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2023-09-21 SID 591 Minutes SANITARY IMPROVEMENT DISTRICT NO. 591 OF DOUGLAS COUNTY, NEBRASKA BOARD OF TRUSTEES MEETING September 21,2023 MINUTES PRESENT: Gerald L. Torczon,Doris Nicholson,John Torczon and Jeff Torczon ABSENT: Mary Jayne Throener LOCATION: BIB Development, 11205 S. 150t Street, Suite 100, Omaha,Nebraska TIME: 3:00 p.m. Notice was given in advance thereof by publication in the Daily Record,the designated method for giving notice on September 7, 2023 and September 14, 2023, a copy of the proof of publication being attached to these minutes, as well as by posting in three conspicuous places within the District, a copy of the certificate of posting being attached to these minutes. Notice of this meeting was 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 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 1246 Golden Gate Drive, Ste #1, Papillion,Nebraska 68046. The Attorney for the District 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 Chairperson advised that the first order of business to come before the Board was to move for the adoption of the Resolution of Necessity for Fees to the City of Omaha pursuant to the Subdivision Agreement, which was proposed at the meeting of the Board of Trustees held on September 5, 2023. The Clerk advised that the following written objections were received from the following persons appearing in person or by their attorney to object to the adoption of the Resolution of Necessity: None. After some discussion, Trustee Gerald L. Torczon offered the following resolution and moved that it be proposed for adoption: BE IT RESOLVED, by the Chairperson and the Board of Trustees of Sanitary and Improvement District No. 591 of Sarpy County,Nebraska,that the Resolution of Necessity for Fees to the City of Omaha pursuant to the Subdivision Agreement, proposed for adoption at the meeting of the Board of Trustees held on September 5,2023 be adopted. Trustee Doris Nicholson seconded the motion and on roll call the following voted in favor of the same: Gerald L. Torczon,Doris Nicholson, John Torczon and Jeff Torczon. The following vote nay: None. Thereupon,the Chairperson declared the motion carried and said resolution was passed and adopted. 1 The Chairperson then presented the Board with the contract for legal services with Adams & Sullivan, P.C., L.L.O. He inquired as to any questions or concerns any trustee may have. After some discussion, Trustee Gerald L. Torczon offered the following resolution and moved its adoption: BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 591 of Douglas County,Nebraska,that the contract with Adams& Sullivan,P.C.,L.L.O. for legal services to be provided to the District be and hereby is approved and the chairperson and clerk of the district are hereby authorized and instructed to sign the contracts on behalf of the district. Trustee Jeff Torczon seconded the resolution and on roll call the following voted aye: Gerald L. Torczon, Doris Nicholson,Jeff Torczon and John Torczon The following voted nay: None. Whereupon the Chairperson declared the resolution passed and adopted. The Chairperson then stated the next order of business to come before the Board was the approval of payment of clerk fees for the District for the last fiscal year.The attorney advised the Board that Nebraska Statute allows clerk fees, not to exceed $1,200.00 annually. Trustee Gerald L. Torczon introduced the following resolution and moved for its adoption: BE IT FURTHER RESOLVED that the Board of Trustees is hereby authorized to issue payment, in the amount of$1,200.00 to Doris Nicholson, for services provided the District as the Clerk. Motion seconded by Trustee Jeff Torczon. On roll call on the foregoing Resolution the following voted in favor of the same: Gerald L. Torczon,Jeff Torczon and John Torczon Abstaining from the vote: Doris Nicholson The following voted nay:None Thereupon the Chairperson declared the motion carried and said resolution was passed and adopted. The Clerk then presented the following statements and recommended the issuance of general fund warrants in payment thereof: General Fund Warrants OPPD $ 1,398.34 One Call Concepts,Inc. $ 93.34 MJA Trucking $11,562.00 Lutz $ 3,250.00 Doris Nicholson $ 1,108.20 Adams& Sullivan,PC,LLO Trust Account $ 91.80 D A Davidson & Co $ 700.15 Trustee Jeff Torczon introduced the following resolution and moved its adoption: BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 591 of Douglas County, Nebraska, that the Chairperson and Clerk be and they hereby are authorized and directed to execute and deliver General Warrant Nos. 1265 — 1271 of the District, dated the date of this 2 meeting,to the following payees in the following amounts, said warrants to be drawn on the General Fund of the District and to draw interest at the rate of Seven percent(7%) per annum (interest