Pair challenges association election process

Chris CogdillKeith Herbert

WILMINGTON- Two Chimney Hill residents are running a write-in campaign for their homeowners association board of directors. Keith Herbert and Chris Cogdill are promising to change what they say is an undemocratic system that has an impact on every homeowner in the development.

They describe a system in which the board of directors, essentially, selects its own membership. Under the association's bylaws, all candidates to be placed on the ballot are selected by a nominating committee of board members. The bylaws say the committee “shall make as many nominations for election to the board of directors as it shall, in its discretion, determine, but not less than the number of vacancies that are to be filled.”
Although the language of the bylaw doesn't specifically limit the number of candidates that can be nominated for each vacancy, when Herbert and Cogdill recently sought nominations to have their names placed on the ballot, they were rejected. In fact, of the eight people, including two incumbents, who sought nominations for four board positions that are up for election at CHOA's annual meeting on June 2, only four were selected – one candidate for each position.
When they questioned the process, they received letters from board president Gene Clark saying that the nomination of one candidate per vacancy is allowed by the association's bylaws, and the board and committee followed what has been common practice since the inception of the association.

Chimney Hill Owner's Association Executive Director Ken Spicer says the nomination process doesn't necessarily result in one candidate per vacancy. “The process is that the candidates submit a bio to the nominations committee, currently made up of four past presidents of the association, and then these candidates are interviewed by the nominations committee. After these interviews the committee presents its nominations, which are placed on the ballot for election at the annual meeting. Sometimes there are more than the available positions and sometimes equal to the available positions. There may be a variety of reasons why a candidate is not nominated but obviously this is kept to the nominations committee to protect the candidate.”

But, according to Herbert and Cogdill, there hasn't been any contested board election. Herbert says it's undemocratic. “Its a rigged election,” he says. “It's a foregone conclusion.”
Herbert, a local business owner who has been a full-time Chimney Hill resident since the mid-1980s, says he was initially approached as a prospective candidate by three other board members. “So I started going to the meetings, and I saw the dysfunction of the board,” he says. “I saw the divisiveness, the us-against-them mentality. I think there's a middle ground – we're all supposed to be after the same thing: what's best for members.”

Herbert says he suspects his nomination may have been rejected because of his advocacy for reform, as well as a disagreement he and his wife Kit Cincotta had with CHOA regarding a zoning issue – a disagreement in which they prevailed.

Both Herbert and Cogdill say they'll fight to make the election process more democratic, and to bring the Chimney Hill Owners Association bylaws into conformance with state law. Herbert says that, as a Vermont nonprofit homeowners association, CHOA's bylaws fall under Vermont Statutes Annotated Title 11b, which regulates nonprofit corporations, and Title 27a, which regulates common ownership organizations.

Both candidates also say they'll implement efforts to increase communication between CHOA and members. “Participation (in the association) is very low, including at the annual meeting,” Herbert says. “Questions are being raised now as to whether we ever make quorum. Basically, it's the old boys' club. In this age of the internet, we have no community forum, no blog, not even an official Facebook page. The administration doesn't send out emails. We couldn't even get a mailing list of homeowners.”

Herbert and Cogdill have created a website to get the word out to CHOA members at Chimney Hill's bylaws and other information can be found at

The Deerfield Valley News

797 VT Route 100 North
Wilmington, VT 05363

Phone: 802-464-3388
Fax: 802-464-7255

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