JUMA Letter to Homeowners
I am general counsel for Juniper Ridge Homeowners Association (“Association”). The Association’s Board of Directors has requested that I address concerns that amendments to the Joint Use and Maintenance Agreement (“JUMA”) require the approval of the membership.
The JUMA is an agreement between the Association and White Mountain Lakes Villas (“WMLV”) which grants WMLV owners access to the Juniper Ridge golf course and recreational amenities in exchange for a monthly facilities use fee. This agreement was initially signed in February 2006 and recorded in Recording No. 2006-05339 with the Navajo County Recorder’s Office. Portions of the JUMA were amended in 2011. Juniper Ridge and WMLV have recently been engaged in discussions to amend the JUMA to ensure that it reflects the most current use agreement and does not include language which is no longer valid.
It is my understanding that some members in the community are under the impression that any amendment to the JUMA requires a vote of the membership. Section 12 of the original JUMA states that the agreement may be amended by “the unanimous written approval” of the “Vistas HOA (also known as WMLV) and the Juniper Ridge HOA.” Pursuant to A.R.S. §10-3801 of the Non-Profit Corporation Act, “[a]ll corporate powers shall be exercised by or under the authority of and the affairs of the corporation shall be managed under the direction of its board of directors, subject to any limitation set forth in the articles of incorporation.” There is language in the Juniper Ridge Articles of Incorporation which grants the authority to approve contracts or agreements to the members of the Association. This authority is reserved to the Board under Arizona law. As such, the approval of the membership is not required. Both the Juniper Ridge and WMLV Boards of Directors are reviewing the Second Amended JUMA and the Juniper Ridge Board will vote to finalize the Second Amended JUMA at an upcoming Board meeting. The WMLV Board will meet separately to finalize its vote. The Board will make the Second Amended JUMA available to the membership after both Boards have approved the document.
Please contact the Board of Directors with any further questions.
//s// Beth Mulcahy