Phase I of "The Cedars" is a small, tree-lined neighborhood in rural Clark County, Washington. Established in 1973, the community was peaceful for decades. But in 2011 “The Cedars I HOA" was deceptively formed and forced upon the residents.
The result was five years of misinformation, conflict and confusion. The HOA founders imposed new rules, membership, fees, and fines — all without legal authority. Family homes were threatened with liens. Neighbors stopped talking to each other.
But sanity and truth eventually prevailed. After multiple attorney warnings and a final vote of the residents, the rogue HOA was disbanded on May 1, 2017.
This site recalls the curious tale of the ill-fated Cedars I HOA. We offer this historical and educational information in the hopes that similar mishaps can be prevented in our neighborhood, and in others.
Phase I of “The Cedars” began in 1973, as the first phase of a larger planned development. Neighbors formed work parties to fix up the small entry area (shown below), and build a footpath and bridge. They started a Neighborhood Watch program. They held picnics, barbeques and get-togethers. Together, they built a unique 47-home community.
Cedars I functioned as an informal, volunteer neighborhood. Though the greater Cedars allowed for a large, all-inclusive HOA, one was never formed due to a lack of need. Neighbors moving into Phase I received a “copy of a copy” of the inactive Cedars CC&Rs, which was soon filed away with title paperwork. Things were peaceful for nearly forty years…
Five residents, new to Cedars I, socialized over cocktails and talked about things they wanted to change. They came up with a plan to form an HOA. They could be the directors. They could create new rules, and shape and enforce the community. They could change things.
As a first step, the five invited the Cedars I residents to a meeting to “review initial ideas" about an HOA. There was no mention that any business would be conducted, so attendance was very low. There was a Power Point presentation, but no minutes were taken, and there were no votes.
Folks who attended the meeting recall making no commitments; they simply asked the organizers to "gather more information and report back.” (The organizers later claimed "all in attendance at that meeting were in favor” of forming an HOA.)
Curiously, here’s what the organizers did after their little meeting...
The five organizers got busy. They held clandestine meetings to form their “Cedars I HOA.” They named themselves as a nominating committee, then nominated and seated themselves as the board of directors. They registered their HOA as a non-profit Washington corporation. They wrote articles and bylaws, granting themselves powers to "manage the affairs of the neighborhood." They bought D&O insurance to protect themselves from lawsuits (later charging all of their expenses to the residents).
All of this was done without the neighborhood's knowledge or approval. There was no allowance for the homeowners to deliberate, research, or debate. (An independent committee later determined that all of the actions "were completed by the originators without a vote of the homeowners in the Cedars I neighborhood.”)
One of the founding directors obtained an official copy of the inactive 1973 Cedars CC&Rs and its Exhibit A (The Cedars legal boundary description) from the Clark County Auditor’s office. The CC&Rs were still bound to all Phase I properties via title. The directors must have discovered that the CC&Rs are for the entire Cedars area (and don't allow for a separate Phase I HOA) — because a director willfully switched the boundary map to include only Phase I, and altered the CC&Rs to be specific for only Phase I. Here’s how …
The original CC&Rs include Exhibit A — the boundary map of The Cedars properties (shown below, left). The defined Properties are the entire Cedars area (over 400 acres on both sides of Salmon Creek, including multiple phases). A Lot is defined as any lot in the Properties. An Owner is the owner of any lot. The Association is The Cedars Homeowners’ Association, consisting of all Lot Owners.
But in their new self-published documents, a director switched the CC&Rs’ Exhibit A boundary with an Exhibit A map specific to Phase I only (shown below, right). Of course, someone can’t just change the boundaries of CC&Rs — they're a legal contract bound to property titles! But these directors did.
Because the original CC&Rs specify the entire Cedars area (covering both sides of Salmon Creek) and not a single portion or phase, a director willfully altered the CC&Rs to be specific for only Phase I.
For example, below is the original 1973 Association definition (all properties within “The Cedars” are specified):
And below is the definition from the director's altered CC&Rs (only Phase I is specified):
Thereafter, the new directors consistently referred to this altered document as “The Cedars I CC&Rs".
With their altered CC&Rs and map, directors effectively changed the legal deed definitions for Properties, Members, Lots and Owners to be specific for only Phase I, and for their new HOA.
Of course, someone can’t just change the definitions in CC&Rs — they’re a legal contract bound to property titles! But these directors did. And now they were ready to announce their HOA to the residents...
The directors made their surprise announcement to the neighborhood—via notices, presentations (example shown below) and a website. Residents were told the HOA was simply a “reactivation” of a dormant Cedars I HOA. (We now know that a Cedars I HOA never existed, and was never allowed.)
The HOA president sent a letter to all the residents stating, “Exhibit A to the CCRs is a neighborhood map. The originally recorded CC&Rs (including Exhibit A) has now been uploaded to our website. Hard copies may also be obtained from the Clark County Auditor’s office or from me, Carol Opatrny.”
