The December Issue Includes:
- How to Reply to This Newsletter
- Vote for Us
- Holiday Décor: Ho Ho Ho, or Bah Humbug?!
- Mediation Services Now Available
- CM as Your Registered Agent
- Vote for the Best of 2021
- CM's On Demand Classes
- Get Your Affidavit Here!
- Ask CM
- Free Referral Service Available
- Applause! Applause!!
- Have You Submitted Your Current Board Information?
- Get the Trending News with Facebook
- Two Ways to Follow Us on LinkedIn
- View Our YouTube Videos
- About the Green Marble
- Our Valued Sponsors
- CM Contact Information
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Disclaimer: Formatting and images may appear differently on
your device based on the device settings.
When replying with a question or a statement, please include your full name and legal name of your Association, if you are a Board or Committee Member and/or Resident, and if you are a manager, your name, name of the your Management Company or if you are an independent manager, the name of the Association you manage.
No acronyms please, unless your legal name is an acronym, This will expedite our reply to you as our database is by Association or Management Company.
Make a comment on our featured article or other articles by simply emailing pr@clayton-mcculloh.com. Don't forget to add your Association, email address, and phone number so we can get back in touch with you. We may even ask if we can publish your comment in the next issue.
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Please Vote for Clayton & McCulloh
The Florida Community Association Journal's
Readers' Choice Award
We’ve been nominated once again for the Florida Community Association Journal’s Readers’ Choice Awards! If you think we are deserving of your vote, we would greatly appreciate it if you took the time to vote for us. Simply click on the button below, and follow the instructions on the page. This will be the last time you can vote as the polls close after December 31st!
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Holiday Décor: Ho Ho Ho, or Bah Humbug?!
The holidays can bring out the best in a community: parties, lights, statues, and festive adornments throughout the neighborhood are common and largely welcomed in community associations. However, there is certainly disparity between what some members adore as tasteful, festive, and appropriate holiday décor, versus the Griswoldian “floodlights” that plague some neighborhoods at all hours of the night. Traffic may also be problematic – candidly even my own children will demand that we “rubberneck” when passing a beautifully decorated home. Yet other residents leave their festive décor up until they can (perhaps unilaterally) justify replacing it with Easter decorations, or put up as early as November 1st. As seen in the news this year, these disputes can create severe discord in a community, Covenant Violations, or even lawsuits. Given the personal, festive nature of these decorations, such disputes can quickly become a “matter of principal” that simply won’t be resolved absent a judge’s decision. (Author’s note: such personal matters rarely end with the desired outcome!)
Some HOAs attempt to preemptively combat these issues by implementing rules regulating (or even prohibiting) outdoor decorations, including in type, timeframes when they can be up, etc. While authority to do so generally exists, it can be difficult (and divisive) to create and enforce these rules. As a suggestion from a lawyer that deals with these issues on a regular basis, the Association should consider the desires of its residents in regulating holiday decorations. A perfect example is the handling of an association seeking to enforce its rule prohibiting Christmas décor before Thanksgiving, against owners who could only find a contractor to install their decorations on November 6, 2021. The attorney could have fought tooth and nail to enforce this reasonable rule, but instead reportedly cautioned the Board to take into account the members’ actual desire, which appears to have been to revise that rule to allow for reasonable exceptions. Rather than remain the stereotypical HOA “commandos,” the Board showed they care, and in the holiday spirit, it appears they may have mitigated the disruption of everyone’s holiday cheer in doing so. While regulations on holiday decorations may serve a valuable purpose in some Associations, in other Associations, similar regulations may seem overbearing and exemplify the reasons many – while perhaps missing the purpose of an HOA – prefer to avoid living in one.
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If an Association’s rules restricting or banning holiday décor are challenged in court, the Association must establish that the rules meet the criteria of reasonableness set forth in Hidden Harbour Estates, Inc. v. Norman, 309 So. 2d 180 (Fla. 4th DCA 1975): they cannot be arbitrary or capricious, and must bear some relationship to the health, happiness, and enjoyment of life to the residents of the community. If the Association cannot show that the rules further this purpose, a Court might find them unreasonable, and thus, unenforceable. Another factor to consider is that the judges ruling on these disputes have some authority to decide what is fair and equitable, after what can be a long, drawn-out battle. Hopefully for many HOAs, the issue will never come to this, but keep in mind the likelihood that you may still be fighting that battle next Christmas, and spending thousands of dollars to ensure a plastic snowman moves from lawn to attic for a few months.
