1. Board Member Education Session 5 Tuesday, October 29 Your Pit Boss for this session is Eileen Castberg So, now you’re on the Board The One-Hour Board Meeting Fiduciary responsibilities of the Board

2. Fiduciary Obligations Presented by: Jeffrey T Weinland, CHA, CHE, CHAE University of Central Florida Rosen College of Hospitality Management

3. Keys to a Successful Resort Stack the Deck! Session 4 Tuesday, October 29 8:45 AM – 9:45 AM Your Pit Boss for this session is Kimberly Stibbs-Menster Paul Goodrich SPM Resorts Scott Riddle 1800MyCondo.com & Resort Synergy Gregg McMurtrie Collections Unlimited

4. Fiduciary A Relationship of Trust, Confidence, and Duty

5. Fiduciary from the Latin fiducia, meaning "trust” a legal relationship where one person is obligated to act in the best interests of others obligations are willingly accepted dependence and influence are created elements – care, loyalty, obedience

6. Parties Dependent - Influencer Principal - Agent Client - Attorney Client - Broker Beneficiary - Trustee Heirs - Executors Timeshare Owners - Board Members

7. BoardMembers Board Members represent the interests of all timeshare owners as a collective represent the interests of the organization as members of the organization, they represent their own interests, but only to the extent that those interests are shared by all owners

8. Liability Personal – individuals are personally liable to preform their duties in representing the organization and the owners Corporate – the association is liable as a whole to ensure that policies and procedures are in place to protect the dependent parties

9. BoardMemberDuties Board Member Duties Legal Compliance Financial Oversight Governance Management

10. LegalCompliance Legal Compliance Federal – US Code State – Statutes Local – Ordinances Governing Documents –Articles of Incorporation –Prospectus –Deed Restrictions –Rules & Regulations –Policies & Procedures

11. FinancialOversight Financial Oversight Budget & Planning Financial Management Reconcile Operational Activities to Financial Reports Internal Controls

12. Governance Vision Mission Organizational Objectives Moral & Ethical Decision Making Processes

13. Management Day to day operating activities Service delivery Administrative activities Operational & regulatory requirements Delegation of activities to a professional management company or employees Note: activities can be delegated, but the board members remain responsible and accountable for all fiduciary duties

14. FiduciaryDecisionTesting Fiduciary Decision Testing Is it truth? Is it fair to all concerned? Does it benefit all concerned? Does it build positive relationships or add good will?

15. IdealBoardMembers Ideal Board Members Honest, Trustworthy, Courageous, Moral & Ethical Able to interpret financial statements and operational reports Has an interest in the long-term success of the organization Willing & able to meet the requirements of service

16. Employeesand ManagementCompanies Employees and Management Companies Employees have fiduciary responsibilities owed to their employers Management companies have fiduciary responsibilities owed to the organization which they contract with Neither replace the board members fiduciary responsibilities owned to owners or their organizations

17. Fiduciary Obligations Questions? & Answers

18. Fiduciary Obligations Contact Jeffrey T Weinland CHA, CHE, CHAE Jeff@Weinland.us