D R A F T

STONEYBROOK VILLAS OWNERS ASSOCIATION

ANNUAL MEETING

DECEMBER 7, 2005

The Annual Meeting of the Members of the Stoneybrook Villas Owners Association was held on Wednesday, December 7, 2005 in the clubhouse. The Meeting was called to order at 7:08 p.m. by Bill Zeldow.

It was announced a quorum had been met with 283 members represented by proxy or in person.

Don Appleby was appointed to serve as the Inspector of Election.

The floor was opened for nominations. On Motion duly made, seconded, and unanimously carried, Susan Aldana, Randy Anderson, Mory Bonakdar, Phil Burik, Richard Jark, Anthony Romano, Leonard Septoff, Lena Tate, and William Zeldow were nominated for the five vacancies on the Board of Directors. The elected candidates would serve a one year term on the Board of Directors. On Motion duly made, seconded, and unanimously carried, the Nominations were closed.

The candidates in attendance introduced themselves. The proxies were tabulated. Phil Burik, Richard Jark, Leonard Septoff, Lena Tate and William Zeldow were elected to serve one year terms on the Board of Directors. The following was the vote count:

Susan Aldana 80 Votes

Randy Anderson 102 Votes

Mory Bonakdar 95 Votes

Phil Burik 118 Votes

Richard Jark 225 Votes

Anthony Romano 35 Votes

Leonard Septoff 130 Votes

Lena Tate 405 Votes

William Zeldow 179 Votes

On Motion duly made, seconded, and carried, the Minutes of the December 1, 2004 Annual Meeting were approved as written.

The resolution to transfer any surplus of operating funds at the end of the 2005/2006 fiscal year to off-set future Association expenses passed.

There being no further business, the meeting was adjourned at 10:15 p.m.

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CALL TO

ORDER

CERTIFICATE

OF QUORUM

INSPECTOR OF

ELECTION

NOMINATIONS

ELECTION

RESULTS

APPROVAL OF

MINUTES

SURPLUS

FUNDS

ADJOURN

ATTEST