In short, timely, tasteful holiday décor can bring joy and strengthen the sense of community in associations, but that does not mean reasonable regulations cannot be enacted to protect the community as a whole. Regardless of whether you’re hanging wreaths, hanging lights, or just hanging around with family this holiday season, we wish a wonderful holiday season to all!
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Alan Schwartzseid...THE Solution
For All Your Mediation Needs!
CM is so pleased to now offer the services of our Partner, Alan Schwartzseid as a Certified County and Circuit Court Mediator. If you need a mediator for an association, company, or individually - Alan is your man!
To book this dynamic mediator, or to receive more information, please contact our Director of Public Relations, Arlene Ring, at aring@clayton-mcculloh.com, or at (407) 808-2553.
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Annual Corporate Reports Coming Up!
One Registered Agent on the Way!
It's almost time to file your Annual Corporate Report with the DBPR with your Board information and registered agent.
On a complimentary basis, CM is accept acting as our clients' registered agent. When you receive notice to update your Corporate, we recommend that you contact us to become your registered agent. While most management companies offer this service generally it is a legal document being served on the Registered Agent so why not eliminate the middle man so to speak. This also reduces the possibility of inadvertent or negligent delay in forwarding time-sensitive legal papers to your attorney who most likely is the appropriate person to be advising the Association regarding such a matter. For more information on what is a registered agent, why it is critical to your Association, and why a board member should not be your registered agent, please see a reprint of our "What is a Registered Agent? Who Needs One?" below.
To take advantage of this complimentary service and protect your Association, contact David Batan, Coordinator of Client Services at our office or dbatan@clayton-mcculloh.com. He will coordinate obtaining the proper paperwork.
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What is a Registered Agent?
Who Needs One?
by David Thierer, Public Relations Representative
With Contributions by: Ken Clayton, Senior Partner, and
Designating a Registered Agent for your Association is a requirement of Florida’s Not-For-Profit Corporation Law. If you do not designate a Registered Agent, your corporate status will be in jeopardy of being dissolved and your Association will lose all protection that is afforded to you as a Not-For-Profit Corporation. So, what does that mean? You may have heard the phrase “piercing the corporate veil.” No Registered Agent? Consider your corporate veil torpedoed! Board Members and Officers may now be personally exposed to liability for matters that should be your Association’s responsibility and your personal assets could be at risk.
What is a Registered Agent?
A Registered Agent is the person or entity who is designated by law to receive and to be served with legal process, government notices and other legal documents as the representative of the Association. You may ask, “Who can be a Registered Agent for our Association?” The Florida Statutes, Section 607.0501, provides that a Registered Agent may be:
- An individual who resides in the State of Florida whose business office is identical with the Registered Office;
- Another Corporation or Not-For-Profit Corporation as defined in Chapter 617, authorized to transact business or conduct its affairs in this state, having a business office identical with the Registered Office; or
- A Foreign Corporation or Not-For-Profit Foreign Corporation authorized pursuant to Chapter 607 or pursuant to Chapter 617, to transact business or conduct its affairs in this state, having a business office identical with the Registered Office.
The Registered Agent’s name and address will appear on the annual report that the Association is required to file by the 1st day of May each year with the Florida Division of Corporations in the Florida Department of State.
Responsibilities of a Registered Agent
The primary duty of the Registered Agent is to receive Service of Process of lawsuits and other legal documentation against the Association. For this reason, you want to carefully consider who you select for this responsibility.
The Registered Agent must also be available during normal business hours, usually 9 a.m. – 5:00 p.m. to accept Service of Process which includes delivery of documents such as complaints, summons, and/or subpoenas. If a process server is unsuccessful in reaching your Registered Agent about a lawsuit, the court case may be able to proceed in your absence and without you even knowing about it! Worse, the court may enter a judgment against your Association even if you are not there to defend yourself. For this reason, the Registered Agent must have an actual street address; PO Boxes are not allowed.
