriving I have taken time to go over the Governance briefing
and have several questions (which may have been verbally addressed
during the report but I wasn't there). If anyone is interested or has
additional questions, please add to the discussion.

Hopefully a member of the GC or the Board will address one or more of
the questions:

1. Reference is made to “certain cottage owners” who elect not to
purchase a share. Which cottages are "certain" and what makes them
different (something in the respective leases)?

2. Slide #5 states that TLPC would seek a bank loan secured by all of
its assets.
i. Why "all" - why would any business provide as collateral any more
than that necessary to secure the amount of the loan?
ii. What if the unimaginable happens and TLPC defaults on the loan?
iii. In the event of foreclosure, could the bank sell the Grove, the
Tabernacle, "certain" leases, et cetera?

3. Slide #6 states that the bank loan would be paid for ... and by the
cottage owners via a pass through of the Company’s operating
expenses. Is raising capital really a proper charge re the day-to-day
business and operating expenses of TLPC?**

4. Slide #6 further states that a cottage owner could pay cash for a
share or enter into a ten year, 8(typo?)% note secured by the share
and that the share would be non-voting until the note is paid in
full. Could not a cottage owner get more favorable terms by getting a
loan directly from their own bank (and be able to vote the share)?

5. Slides #9 refers to “‘best use’ development concepts” that appear
to be targeted at simply raising funds. All four scenarios include
the sale of Park property (with or without sale or lease of cottage
lots). That is, it appears to be a foregone conclusion that TLPC is
going to sell a hunk of land!
i. Has the Board actually considered and voted for selling a hunk of
land???
ii. How will the buyer's "best use" rank with “family values” or
“religious retreat” or “Christian values”?

I conclude that there are 32 (147 minus 115) cottage owners who do not
own a share of TLPC and would have to purchase a share outright in
order to have a share holder interest, as well as a vote, in the
operation of TLPC. If the non-cottage-owner-shares (385) were evenly
spread over the 115 “share-cottages” would we be going through this
process? I do not expect an answer to this question, but pose it,
hopefully, to provoke thinking on what we are about.
- If your answer is “No”, then why the discussion about
governance?
- If the answer is “Yes”, then what is(are) the problem(s) we are
trying to fix
and how will a different form of governance help to bring about a fix
(es)?

Any thoughts, comments or questions by other cottage owners???

Regards,
Andy

** P.S. To add to #5 above: It seems to me that taxing the operating
expenses to simply move money from cottage-owner pockets into the
pockets of a few shareholders would be irresponsible … nay, make that
negligent. Throwing money at “shares” will not repair broken
sidewalks or broken beach stairs, fill pot holes, … !

[Andy]

I am retransmitting the posted email because I did not receive a come-
back copy - i.e., I'm not sure that it was delivered when posted to
the Group.

Maybe I'm addressing the Google-Group incorrectly (?).
Andy