HTC

HOMEOWNERS TRANSITION COMMITTEE

October, 2010

Dear Bonita Bay Homeowner:

As the election results for the new Bonita Bay Community Association (BBCA) Homeowner Board are being tabulated, the Homeowners Transition Committee (HTC) wants to update community members on the status of the turnover of the Community Association from the developer, Bonita Bay Group (BBG). We expect the new BBCA Homeowner elected Board to assume office in early 2011 upon completion of the necessary documents and the transfer of remaining land from the developer to the Community Association.

The process of turnover of the Community Association from BBG to a homeowner elected Board has been long and arduous. The HTC began this effort in June, 2009 amid the effort by club members to acquire the Bonita Bay Club from the developer. Our committee has met weekly over the past year and a half and worked with our lawyers and with BBG and its lawyers to develop as smooth a transition as possible to the new homeowner elected Board. We retained an engineering firm to evaluate potential issues related to the physical property managed by the Community Association. We have spent hundreds of hours researching critical issues related to the turnover, and in re-drafting and negotiating what are called the “governing documents” of the community, that collection of legal documents that defines the Bonita Bay community and sets the standards by which the community will govern itself.

It is important that all Bonita Bay owners understand that while BBG voluntarily agreed to a turnover of the Bonita Bay Community Association and to the election of a homeowner Board, BBG currently has significant development rights remaining in Bonita Bay, that its rights to complete the remaining development are legally protected by the original and amended governing documents, and that until turnover, BBG alone has the right to amend the governing documents to accomplish the turnover. After turnover, the right to amend rests with homeowners, subject to preserving BBG’s rights to its remaining development. Much of our negotiations with BBG has surrounded how BBG would develop the limited amount of property that remains for development, what rights BBG would retain to protect its remaining development, and what rights would devolve to the homeowner elected Board. What follows here is a brief summary of what we have achieved through our negotiations with BBG over the governing documents and some of the issues the new Board will face.

BBG will be limited in its remaining development to specifically identified parcels of land that were intended for development as part of the Bonita Bay Master Plan. Specifically, there remain two high rise parcels, the 15 Bay Woods II lots, the retired Lutgert Presentation Center, and a parcel of land opposite the Marina on the southern side of the Imperial River that was originally included in the Master Plan. BBG will retain the Marina complex, although the developer continues to express interest in selling the Marina to the members. BBG will also maintain the BBCA Activities Building/Lutgert Sales Office at the entry to the complex, which the HTC hopes to put the new Board in a position to acquire after turnover. In the proposed revised governing documents, the powers that BBG will retain relate to those properties yet to be developed. The new BBCA Board will assume all other powers previously exercised by the developer.

The control of the Community Association, which has been under the direction of BBG appointed directors since its creation in 1985, will now be governed by a five member Board who will be Bonita Bay Homeowners elected by residents. BBG surrendered its right to appoint one of the directors, a right which would likely have existed until it no longer had property for development or sale within Bonita Bay. BBG has stated its intention that the BBG appointed Board would resign in early 2011, when the governing documents are finalized and the deed transfers are complete, at which time the new Board members would take office. However, we do not as yet have a date certain for the new Board to assume its responsibilities. Ongoing, the developer, under the current documents, and as BBG has proposed in amendments to the documents, will have the right to vote in elections and will have a substantial number of votes based on criteria set out in the governing documents related to its remaining development. Similarly, Lutgert, the high rise developer, will also have voting rights based on its remaining unsold and developable units. The HTC has been unsuccessful in convincing BBG that it should give up its voting rights. The new Board, however, will oversee all future elections for Directors of the Community Association. We are in continuing discussions with BBG about resolving concerns raised by the engineering report and finalizing the governing documents, including the date for formal turnover. We expect those discussions will continue at least through the end of the year

The governance of the Community Association will on turnover fall to the Homeowner elected Board. The Board will establish the BBCA budget and the corresponding Homeowner annual assessments as well as any special assessments, and maintain adequate capital reserves for BBCA. The Board will be responsible for establishing all policies for the Community Association, preserving the beach park, our three internal parks and common areas of the community, modifying BBCA Rules and Regulations as may be necessary or appropriate, negotiating and executing major contracts for the benefit of Homeowners, monitoring compliance with various environmental and surface water permits, and reviewing the performance of the Community Association’s managers and employees. In addition, the new Board will be responsible for working with our two major amenities, the Bonita Bay Club and the Marina complex, ensuring that the developer is responsible in its build-out of the community over the next several years, and developing relationships with the political and civic leaders of our city, county and state.

This is a momentous time for the Bonita Bay community; we now have the opportunity to direct the future of Bonita Bay to ensure that the lifestyle we all have come to know and enjoy is preserved. We thank the almost two thousand homeowners who endorsed and supported our efforts and applaud the many homeowners who have participated in our initial election of the Board of Directors of the Community Association.

Respectfully,

The Homeowners Transition Committee

Carol Markey, Chair

Roger Brunswick

Rich Dell

Lance Johnson

Ken Mack

Bruce Mohl

Phil Otero

Larry Russell