Why a Board Member Should Not be your Registered Agent
Your home is your castle and not a business. Being your Association’s Registered Agent means process servers will be knocking at your residence to serve you on behalf of your Association. You are legally required to make yourself available during business hours to accept service. You probably have a life outside of serving on the Board and may not necessarily want to spend business hours at your home. Some process servers may arrive at an inopportune time and may not be professional or courteous when they serve you with process on behalf of your Association.
Designating a Board Member as your Registered Agent may also open your Association to liability due to such person not knowing what should be done with the legal document with which they are served. For instance, whether your Registered Agent is a current or a former Board Member, he or she may accidentally or negligently fail to forward an important document to the right party in a timely basis. This unfortunate delay may result in severe adverse consequences to the Association and even to the Board Member. Sometimes a former Board Member (or even a current one) may become vindictive and deliberately not forward the document to the right person(s) in the proper time frame for handling, thereby resulting in liability or at least unnecessary expense for the Association.
Who Should be Your Registered Agent?
We encourage you to select a professional with an active business address to serve as your Registered Agent. This law firm acts as the Registered Agent for many of our Association clients. Most management companies offer this service as well. However, there are advantages to having your legal counsel serve as your Registered Agent since generally it is a legal document that is being served upon the Registered Agent and such will normally need to be forwarded to your attorney for review and handling. Having your law firm be served directly as your Registered Agent eliminates the “middle man” so to speak. This also reduces the possibility of inadvertent or negligent delay in forwarding time-sensitive legal papers to your attorney who most likely is the appropriate person to be advising the Association regarding such a matter.
Filing Fees
If you select or change your Registered Agent when you file your Annual Corporate Report each year, there is no additional fee. However, if you select a new Registered Agent at any other time of the year, there is an additional minimal filing fee of $35. Nevertheless is well worth the fee for your Association to have the appropriate choice of Registered Agent on file with the State when you balance that against the possible consequences of not selecting the right Registered Agent.
If you have any questions or would like to have Clayton & McCulloh serve as your Registered Agent, please feel free to contact our Public Relations Department.
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- Opps! The Link Wasn't Working -
Vote for the Best of 2021!
Deadline Extended!
It’s time to vote for the best of our 2021 Webinars! Here’s your chance to vote for your favorites of 2021 and to give us your thoughts about what webinars we should host in 2022.
Complete the Survey in its entirety with your favorites! Surveys will be placed in a random drawing for a $50 Visa Gift (will come in handy for paying down those holiday bills) and other “thank you for submitting” gifts. Get your survey in now! Contest closes on Monday, January 31, 2022, at 11:59 p.m. Winners will be announced in the January issue of CM Update.
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CM Closed for the Holidays
The offices of Clayton & McCulloh will be closed Friday, December 24th, and again on Friday, December 31st in observance of Christmas and New Years.
The entire staff of Clayton & McCulloh wish you and your family a very happy and healthy holiday season!
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D
CM On Demand Classes
Electives and Board Certification Classes
From the firm that Embraces Community, we now feature three Board Certification Classes and multiple Elective Classes - all on CM On Demand for viewing in rhe convenience of your own home and at your preferred time of day!
You can take these classes at 2:00 a.m. on a Saturday, or whenever your heart desires. While there are no deadlines to view our Elective CM On Demand Classes, there are deadlines to view the Board Certification classes.
Some points to remember for all of our CM On Demand Classes:
- Each person must complete the reservation themselves.
Don't forget to read the website and your Confirmation and Instructions email in depth as it will expedite receiving your Certificate within the time period listed in the website.
Don't forget to review your Reservation form before hitting the "Submit" button as errors may prohibit it from going through. Wait up to three minutes to see the receipt banner which is the confirmation it went through,
So, pop the popcorn, pour your favorite beverage, grab your pen and pad, settle in your easy chair, and view this class on your computer, smart phone, or tablet!
All of our classes are listed below - so make your reservation now!
Another personalized service from Clayton & McCulloh, the firm that Embraces Community. Shouldn't your Association have a law firm that puts you first?
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Announcing Our CM On Demand Webinars!
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As on January 1, 2022, there will be a small fee for these webinars. The money collected will be donated to animal rescue organizations. |
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Who Does What?
