Board Meeting no. (11/2021) on May 23, 2021

The Board of Directors held its meeting no. (11) for the year 2021 on Sunday, May 23, 2021 at 4:30 pm at the headquarters of the Riffa Views Company, and issued its decisions according to the items below:

1. Meeting minutes approval for meeting (8), (9), and (10) held on April 11, 22, and May 3, 2021:

The Board reviewed the minutes and decided to approve them.

2. Minutes of the April 17, 2021 and April 24, 2021 Second General Assembly Meeting:

The Board Chairman provided an update that the review and signing of the minutes for both the first General Assembly meeting on April 17, 2021, and the second meeting on April 24, 2021, have been finalized. An official letter has been sent to the CEO of RERA, with the minutes of the General Assembly meeting attached. 

The Board Secretary further informed the Board that the minutes were sent to the two neutral observers, lawyer Hanan Al-Aradi and lawyer Bushra Maayouf, via email on May 12, 2021. Following the discussion, the Board made the following decisions:

- Assigning the Association Manager to circulate the minutes to the Association members.

- Assigning the Association Manager to upload the minutes of the meeting on the website and update the data of the General Assembly meeting.

3. Adopting the amendments received from the second General Assembly to the RVOA By-Laws and the Articles of Association:

The Board received a breif from the Association Manager regarding the modifications made to the RVOA By-Laws and the Articles of Association. These changes were made in accordance with the resolutions approved by the General Assembly. A draft of the By-Laws, incorporating these amendments, was presented for review. Following a thorough discussion, the Board made the following decisions:

- The Board Secretary is tasked with sending a formal request to RERA, requesting the update of the Association's By-Laws.

- The Board Secretary is assigned the responsibility of obtaining an updated certificate of the Association, which includes the names of the current Board members.

- The Association Manager is responsible for following up on the request with RERA, ensuring that all necessary steps are taken to obtain their approval. Additionally, the Association Manager will initiate the implementation of the new changes outlined in the updated By-Laws.

4. Approve the reports issued by the Board of Directors regarding the 2nd General Assembly of the Association for the year 2021:

The Board Chairman reported that he has completed reviewing and signing the reports issued by the Board of Directors regarding the second General Assembly of the Association for the year 2021, and the Board Secretary reported that he has sent these reports to the neutral observers via email on May 12, 2021.

5. Follow-up on the implementation of the decisions issued by the second General Assembly meeting of the Association for the year 2021:

The Board reviewed the resolutions issued by the second General Assembly meeting held on April 24, 2021, and decided on the following:

- In relation to Resolution (4) titled "Approval by majority to adopt the amendments received from RERA to the Association's By-Laws," the Board has assigned the Association Manager the responsibility of implementing the received amendments and updating them in the Association's By-Laws.

- Concerning Resolution (5) titled "Approval by majority to adopt the amendment of the RVOA's Articles of Association to comply with Resolution (1) of 2020," the Board has mandated the Association Manager to adopt the proposed amendment of the Articles of Association and incorporate it into the updated By-Laws of the Association.

- In regard to Resolution (6) titled "Majority Approval to Adopt the Board of Directors' Recommendations on the Riffa Views Master Plan and the Master Transport Agreement," the Board has made the following decisions:

- The Association Manager is assigned the task of preparing a letter to be sent to RERA, responding to the recommendations mentioned in the Board of Directors' certificate issued on April 9, 2020.

- The Board Secretary is tasked with coordinating with the Association Manager and the Developer to oversee the necessary procedures for registering and approving the Riffa Views Master Plan, as approved by the General Assembly.

- The Association Manager is responsible for sending a copy of the draft Master Transfer Agreement (MTA) to the Developer, in preparation for its signing. The Association Manager is also instructed to notify the Board of Directors of any comments or concerns regarding the agreement's terms.

In regard to Resolution (7) titled "Approval by majority to adopt the recommendations of the Board of Directors regarding the transfer of service contracts," the Board has decided to instruct the Association Manager to communicate with the relevant authorities. The purpose is to establish new contracts in the name of the Riffa Views Owners Association, ensuring compliance with the requirements and obligations outlined in the applicable legislation, regulations, and provisions. These contracts will include the following:

- The wastewater treatment contract from Awali dated January 1, 2016 signed with Bahrain Petroleum Company (Bapco).

- Services contract dated May 1, 2018 with Riffa Palms.

- Infrastructure and Facilities Maintenance Services Contract dated January 1, 2018 with ENOVA Facilities and Energy Management Company.

- Regarding Resolution (8) titled "Approval by majority to adopt the Board of Directors' proposal regarding the administrative and financial measures of the Association", the Board decided to task the Association Manager to include these measures in the Association's By-Laws.

- Regarding Resolution (9) titled "Majority Approval to Adopt the Board of Directors' Proposal on the Mechanism for Calculating Service Charges for Additional Construction", the Board decided to instruct the Association Manager to circulate it to the Association's members.

