The Association of Angel Fire Property Owners (AAFPO) was formed in 1995 as a successor to the Property Owners Association (POA) by the Bankruptcy Court when the current owners of Angel Fire Resort gained ownership through the bankruptcy proceedings. In the Bankruptcy documents and agreements, AAFPO is charged with the responsibility of overseeing the relationship between the Resort and the Angel Fire Property Owners, particularly in regards to the Property Owners’ dues payments and the use of amenities. The Amenities of which the Owners have guaranteed use and maintenance through the dues structure are specifically listed in the bankruptcy documents. In addition, AAFPO is charged with the enforcement of the various restrictive covenants of the subdivision within the Angel Fire Resort through its sub-committee, the Angel Fire Environmental/Architectural Control Committee which reviews all building plans in the Resort to make sure that the plans meet all the requirements of the restrictive covenants as well as restrictions on tree cutting and lot clearing. All buildings, additions, etc. must be approved by AFEACC prior to the start of clearing or construction. In short, AAFPO protects your property rights, your use of amenity rights and your property values. AAFPO is an all volunteer organization made up of fellow property owners in good standing (current in dues payment) as elected to the AAFPO Board of Directors by all other Angel Fire Property Owners in good standing at the Annual Meeting each June.
QUESTIONS ABOUT AAFPO’S AUTHORITY AND RESPONSIBILITIES
Questions have recently been raised concerning: (1) the Resort’s budget process and AAFPO’s role in this process; (2) the constitution of the Board, and the perceived conflict of interest by one board member; and (3) the fact AAFPO is unwilling to provide email addresses for all the members to any member who requests this data.
REASONABLE PEOPLE CAN DISAGREE ABOUT ALL THESE MATTERS, BUT IT IS IMPORTANT THAT EVERYONE HAVE A BASIC UNDERSTANDING OF THE SOURCES OF AND LIMITATIONS ON AAFPO’S AUTHORITY.
AAFPO is a New Mexico non-profit corporation, created under the authority of the New Mexico Nonprofit Corporation Act, NMSA §53-8-1 to §53-8-99. This entire statute is easily available on line for anyone to view. AAFPO was formed when its “articles of incorporation were filed with the Public Regulation Commission (predecessor to the Secretary of State). AAFPO’s articles of incorporation were filed in 1995, and are available on this website.
A nonprofit corporation’s bylaws are, according to NMSA §53-8-2 (E) the rules adopted by the corporation “for the regulation or management of the affairs of the corporation….” AAFPO’s bylaws therefore address who the members are, how directors are to be selected, when meetings of members occur, and other matters pertaining to AAFPO’s internal affairs.
AAFPO’s authority and responsibility under the Amended Joint Plan of Reorganization (“Bankruptcy Plan”) confirmed in the Bankruptcy Case In re Angel Fire Corporation, Case No. 11-93-12176 RA, on May 31, 1995, is set forth in great detail in the Bankruptcy Plan, also available to view on this website.
(1) Budget Process. With respect to the Angel Fire Resort’s budget process, the scope of AAFPO’s role is spelled out in the Bankruptcy Plan. AAFPO has no more authority over the Resort’s budget process than the Bankruptcy Plan gives it. This is the case even if AAFPO’s internal bylaws seem to suggest AAFPO should have more authority.
(2) Removal of Board Member. Some have complained of the election of a board member with an alleged conflict of interest. The recently amended New Mexico’s Homeowner Association Act (“HAA”) requires that “in the performance of their duties, officers and members of the board shall exercise, ……if elected by the lot owners, ordinary and reasonable care free from any undisclosed conflict of interest.”
The HAA contains no provisions addressing removal of a board member who is discovered to have an undisclosed conflict of interest.
The Nonprofit Corporation Act states: “a director may be removed from office pursuant to any procedure provided in the articles of the bylaws.”
AAFPO’s Articles of Incorporation do not address removal. The bylaws provide, in Article VI, Section 4, that an elected director can only be removed from the Board by a majority vote of a quorum of the members of the association.
(3) Email Addresses. Recent efforts have been made by some to gain access to the email addresses for all AAFPO members.
Members of AAFPO are entitled, under the HAA, to have access to “financial and other records” of AAFPO. The statute defines “financial and other records” to include the “names and addresses of all association members.
In addition to its obligation to comply with the HAA, AAFPO also has an obligation not to release private and confidential information pertaining to its members. The Nonprofit Corporation Act defines address as
(1) the mailing address and the street address, if within a municipality; or
(2) the mailing address and a rural route number and box number, if any, or the geographical location, using well-known landmarks, if outside a municipality… .
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