Officers' Duties Breakdown
Original presentation was September 30th
Think you know what responsibilities each Board Member has? What does the Vice President do? This class will cover the responsibilities of officers on the Board and a few that you may have overlooked and/or had not considered. We will also cover items that every Board Member should know about their Association. Our mission is to maximize the efficiency of your Board by attending this class. This class is taught by Arlene Ring. Partner, Alan Schwartzseid will be available to answer legal questions.
Featuring our Director of Public Relations,
Arlene Ring, and
Partner Alan Schwartzseid
Here are some of the comments made those that attended this extremely popular webinar:
"Arlene was very engaging and informative," "Arlene makes the information lively and entertaining," and "Arlene's enthusiasm and bits of humor are great." Other reviews praised the content and execution of the program along and how CM's webinars were so informative and couldn't be beat! Partner Alan Schwartzseid joined Arlene for the Q&A and received high remarks for his insightful comments and comradery with Arlene.
Make a reservation to see this creative webinar!
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Are You On the Eve of Destruction?
Effective and Destructive
Posts on Social Media
Original presentation was August 26th
Social media is a very effective method to keep residents advised of important events and operations of community associations. It can be a blessing and a curse for Community Associations. You can post something that you feel is great, but then comes the backlash! Wording a post the wrong way can result in bad press for your Association and even possibly, litigation. So how can you maneuver these tricky waters and make social media work for your Association and avoid the pitfalls? Our goal is to help you hit a home run and avoid a blow out for your Association.
Our attorney will discuss the legal pitfalls of social media and Shelby Rogers of the Marketing Firm, On Target, will discuss how to turn social media into a bonanza for your Associations and what not to do.
Featured Speakers: Partner Alan Schwartzseid and Shelby Rogers of OnTarget
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What?!! We Can Be Sued
Because of Our Website?
Original presentation was May 20th
Did you know that you can be sued because of your website? What should or should not be on your website? How can you improve your website? Learn about the legalities of Community Association websites, what should be (or should not be) on your website, and design tips. Our Attorney will cover the legal aspect while our Guest Speaker will provide you with information on ways to maximize your website to assist in the operation of your Association.
Featuring Partner Alan Schwartzseid
and Guest Industry Expert,
Joshua Adams of Rock Paper Simple
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Elements of
Community Association Insurance
Original presentation was September 16th
Community Associations can be complex and each Association will have their own unique set of exposures and liabilities. During the presentation, the speakers will help simplify and walk you through the insurance process and the major coverages each Community Association needs to be aware of as they purchase their insurance. This course will touch on state statutes, underwriting requirements, different types of carriers available, and coverages all Associations and their managers should understand. Whether you are experienced or just starting in Community Associations, this course will provide a level of content for everyone.
Speaker: Kevin Halvorsen
of Sihle Insurance
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To Special Assess or Not to Assess?
That is the Question!
Original presentation was October 21st
What do you do when your Association is faced with a major project and reserve funds are not adequate to cover the cost? What if you are faced with an unexpected emergency such as clean up after a storm or a pipe bursting unexpectedly? What are your options? In this webinar we are going to discuss the various factors and key components when faced with the decision to fund improvements and repairs. Topics will include: Project Cost Financing, Special Assessments, Documentation, Collateral, Loan Structure, Term Loans and Non-Revolving Line of Credit, Revolving Lines of Credit and Their Uses, Repayment and Prepayment, and Which Players Should be Involved in the Process and Decision Making.
Featuring, Cathi Dorn & Randy Pennington
of SouthState Bank and
Partner Alan Schwartzseid
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"Bad Board Members: What 'Ya Gonna Do When They Come for You?"
At one time or another, every Association will have a bad board member. It may be a Board Member who refuses to execute their duties, attend meetings, causes disruptions, leaks confidential information, or refuses to turn over Association’s records once they leave office. So, what can you do with a bad board member? Our attorney will delve into these issues offering possible legal solutions, while our Director of Public Relations (an experienced board member) will offer practical solutions and insight into the situations.
This class received strong reviews for its content and delivery and is now available on CM On Demand - Electives!
Original webinar presentation was April 29, 2021.