- Regarding Resolution (10) titled "Majority Approval to Approve the Financial Statements of the Association (Unaudited) for the year 2020", the Board decided to assign the Board Treasurer to coordinate with the Association Manager to send these lists to the external auditor.

- Regarding Resolution (12) titled "Majority Approval to Approve the Appointment of an External Auditor for the Financial Year Ending on December 31, 2020", the Board decided to assign the Board Treasurer to coordinate with the Association Manager to finalize the audit work.

- Regarding Resolution (13) titled "Majority approval to authorize the Board of Directors to review the proposal to calculate service charges submitted by one of the owners and re-present it for discussion at the next General Assembly meeting", the Board decided to task the Association Manager to study the proposal and prepare a report on it and re-present it to the Board for discussion.

6. Review the proposals and feedback received from the owners at the second AGM of the Association for the year 2021:

The Board reviewed the Association Manager's report regarding the feedback received from the Association members during the last AGM, and after discussion, the Board decided the following:

- Forming a sub-committee to study the proposals of the Association members, headed by the Board Secretary and the membership of Engineer Reem Akbari, and a representative of the Association Manager, the committee is responsible for studying all proposals submitted by the Association members and submitting a periodic report to the Board of Directors.

- Assigning the Association Manager the responsibility of creating a dedicated section on the website called 'Proposals.' This section will serve as a platform to list all proposals received from Association members. It will allow all members to view these proposals and provide their feedback on them.

- Assigning the Association Manager to prepare letters of thanks to the owners of the proposals presented at the General Assembly.

7. Association Manager's Report for the first quarter of 2021:

The Board reviewed the Association Manager's report for the first quarter of 2021, and after discussion, the Board decided the following:

- Assigning the Board Treasurer to review the financial aspect of the report and present a summary of the report at the next Board meeting.

- Assigning the Association Manager to coordinate with Ms. Reem Akbari, to review the owners' requests for structural expansion works, before issuing final approvals for these requests.

8. Infrastructure and Facilities Maintenance Services Tender:

The Board Secretary provided an update that the bids from the companies participating in the tender were opened on April 12, 2021, in the presence of the Association Manager.

Subsequently, the Association Manager presented the technical and financial report for review. Following a discussion, the Board made the decision to exclude a certain number of bids that did not meet the technical criteria.

- Assigning the Association Manager the task of scheduling meetings with the qualified companies to present their proposals to the Board of Directors. These meetings will be conducted virtually and attended by the Board Secretary, Board Treasurer, and Association Manager.

-Assigning the Association Manager to bring this item forward for reconsideration at a future Board of Directors meeting. 

9. Other Businesses:

The Board discussed the following:

- The Procedure for Receiving and Addressing Owners' Complaints:

The Board has decided to assign the Association Manager the responsibility of preparing a report for the Board. This report should include a proposed mechanism for receiving and addressing complaints from owners and residents. The mechanism should aim to ensure prompt response to complaints and improve the current procedures followed in dealing with such matters.

- Association Manager Tender:

The Board has decided to task the Board Treasurer and Board Secretary with coordinating the selection of an independent company. This company will be responsible for preparing a request for proposal (RFP) for the Association Manager tender.

Relationship between the Association, Riffa Views International School, and the Royal Golf Club: The Board has decided to assign the Association Manager the task of presenting a draft joint agreement between the Association, the Club, and the Developer. Additionally, the Board Treasurer is to review and provide comments on this agreement. Furthermore, the Board Secretary has been instructed to create a joint agreement between the Association and the school. This agreement should outline the areas of cooperation and the obligations of each party.

The Procedure for Transferring the Proceeds from the Sale of Additional Strips to the Association's Reserve Account: The Board has decided to assign the Association Manager the responsibility of including an item in the monthly report. This item will outline the disbursement of the amounts obtained from the sale of Additional Strips in Riffa Views. Additionally, the Board Treasurer has been tasked with coordinating with a representative of Riffa Views (the Developer). The aim is to establish a mutually agreed mechanism between the two parties for handling the revenues generated from the sale of Additional Strips. It is important that the mechanism aligns with the relevant legislation and regulations in this regard.

- Association Manager Contract for the Year 2021:

The Board deliberated on the existing contract with the Association Manager for the year 2020, including its terms and conditions. After thorough discussion and taking into account the General Assembly's decision to approve the 2021 budget, the Board has decided to enter into a new contract with the Association Manager for the year 2021. The contract will be effective until December 31, 2021.

- Proposals for 2021 Projects:

The Board has resolved to assign its members the task of identifying proposals for the projects to be undertaken in 2021. These proposals should be submitted to the Board Secretary for further review. The Board will revisit and discuss these proposals at a subsequent meeting.

The meeting ended at 6:30 pm.