MINUTES OF MEETING WESTSIDE HAINES CITY
COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the Westside Haines City Community Development District was held Wednesday, January 19, 2022 at 1:03 p.m. at 346 E. Central Avenue, Winter Haven, Florida.
Present and constituting a quorum:

Rennie Heath	Chairman
Lauren Schwenk via Zoom	Vice Chairman
Justin Frye	Assistant Secretary
Rob Bonin via Zoom	Assistant Secretary
Christine Aviles	Assistant Secretary Also present were:
Jill Burns	District Manager, GMS
Roy Van Wyk via Zoom	KE Law Group
Rey Malave via Zoom	Dewberry
Lisa Kelley via Zoom	Dewberry
Bob Gang	Greenberg Traurig
Ashton Bligh	Greenberg Traurig

FIRST ORDER OF BUSINESS	Roll Call
Ms. Burns called the meeting to order and called the roll. Three Board members were present constituting a quorum. Ms. Schwenk and Mr. Bonin joined via zoom.

SECOND ORDER OF BUSNESS	Public Comment Period
Ms. Burns noted no members of the public were present in person or via Zoom.

THIRD ORDER OF BUSINESS	Approval of Minutes of the December 15,
2021 Board of Supervisors Meeting and Audit Committee Meeting
Ms. Burns presented the December 15, 2021 Board of Supervisors meeting and Audit Committee Meeting minutes. She asked if there were any questions, comments, or changes, and hearing none asked for a motion to approve.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, the Minutes of the December 15, 2021 Board of Supervisors and Audit Committee Meeting, were approved.

FOURTH ORDER OF BUSINESS	Consideration	of	Resolution	2022-02
Delegation Resolution
Ms. Bligh reviewed the resolution. She noted this was the supplemental resolution that was contemplated when the Board adopted the original resolution in March of 2021. She noted it contained documents as exhibits to issue one series of bonds. This allows the District to undertake additional areas not in the original bond. She reviewed the documents contained and pointed out in Section 4 that a public offering is not required. In Section 5 are the parameters for the bonds. She added the interest rate would not exceed statutory limits. Also, the aggregate principal amount of the bonds called the Series 2022 bonds will not exceed $9,400,000. The final maturity will not be later than the maximum term allowed by law. The price at which bonds are sold will not be less than 98% of the aggregate base of bonds.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, Resolution 2022-02 Delegation Resolution, was approved.

FIFTH ORDER OF BUSINESS	Presentation	and	Approval	of
Supplemental Engineer’s Report
Ms. Burns noted this was not the same as the one in the packet, but it is contained in a separate report. Mr. Malave presented the Engineer’s report. He noted this describes the off-site improvements for a new fund. He noted they would like to modify the total. Ms. Burns added the changes in Table 7 and noted they would remove the FDC improvements from the report and add in the proportionate share of mitigation payments. She reviewed the outline and payments. Ms. Burns noted she would work with Mr. Van Wyk for the details. She noted the amounts should stay the same.
Mr. Van Wyk clarified the questions:
With those changes, including the removing some of the cost outlined in Table 7 and adding in the proportionate share costs, all improvements were still improvements that were contemplated in the Master Engineer’s Report, correct? Ms. Burns answered yes, that is correct.

Those dollar amounts are reasonable for the types of improvements and the cost that are going to be funded by this bond? Ms. Burns answered yes, they are.
This motion will accept the Supplemental Engineer’s report subject to the modifications in Table 7 as outlined by our Engineer and Developer.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, the Supplemental Engineer’s Report, was approved as amended to update Table 7.

Mr. Malave noted the Second Engineer’s Report is a revision to the Master. He noted the number of acres and lots are reduced. This will revise the reduction in both number of townhomes and the number of acres being included. Exhibit 1 notes that Parcel 25 is taken out. This is the difference and substantiating the change. This would now be the revised Engineer’s Report dated 1/19/2022.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, the Amended and Restated Master Engineer’s Report dated January 19th, 2022, was approved.

