2023-09-01 SID 562 Minutes MINUTES OF MEETING
OF
SANITARY AND IMPROVEMENT DISTRICT NO. 562
OF DOUGLAS COUNTY, NEBRASKA
A meeting of the Board of Trustees of Sanitary and Improvement District No. 562 of Douglas
County, Nebraska, was convened in open and public session at 8:30 a.m. on the 1st day of September,
2023, at 10250 Regency Circle, Suite 300, Omaha, Nebraska.
Present were: Dennis Van Moorleghem, Steven Janicek, Jerry Standerford and Robert L. Greene.
Also present was Mark J. LaPuzza, attorney for the District.
Absent: Gerald L. Torczon.
Notice of the meeting was given in advance thereof by publication in The Daily Record on
August 29, 2023, a copy of the proof of publication being attached to these minutes. Notice of this meeting
was simultaneously given to all members of the Board of Trustees, and a copy of their acknowledgment of
receipt of notice is attached to these minutes. Availability of the agenda was communicated in the published
notice and in the notice to the Trustees of this meeting. All proceedings of the Board were taken while the
convened meeting was open to the attendance of the public. The agenda was at all times available at the
office for the District at 10250 Regency Circle, Suite 300, Omaha, Nebraska 68114.
The Chairman publicly stated to all in attendance that a current copy of the Nebraska Open
Meetings Act was available for review and indicated the location of such copy in the room where the
meeting was being held.
The meeting was called to order by the undersigned presiding as Chairman.
There were next presented miscellaneous bills, invoices, statements, and recommendations for the
Board's consideration.
There was next presented the final statement from Pansing Hogan Ernst& Buser LLP, attorneys for
the District for legal services rendered in miscellaneous District matters from August 12, 2022 through
August 31, 2023, in the amount of Twenty Thousand Two Hundred Eighteen and 50/100 Dollars
($20,218.50); and costs advanced in the amount of One Thousand Five Hundred Six and 42/100 Dollars
($1,506.42); said statement being in the aggregate amount of Twenty-One Thousand Seven Hundred
Twenty-Four and 92/100 Dollars($21,724.92).
The Clerk next directed the attention of the Board of Trustees to the fact that D.A. Davidson & Co.
will purchase Twenty-One Thousand Seven Hundred Twenty-Four and 92/100 Dollars ($21,724.92) in
warrants at this time and that the contracted charge for such purchase of warrants is four percent (4%) or
Eight Hundred Sixty-Nine and no/100 Dollars ($869.00) in accordance with the financing agreement
previously adopted by the Board. The Chairman recommended the issuance of a warrant for such amount
to D.A. Davidson & Co.
The Clerk next directed the attention of the Board of Trustees to the fact that Municipal Capital
Advisors, LLC will purchase Twenty-One Thousand Seven Hundred Twenty-Four and 92/100 Dollars
($21,724.92) in warrants at this time and that the contracted charge for such purchase of warrants is one
percent (1%) or Two Hundred Seventeen and 25/100 Dollars ($217.25) in accordance with the municipal
advisory services agreement previously adopted by the Board. The Chairman recommended the issuance
of a warrant for such amount to Municipal Capital Advisors, LLC.
The previously described bills, invoices, recommendations and statements having been presented
for the Board's consideration and after review and discussion of such items, the following resolution was
duly moved and passed:
RESOLVED, by the Board of Trustees of Sanitary and Improvement
District No. 562 of Douglas County, Nebraska, that the Chairman and
Clerk be and they hereby authorized and directed to execute and deliver
Warrant Nos. 1996 through 2002 of the District, dated the date of this
meeting, to the following payees and in the following amounts, said
Warrants to be drawn on the General Fund of the District and to draw
interest at the rate of six percent (6%) per annum and to be redeemed no
later than September 1, 2026, subject to extension of said maturity date by
order of the District Court of Douglas County, Nebraska, after notice is
given as required by law, to-wit:
Warrant Nos. 1996 through 1999, each for the amount of Five
Thousand and no/100 Dollars ($5,000.00), and Warrant No. 2000, for the
amount of One Thousand Seven Hundred Twenty-Four and 92/100
Dollars ($1,724.92), payable to Pansing Hogan Ernst& Buser LLP.
Warrant No. 2001, for the amount of Eight Hundred Sixty-Nine
and no/100 Dollars ($869.00), payable to D.A. Davidson &Co.
Warrant No. 2002, for the amount of Two Hundred Seventeen and
25/100 Dollars ($217.25), payable to Municipal Capital Advisors, LLC.
FURTHER RESOLVED by the Board of Trustees of Sanitary and
Improvement District No. 562 of Douglas County, Nebraska, that both
they and the district hereby find and determine and covenant, warrant
and agree as follows: the improvements and/or facilities being financed
or refinanced by the above Warrants are for essential governmental
functions and are designed to serve members of the general public on an
equal basis; all said improvements have from the time of their first
acquisition and construction been owned, are owned and are to be
owned by the District or another political subdivision; to the extent
special assessments have been or are to be levied for any of said
improvements, such special assessments have been or are to be levied
under Nebraska law as a matter of general application to all property
specially benefited by said improvements in the District; the development
of the land in the District is for residential or commercial use and the
development of the land in the District for sale and occupation by the
general public has proceeded and is proceeding with reasonable speed;
other than any incidental use of said improvements by a developer
during the initial period of development of said improvements, there have
been, are and will be no persons with rights to use such improvements
other than as members of the general public; none of the proceeds of
said Bonds or any refinanced indebtedness have been or will be loaned
to any private person or entity; the District hereby authorizes and directs
the Chairperson or Clerk to file or cause to be filed, when due, an
information reporting form pursuant to Section 149(e) of the Internal
Revenue Code of 1986, as amended, pertaining to the above Warrants;
and the District does not reasonably expect to sell or otherwise dispose
of said improvements and/or facilities, in whole or in part, prior to the last
maturity of the above Warrants.
