Welcome to Lakeway Owners Association
Lakeway Harbor Subdivision, Flint Texas
FORMAL NOTICE OF PROCEDURAL DEFECTS, GOVERNANCE IRREGULARITIES, AND OPPORTUNITY TO CURE
Date: 20260703
To: Board of Directors
Lakeway Owners Association, Inc.
Subject: Defective Meeting Notice, Procedural Irregularities, and Request for Corrective Action
Dear Members of the Board:
The undersigned owner(s) respectfully submit this notice concerning procedural defects that occurred during the recently called special meeting of the Board of Directors.
This correspondence is intended to provide the Board with an opportunity to voluntarily correct those defects, restore confidence in the Association's governance, and avoid unnecessary controversy or legal dispute. The issues presented arise under the Association's Bylaws, Texas Property Code Chapter 209, and Texas Business Organizations Code Chapter 22, which requires directors of Texas nonprofit corporations to act in good faith, exercise ordinary care, and act in a manner reasonably believed to be in the best interests of the Association.
STATEMENT OF FACTS
On Monday, June 22, 2026, the Board published notice on the community bulletin board of a special meeting identifying only "BUDGET/FINANCES."
Immediately upon convening the meeting, discussion immediately shifted to allegations that the Association's President had engaged in financial misconduct. No substantive discussion of the Association's budget, financial planning, or other budgetary matters occurred during the meeting. Instead, the meeting was devoted to matters materially different from those described in the published notice.
Owners who attended expecting a budget discussion instead witnessed deliberations concerning allegations against an elected officer. Owners who elected not to attend because they believed only routine financial matters would be discussed were deprived of meaningful notice of the actual business conducted.
I. DEFECTIVE MEETING NOTICE
Article V, Section 2 of the Association's Bylaws requires that notices of Board meetings include a general description of the matters to be considered.
Likewise, Texas Property Code § 209.0051 requires that owners receive notice identifying the meeting's date, time, location, and general subject.
The purpose of these notice requirements is not merely to announce that a meeting will occur. Their purpose is to fairly inform the membership of the business to be conducted so that owners may make an informed decision whether to attend, observe, and participate to the extent permitted by the governing documents.
A meeting noticed only as "BUDGET/FINANCES" does not reasonably advise the membership that the Board intends to publicly deliberate allegations of financial misconduct against an elected officer. Where the actual subject of deliberation materially differs from the subject identified in the published notice, the procedure employed does not satisfy the notice requirements established by the Association's governing documents or Texas law.
Accordingly, any action flowing directly from that improperly noticed discussion is subject to procedural challenge.
II. DIRECTORS' DUTY OF CARE
Texas Business Organizations Code Chapter 22 requires directors to discharge their duties in good faith, with ordinary care, and in a manner they reasonably believe to be in the best interests of the corporation.
The duty of ordinary care requires directors to become reasonably informed before taking action or making significant factual assertions on behalf of the Association.
Public allegations that an elected officer has engaged in financial misconduct constitute one of the most serious matters a board may consider. Before such allegations are presented in an open meeting, directors should possess competent factual support, conduct an appropriate investigation, and adhere to the procedures established by the governing documents and applicable Texas law.
This correspondence is directed solely to the procedure employed by the Board. It should not be construed as expressing any opinion regarding the truth or falsity of the underlying allegations. Rather, the concern presented is whether those allegations were considered through procedures that afforded transparency, fundamental fairness, and compliance with the Association's governing documents and Texas law.
Nothing contained in this correspondence should be interpreted as suggesting that legitimate financial concerns should not be investigated. Owners expect directors to investigate credible concerns whenever they arise. The issue presented is whether those concerns were addressed through procedures that preserve confidence in the Association's governance.
III. TRANSPARENCY AND FUNDAMENTAL FAIRNESS
Transparent governance requires more than good intentions. It requires procedures that inspire confidence among the membership.
When a meeting is noticed for one purpose but immediately turns to materially different business, owners are deprived of the opportunity to make informed decisions regarding attendance and participation. Likewise, when serious allegations concerning an elected officer are introduced without advance notice, confidence in the fairness and integrity of the Board's deliberative process is diminished regardless of the ultimate merits of those allegations.
Procedural safeguards exist not to protect individuals from scrutiny, but to protect the integrity of the Association's governance.
OPPORTUNITY TO CURE
1. Acknowledge that the published meeting notice did not reasonably disclose that allegations of financial misconduct against the Association's President would be considered.
2. At the earliest practicable Board meeting, vacate any action removing the President from the office of President, or otherwise affecting his office, authority, or responsibilities, that resulted from the improperly noticed proceedings, without prejudice to the Board's authority to consider the matter again through procedures consistent with the Association's governing documents and Texas law.
3. If the Board elects to revisit these matters, include the subject on a properly noticed agenda that fairly informs the membership of the business to be conducted.
4. Provide the President/Director with reasonable written notice identifying the allegations to be considered together with copies of any reports, financial records, exhibits, or other documentary materials upon which the Board intends to rely.
5. Afford the President/Director a reasonable opportunity to review those materials, prepare a response, present relevant information, and be heard before any deliberation or action is taken.
6. Amend the meeting minutes, if necessary, so they accurately reflect the proceedings and any actions formally taken.
7. Adopt procedures ensuring future compliance with the Association's Bylaws and Texas law regarding meeting notices and governance practices.
CONCLUSION
This correspondence is submitted in the sincere hope that these concerns can be resolved internally through voluntary corrective action. Compliance with the Association's governing documents and Texas law serves the interests of every owner, every director, and the Association as a whole.
Nothing contained herein shall be construed as a waiver of any rights or remedies available under the governing documents or the laws of the State of Texas.
The undersigned respectfully request a written response within ten (10) days of receipt of this correspondence outlining the corrective actions the Board intends to take.
Respectfully submitted,
To all Owners:
This is Patrick Tucker coming to you from beautiful Lakeway Harbor. I have become aware of this formal complaint. I have also been made aware, just recently, by Gene Sweat that the Board intends to do nothing.