Here is a comment made by a recent person who attended this popular webinar:
"This seminar was very informative on how to handle a bad board member and how to identify a bad board member. Thank you both for sharing these tips, pointers and legal responsibilities that board members have to their community."
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Working with Acts of God
Normally, Community Associations just have to contend with hurricanes, tornadoes, fires, sinkholes, and severe storms. In 2020, life brought us a pandemic with far-reaching repercussions. Our Senior Partner, Neal McCulloh, and Guest Industry Speaker, Lou Biron of Sihle Insurance, addressed the legalities, serious issues arising in preparation and the aftermath of these acts of God, and possible solutions to these life changing challenges in a 1 1/2 hour webinar originally broadcasted on Tuesday, March 20, 2021. This webinar was packed full of great information and items to brace yourself for.
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Paradigm Presents: The T's of Telecommunications for Communities
What’s the difference between fiber and copper systems? Is there compensation from providers to communities for individual subscription services available? Have you considered a bulk agreement for internet or TV services at a discounted price? Find out what’s on the table for your community. We welcome you to join our Valued Business Partner, the CEO of Paradigm Broadband Group, an expert in the broadband industry, as he describes "The T’s of Telecommunications," covering such topics as technologies to consider, terms to negotiate, tactics to look out for and timing. Don and Elise Johnson bring you this one hour webinar originally presented on Tuesday, March 30, 2021.
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Oh, What a Night!
In 2020, our seminars/webinars featured a 1950’s musical theme. This October 22, 2020 event featured a panel discussion of three of our dynamic 2020 Business Partners in an one hour open question and answer session.
The panel featured:
Steve Kinder of ServPro
Don Johnson of Paradigm Broadband Group
Chelsee Camero Lintz of Ask an Adjuster
Brian Hess of Clayton & McCulloh
Moderator, our Director of Public Relations, Arlene Ring
Listen to the lively discussion on a wide range of topics facing Community Associations today and the solutions the panel offered to the attendees.
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Here's What People Are Saying About the
CM On Demand Board Certification Classes!
About the HOA Class: "I feel more confident now having been informed. Before viewing the "I Walk the Line" presentation, I didn't know what I didn't know. Now I realize that I need a better student of the laws in order to be a better board member." David Doster - Countryside PUD Unit XIIA HOA
About the COA Class: "As a new individual to condominium living and being on their board, this was an excellent introduction. Would highly recommend this course to board members ASAP in their application process." James Pinkerton - Old Ponte Vedra Beach Condominium.
About the MHP Class: "This was very informative ane enlightening. The length of the seminar was good and the information covered was most appropriate." Thomas Stamates - Water Oak Estates HOA
What makes our classes stand out from the crowd? First, our attoneys are extremely experienced. Second, we send each successful graduate of this class a detailed cover letter covering numerous topics to prepare a Board Member for their execution of their duties.
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Don't Want to Take the
Board Certification Class?
If you prefer not to take the certification class, please use the button below to request an Affidavit "opting out" of taking the class.
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If you have any Community Association questions that you would like answered, please submit your question using the button below. We regret that we cannot answer every question and cannot answer a question that requires us to review your Governing Documents. If your question is not answered for the next issue, we may use it for a future issue.
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Time for a New Manager or a New Vendor?
It's that time of the year again when Associations are thinking "Wow! This is more work than I want to do" or "Not sure about our present manager - maybe we should look into possibly hiring a new one?" Does this describe how you are feeling?
If so we can help. Whether you are a client or a non-client, we provide a complimentary Management Company Referral Service to help you find a Manager or a new Manager! If you have a Manager presently, we always recommend trying to work it out with them as you have a history which is quite valuable. If you are uncomfortable about approaching your current Manager or Management Company, as one of our clients, we can contact the company or manager to see if we can assist in resolving the issues.
Do you need a landscape, insurance, painting, or roofing company? We can help! We also offer a complimentary Vendor Referral Service to help you find vendors who work with associations like yours. We have many vendors that we can refer to you and your fellow board members to help make your job easier.
For more information on this service, please call our Director of Public Relations at our office via extension 129 or at (407) 808-2553 after hours/weekends. You can also make a request by clicking the button below.