But the original CC&Rs and Exhibit A were not distributed to the residents. Instead, the directors distributed their altered CC&Rs and its map, referring to them as the “Cedars I Governing Documents” (as shown on their website, below). Their altered "Cedars CC&Rs" were now titled “The Cedars I CC&Rs.” No wonder all of the residents believed their HOA was valid!
The directors exercised their new powers. They mandated membership, dues and fines. They wrote pages of new bylaws. Neighbors who used to voluntarily trim the entry now had to pay a landscaper $1,000 a year. Residents were also charged for the director’s liability insurance, website, P.O. box, and attorneys. The simple 47-lot community was now a formal corporation, with 9 directors!
Some residents challenged the HOA’s unilateral formation, refusing to pay dues. Directors threatened them with liens on their homes. (A neighbor responded “its sad when someone wants power so much that they’re willing to threaten their neighbors' homes.") To protect their property, a few neighbors were forced to hire attorneys. Appallingly, "whisper campaigns” and bullying were used against anyone who opposed the HOA.
In 2013, one of the founding directors sent a divisive letter to all residents. He split the neighborhood into groups; pro-HOA neighbors who are “neighborly and thoughtful and do a great job of maintaining their properties,” and anti-HOA neighbors who ”want to be left alone, and leave things untouched and unattended.” He demonized those in opposition as “obstructionists" who want “to discredit, vilify, and make false claims leveraging misinformation.” Without the HOA, he warned, “deterioration will most certainly be the end of the road.”
Another divisive letter to the residents (from another founding director's home) degraded those opposing the HOA as “disrespectful,” “downright stupid,” with a “basic lack of honesty” and displaying “the kind of behavior we’d expect from a fifth grader.”
The letter painted a grim vision of what the neighborhood would become without the HOA: “old rusting cars sinking into front lawns … abandoned properties, unkempt and molding … people living with horses, pigs, or goats.”
Sadly, the whisper campaigns, bullying and divisive rhetoric were effective. Many neighbors rallied behind the HOA, unaware of its illegal foundation. Some neighbors even stopped smiling and waving at each other. A dark affliction fell over the community...
In 2015, some neighbors discovered that a founding director had altered the CC&Rs and its boundary map. As a result, residents had been misled into believing the directors could legally enforce the CC&Rs, and demand HOA fees and membership.
Initial attorneys had been provided with altered documents specifying “The Cedars I HOA," so they assumed the Cedars I HOA was legal. But when attorneys later reviewed the real documents, they recognized that the HOA was invalid, and warned the directors they had no authority. With stunning arrogance, directors ignored the advice of their own attorney, and continued to act with false authority for two more years — resulting in more expenses, liability and conflict.
In its first five years, the illegal HOA demanded over $20,000 from the residents. Most of the money it collected was spent not on improving the neighborhood (as promised), but on attorneys, trying to justify its outrageous actions.
In January 2017, two of the founding directors met with yet another attorney. Not surprisingly, this latest attorney agreed with all the others — the HOA was not legal, and it never had been.
After years of stonewalling, directors finally conceded. On March 19, 2017, they held a meeting, and attending residents (now aware of the truth) voted unanimously to dissolve the invalid Cedars I HOA. Finally, on May 1st, the Cedars I HOA was dissolved by the state of Washington.
If the founding directors had simply been altruistic, and honestly consulted with a good attorney in 2011, all of the conflict and misspent money would have been avoided.
HOA horror stories like the one recalled here are not unusual. For example, here's a link to a website which tells a very similar story about a power-hungry HOA that wound up costing its neighborhood’s 49 residents over $80,000 in court costs!
We’d like to end this curious tale on a positive note. Most of the Cedars I HOA directors and supporters who donated time and energy had no knowledge of — or participation in — misdeeds or divisive rhetoric.
We thank them, and all good people who sincerely care about community spirit, and who work to make our neighborhoods safe, sane, tolerant, and supportive!
Where there are wrongdoings, there are often attorneys. There were plenty after the Cedars I HOA was formed! Some neighbors were forced to protect their homes when directors threatened them with liens (a claim to an owner's property). And the directors hired a parade of attorneys, looking for some way to legitimize their HOA.
Before 2015, attorneys were provided with the director's altered CC&Rs and property map. So they, like the residents, were misled into believing the Cedars I HOA was valid and established. After it was discovered that information had been misrepresented, the legal picture changed dramatically. Attorneys provided with the unaltered CC&Rs and property map quickly agreed:
• "The Cedars" is a single, large planned community within the CC&Rs’ Exhibit A property map.
• The Cedars CC&Rs allow for only one “Cedars HOA”, board of directors, and bylaws, for all of “The Cedars."
• The CC&Rs do not define or allow for separate "Phase HOAs".
• The Cedars I HOA was never valid, and its directors never had legal authority.
Here is a link to more info on CC&Rs, and a copy of the original Cedars CC&Rs and Exhibit A.
Also, links to some of the most recent HOA attorney letters are provided below:
DISCLAIMER: This website includes general information about legal issues. Such materials are for informational purposes only, and are not intended as legal advice. If you need legal counsel, you should contact a lawyer licensed for advice on specific legal issues or problems.