to be payable in February le of each year)and to be redeemed no later than September 21,2026,each 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 No. 1265 for$1,398.34 payable to OPPD Warrant No. 1266 for$93.34 payable to One Call Concepts,Inc. Warrant No. 1267 or$11,562.00 payable to MJA Trucking Warrant No. 1268 for$3,250.00 payable to Lutz Warrant No. 1269 for$1,108.20 payable to Doris Nicholson Warrant No. 1270 for$91.80 payable to Adams & Sullivan,P.C.,L.L.O. Trust Account Warrant No. 1271 for$700.15 payable to D A Davidson Trustee Doris Nicholson seconded the motion and on roll call the following voted in favor of the same: Gerald L. Torczon, Doris Nicholson, John Torczon and Jeff Torczon The following vote nay: None. Thereupon,the Chairperson declared the motion carried and said resolution was passed and adopted. The Clerk then presented the following statement and recommended the issuance of bond fund warrants in payment thereof: Bond Fund Warrants City of Omaha $ 50,620.00 Adams & Sullivan,P.C.,L.L.O. $ 1,163.63 D A Davidson & Co $ 2,071.35 Trustee Gerald L. Torczon introduced the following resolution and moved its adoption: BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 578 of Douglas County, Nebraska, that the Chairperson and Clerk be and they hereby are authorized and directed to execute and deliver General Warrant Nos. 1272 through 1276 of the District, dated the date of this meeting, to the following payees in the following amounts, said warrants to be drawn on the Bond Fund of the District and to draw interest at the rate of Seven percent(7%)per annum(interest to be payable in February 10`1' of each year) and to be redeemed no later than September 21, 2028, each 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 No. 1272 for$20,000.00 payable to City of Omaha Warrant No. 1273 for$20,000.00 payable to City of Omaha Warrant No. 1274 for$10,620.00 payable to City of Omaha Warrant No. 1275 for$1,163.63 payable to Adams & Sullivan,P.C.,L.L.O. Warrant No. 1276 for$2,071.35 payable to D A Davidson & Co Trustee Doris Nicholson seconded the motion and on roll call the following voted in favor of the same: Gerald L. Torczon, Doris Nicholson, Jeff Torczon and John Torczon 3 The following vote nay:None. Thereupon,the Chairperson declared the motion carried and said resolution was passed and adopted. Gerald L. Torczon then introduced the following resolutions and moved their adoption: BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 591 of Douglas County,Nebraska,that both they and the district hereby fmd 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. BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 591 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 in the above warrants that are a charge against the construction account of the District; and (b)to the extent that it may lawfully do so, the District hereby designates the above warrants,that are a charge against the construction account of the District, 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$10,000,000 during the calendar year in which the above warrants are to be issued. BE IT FURTHER RESOLVED by the Board of Trustees of Sanitary and Improvement District No. 591 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 lessor of: (a) 10%of the net principal proceeds of the above warrants, (b)the maximum annual debt service due on the above warrants or(c) 125%of annual debt service due on the above warrants will be expanded for payment of principal of an interest on the above warrants within thirteen months after receipt of such monies. That amount which is currently held in the District's Bond 4 Fund which exceeds the amount which is to be expended for payment of principal and interest on the above warrants within thirteen 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. The Certificate is being passed, executed and delivered pursuant to Sections 1.148-2(b)(2) of the Income Tax Regulations under the Internal Revenue Code of 1986, as amended. Motion seconded by Trustee Doris Nicholson On roll call on the foregoing Resolution the following voted in favor of the same: Gerald L. Torczon, Doris Nicholson,Jeff Torczon and John Torczon The following voted nay: None Thereupon the Chairperson declared the motion carried and said resolution was passed and adopted. There being nothing further before the Board, Trustee Gerald L. Torczon moved to adjourn the meeting, said motion being seconded by Doris Nicholson. On roll call,the following voted for the passage and adoption of the foregoing Resolutions: AYE: Gerald L. Torczon, Doris Nicholson, John Torczon and Jeff Torczon The following voted NAY: None Thereupon the Chairperson declared said motion carried and said resolutions passed and adopted. [REMAINDER OF PAGE LEFT BLANK—SIGNATURE PAGE TO FOLLOW] 5 4 - • • . . . , Gerald L. Torczon,ChairP:;rrs . , Doris NicholSon,Clerk ".- 6