|I am writing about the ARB since so many people seem to think that the ARB is a committee of CSA.
Let me start with a negative which I rarely do: The ARB is NOT a committee of CSA.
How did it come to be? What is its authority?
Our journey starts when the Sea Pines Plantation Company (the “Company”) recorded the 1970 Land Use Covenants.
You can read those Covenants if you want to see the details of everything it addresses. For the purpose of this message, suffice it to say that
those Covenants set forth the permitted land uses, standards, criteria and numerous provisions and requirements governing the use and the construction of almost anything and everything on property.
There are three (3) Land Use Covenants. I am using the language in Class “A” Residential Areas but the language is very similar in the other two Covenants.
Please read the following language from that Covenant to understand the extent of the Company’s authorities and discretions:
No building, fence or other structure shall be erected or altered on any lot…until the proposed building plans, specifications, exterior color or finish …shall have been approved in writing by Sea Pines Plantation Company. …Refusal of approval of plans, locations or specifications may be based by the Company upon any ground…which the Company shall deem sufficient.
(If you read that as I do, the Company gave itself broad authority and discretion.)
The Company appointed people to an Architectural Review Board to exercise the Company’s architectural review functions set forth in those covenants.
Fast forward to 1984 when a lawsuit was settled. The Settlement Agreement required (among other things) that the Company amend the Class A and Class B Land Use covenants to provide for a reconstituted ARB with nine (9) members and the Company could only appoint three (3) of those members.
That Settlement Agreement also required the Company to assign to this ARB its architectural review functions, rights, authorities etc. contained in the 1970 Covenants.
This settlement resulted in the 1984 covenant amendment which created a reconstituted ARB as a covenant entity vested by assignment with the Company’s rights and authorities under the 1970 Land Use Covenants.
Now onward to the Company’s bankruptcy.
Without getting into the details of the bankruptcy and all the reasonings thereof, one of the consequences was the incorporation of CSA and the transfer of various rights to the new Sea Pines Company and CSA. In 2001, the Sea Pines Architectural Review Corporation (“SPARC”), a private non-profit corporation was formed.
The ARB was made a Standing Committee of SPARC.
The ARB, (not SPARC) has all of the authorities, rights and discretions etc. assigned to the ARB by the 1984 Covenants.
SPARC has three (3) members: ASPPPO, CSA and The Sea Pines Resort, LLC.
SPARC’s Board of Directors consists of six (6) members :
- two designated by the Sea Pines Resort,
- two from CSA ,
- one from ASPPPO, and
- the Chair of the ARB.
The voting members of the ARB ( the Standing Committee) are appointed by those three (3) organizations.
SPARC does not have the power to amend or modify the rights and authorities assigned to the ARB by the 1984 Covenant nor does SPARC have the power to change any provisions of the 1970 Land Use Covenants.
A caveat: I am not expressing an opinion on any individual decision of the ARB, just the facts as I understand them to be.