SIXTH ORDER OF BUSINESS	Presentation of Approval of Supplemental
Assessment Methodology (to be provided under separate cover)
Ms. Burns noted this was circulated to everyone this morning. She presented the changes to the report dated March 29, 2021. This report allocated debt to the properties based on the special benefit that each receives from the capital improvement plan just reviewed. She reviewed the tables reflecting a total of 1,805 units. Each product types are listed as town homes, single family 40’ and single family 50’ lots. Table 2 will be updated based on changes in the Engineer’s report. Table 3 shows the bond sizing of $8,780,000, with a ten-year amortization. Table 4 shows improvement cost per unit. Table 5 shows par debt per unit reflecting the townhome at $3,767 and the single family 40’ lots is $5,023 and the single family 50’ lots is $6,279. Table 6 shows the net and gross annual debt assessment per unit townhomes at $151 annually, 40’ lots is $201 annually, and the 50’ lots is $251 annually. Table 7 is the preliminary assessment roll for the series, and none have been platted.

Ms. Burns stated that the properties receive a benefit from the capital improvement plan that is being constructed and that the assessments are fairly and reasonably allocated across the property types based on the special benefit that each receive. It is equal to or in excess of the amounts that we’ve discussed. It was clarified that the unit numbers were 1,805. Ms. Burns noted the new total is $22,700,002. He noted that Brentwood 1, and Cascades 1& 2 are out.

On MOTION by Mr. Frye, seconded by Mr. Heath, with all in favor, the Supplemental Assessment Methodology, was approved as amended to include updates to Table 2.

SEVENTH ORDER OF BUSINESS	Consideration	of	Resolution	2022-03
Supplemental Assessment Resolution
Ms. Burns noted this outlines the actual terms of the bonds that will be issued. She added the exhibits will be updated based on the changes made in the above resolutions. Since the numbers are unknown at this time, the Board decided to table this until another meeting.

EIGHTH ORDER OF BUSINESS	Consideration	of	Resolution	2022-04
Directing Chairman and District Staff to File a Petition Amending District Boundaries
Ms. Burns noted this resolution was included in the package. She stated that this takes out Parcel 25 and she noted it was 12.623 acres that will be removed.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, Resolution 2022-04 Directing Chairman and District Staff to File a Petition Amending District Boundaries, was approved.

NINTH ORDER OF BUSINESS	Consideration of Boundary Amendment
Funding Agreement
Ms. Burns noted the boundary amendment funding agreement is with GLK Real Estate, LLC. She added this entity will fund any cost associated with the boundary amendment and is not reimbursable.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, the Boundary Amendment Funding Agreement, was approved.

TENTH ORDER OF BUSINESS	Consideration of Letters from FMS Bonds
for Underwriter Services
Bonds Route
Ms. Burns presented the contract agreement and asked for a motion to approve.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, the Letters from FMS Bonds for Underwriter Services, was approved.

ELEVENTH ORDER OF BUSINESS	Staff Reports
Attorney
Mr. Van Wyk had nothing further to report.

Engineer
Mr. Malave noted he had nothing further to report. It was asked when the removal of the land for the boundary amendment would be finalized. Mr. Malave replied that it may be three months. There was an inquiry about a legal description for the land that is being removed. He replied they do have a legal description of what is being removed and it will be sent.

District Manager’s Report
Approval of Check Register
Ms. Burns stated that the current check register was from December 8 through January 11, 2022 and totaled $4,536.87

On MOTION by Mr. Frye, seconded by Mr. Heath, with all in favor, the Check Register totaling $4,536.87, was approved.

Balance Sheet & Income Statement
Ms. Burns stated that financial statements were included in the Board’s package. There was no action needed.

Ratification of:
Summary of Series 2021 AA1 Requisitions #75 to #87
Summary of Series 2021 AA1 Brentwood Account Requisitions #29 to #33

Ms. Burns stated that these had already been approved and just needed to be ratified by the
Board.

On MOTION by Mr. Heath, , seconded by Ms. Aviles, with all in favor, Series 2021 AA1 Requisitions #75 to #87 and Series 2021 AA1 Brentwood Account Requisitions #29 to #33, were ratified.

TWELTH ORDER OF BUSINESS	Other Business
Ms. Burns stated there was no other business to discuss.

THIRTEENTH ORDER OF BUSINESS	Supervisors Requests and Audience
Comments
The Board asked that Ms. Burns circulate all reports that are a part of the PDF agenda package.

FOURTEENTH ORDER OF BUSINESS	Continuation of Meeting

Chairman/Vice Chairman

Ms. Burns asked for a motion to continue the meeting to Thursday, January 27, 2022 at 10:00 a.m. at the same location.

On MOTION by Mr. Heath, seconded by Mr. Frye, with all in favor, the meeting was continued to Thursday, January 27, 2022 at 10:00 a.m.

Secretary/Assistant Secretary