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Everyone is touched when they receive kind words about their actions. Our firm is no exception. Clients have asked us over the years "is there some place that they can submit a compliment that would get to the right person and also give them some internal recognition?" To that end, we created a "Kudos" page on our website to provide people an opportunity to recognize members of the firm.
Did one of our attorneys or staff go above and beyond to help you?
- Has one of our attorneys or staff members gone above and beyond on your behalf?
- Did you receive a great result in a case as a result of our attorneys and paralegals expertise?
- Did someone in our Billing Department provide more information on an invoice?
- Was our Client Services Department helpful in handling a non-legal matter for you?
- Did our receptionist brighten your day with her greeting?
- Or maybe you had a positive experience with our webinars or other complimentary services, such as referrals or assistance after hours?
- Perhaps you would like to share with the firm your appreciation of our representation of your Association or a particular case?
Our staff will be recognized internally at our monthly meetings or a firm email with your kind words.
If you would like to submit a "Kudo" to be shared with that staff member or attorney, you may do so by selecting the button below. Your kind words are not automatically published in our newsletter or Facebook page unless you specifically authorize same.
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Have You Submitted Your Current
Board information to Us?
Clients, it is very important to submit your current Board information to us within thirty days of being elected. Simply use this link. Why is it important? Check out the reasons on this form.
Coming Soon! Brand new service - a link for non-clients to update their Board Information.
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Get The Latest Trending News!
Like us on Facebook and you will receive:
- Late Breaking News on topics affecting Community Associations
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- Much more
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Follow Us On LinkedIn and You Will See:
- Legal Articles for Community Associations
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Connect with CM by clicking on logo
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Follow our Director of Public Relations, Arlene Ring, and you will see:
- Articles address practical issues with solutions for Community Associations' Board & Committee Members
- How To Articles for Board and Committee Members
- Special Interest information for CAMs and Community Association Vendors
- And more!
Connect with Arlene by clicking on logo
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Have You Ever Checked Out Our Individual
YouTube Videos?
Did you know that several of our attorneys and staff have an individual video on our website and YouTube? No? Each person covers a different aspect of Community Association Law or life. See these videos below.
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Ken Clayton,
Founding & Senior Partner
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Neal McCulloh,
Founding & Senior Partner
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Russ Klemm,
Partner & Litigation Chair
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Arlene Ring,
Director of Public Relations
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About the "Green Marble"
The Green Marble is a monthly digital newsletter, a complimentary service for our Association Clients and Managers. CM also features an additional monthly digital newsletter, "CM Update," an annual "Community Chat" (delivered to your home via USPS), and "CM Special Editions." These publications are published by our Public Relations Department. If you have any questions, comments, or suggestions about this newsletter, please contact us at pr@clayton-mcculloh.com.
You are receiving this e-mail as you fall into one of the following categories:
*You are currently a client or client's manager;
* You have requested to be on our mailing list;
*as a former member of BCAM and NECAM you are
provided a complimentary subscription to the CM mailing list;
*By attending one of our seminars, you agreed to be part of our Confidential Mailing list.
If you elect to be removed from this e-mail service, we will no longer be able to send you seminar invitations, information on changes in the law concerning Community Associations, newsletters, or any other information regarding the Community Association industry. We sincerely hope we can continue to assist you with the challenges that face Community Associations today through this service.
When replying with a question or statement please include your name and the legal name of your Association or Management Company (no acronyms, please, unless your legal name on the Article of Incorporation lists an acronym.)
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Thank You!
We would like to take a moment to thank our 2021 Valued Sponsors. These companies are experts in the Community Association field. There are special nuances that should be considered before hiring a company to handle your work.
We hope that you will consider securing a bid for their services for your Association or in your personal lives. These Valued Sponsors are leaders in their industries and we are thankful they partnered with us this year.
Please remember that simply by clicking on their logo, it will take you to their website where you can learn more about their services as well as hire them.
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Orlando Office: Maitland
The Clayton & McCulloh Building
1065 Maitland Center Commons Blvd.
Maitland, FL 32751
Phone: (407) 875-2655
Fax: (407) 875-3363
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Toll Free: (888) 793-1486
After Hours - 24/7: (407) 808-2553
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