FURTHER RESOLVED by the Board of Trustees of Sanitary and
Improvement District No. 562 of Douglas County, Nebraska, that the
District hereby covenants, warrants and agrees as follows: (a) to take all
actions necessary under current federal law to maintain the tax exempt
status (as to taxpayers generally) of interest on the above Warrants; and
(b) to the extent that it may lawfully do so, the District hereby designates
the above Warrants as its "qualified tax exempt obligations" under
Section 265(b)(3)(B)(i)(III) of the Internal Revenue Code of 1986, as
amended, and covenants and warrants that the District does not
reasonably expect to issue warrants or bonds or other obligations
aggregating in the principal amount of more than $5,000,000 during the
calendar year in which the above Warrants are to be issued.
FURTHER RESOLVED, by the Board of Trustees of Sanitary and
Improvement District No. 562 of Douglas County, Nebraska, that this and
the preceding Resolutions are hereby adopted as the Certificate With
Respect to Arbitrage of the District pertaining to the above Warrants and
the District and the Chairman and Clerk of the District hereby further
certify, as of the date of the registration of the above Warrants with the
County Treasurer of Douglas County, Nebraska, as follows:
1. No separate reserve or replacement fund has been or will
be established with respect to the above Warrants. The District
reasonably anticipates that monies in its Bond Fund reasonably
attributable to the above Warrants in excess of the lesser of: (a) ten
percent (10%) of the net principal proceeds of the above Warrants, (b) the
maximum annual debt service due on the above Warrants, or (c) one
hundred twenty-five percent (125%) of average annual debt service due
on the above Warrants will be expended for payment of principal of and
interest on the above Warrants within thirteen (13) months after receipt of
such monies. That amount which is currently held in the District's Bond
Fund which exceeds the amount which is to be expended for payment of
principal and interest on the above Warrants within thirteen (13) months
after receipt of such monies, plus that amount arrived at pursuant to the
immediately preceding sentence, will not be invested in any securities or
any other investment obligations which bear a yield, as computed in
accordance with the actuarial method, in excess of the yield on the above
Warrants.
2. To the best of their knowledge, information and belief, the
above expectations are reasonable.
3. The District has not been notified of any listing of it by the
Internal Revenue Service as an issuer that may not certify its bonds.
4. This Certificate is being passed, executed and delivered
pursuant to Section 1.148-2(b)(2) of the Income Tax Regulations under the
Internal Revenue Code of 1986, as amended.
There was next discussion regarding the need for a traffic study in the District. The Trustees
discussed that this would be addressed in a future meeting. There was also discussion regarding safety
issues relating to motocross bikes and golf carts being driven on the streets within the District.
The next topic of discussion was related to the homeowners association for the Falling Waters
neighborhood. The was some discussion regarding the division of responsibility between the District and
the homeowners association. It was noted that a meeting of the homeowners association is scheduled for
this fall.
Discussion was next had concerning the termination of legal representation by Pansing Hogan
Ernst& Buser LLP. Upon a motion duly made and seconded and upon a roll call vote of the Trustees,
Dennis Van Moorleghem, Steven Janicek, Jerry Standerford and Robert L. Greene voted "Aye" with none
voting "Nay"thereby adopting the following resolution:
RESOLVED, by the Board of Trustees of Sanitary and Improvement
District No. 562 of Douglas County, Nebraska that legal representation of
the District by Pansing Hogan Ernst & Buser LLP be terminated effective
at the conclusion of this meeting.
Discussion was next had concerning continuing legal representation of the District with John Q.
Bachman and the law firm of Erickson Sederstrom P.C., L.L.O. Upon a motion duly made and seconded
and upon a roll call vote of the Trustees, Dennis Van Moorleghem, Steven Janicek, Jerry Standerford and
Robert L. Greene voted"Aye"with none voting"Nay"thereby adopting the following resolution:
RESOLVED, by the Board of Trustees of Sanitary and Improvement
District No. 562 of Douglas County, Nebraska that legal representation of
the District be continued with John Q. Bachman and the law firm of
Erickson Sederstrom P.C., L.L.O.
FURTHER RESOLVED, that all documents in the possession of Pansing
Hogan Ernst& Buser LLP be assembled for pick-up by Mr. Bachman.
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The Clerk next reviewed the Agenda which had been available for public inspection in accordance
with the law prior to this meeting of the Board of Trustees and reported that all matters considered by the
Board at this meeting appeared on the Agenda.
Steven Janicek, as Clerk for Sanitary and Improvement District No. 562 of Douglas County,
Nebraska (the "District") does hereby certify that the above proceedings are a true and accurate statement
of the proceedings had by the District at its September 1, 2023, meeting.
it)
STEVEN JANICEK, Clerk