2020-01-17 SID 578 Minutes C',r
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MINUTES OF MEETING
OF
SANITARY AND IMPROVEMENT DISTRICT NO. 578
OF DOUGLAS COUNTY, NEBRASKA
A meeting of the Board of Trustees of Sanitary and Improvement District No. 578 of Douglas
County, Nebraska, was convened in open and public session at 10:00 a.m. on the 17th day of January,
2020, at 10250 Regency Circle, Suite 300, Omaha, Nebraska.
Present were: Gerald L. Torczon, Doris J. Nicholson, John R. Torczon, Jeffery Torczon and
Jerome Pieper.
Absent: None.
Notice of the meeting was given in advance thereof by publication in The Daily Record on
January 14, 2020, 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 meeting was called to order by the undersigned presiding as Chairman. Upon roll call, all of the
Trustees were present.
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.
There were next presented miscellaneous bills, invoices, statements, and recommendations for the
Board's consideration.
The Board was reminded that in connection with the Interlocal Cooperation Agreement ("F" Street
Improvements) between the District, Sanitary and Improvement District No. 575 of Douglas County,
Nebraska (Blue Sage Creek), Sanitary and Improvement District No. 577 of Douglas County, Nebraska
(Westbury Farm) and the County of Douglas, Nebraska, concerning the payment by the District of its
proportional share in the acquisition of necessary public easements, design, construction and maintenance
costs of the"F" Street Improvements, which resolution of necessity was adopted at the May 3, 2017 Board
of Trustee's meeting (a copy of the Affidavit of Publication is attached to these minutes), there was due and
payable to the Douglas County Treasurer, the amount of Twenty-Five Thousand One Hundred and 32/100
Dollars ($25,100.32).
There was next presented a statement from Pansing Hogan Ernst & Bachman LLP, attorneys for
the District for services rendered in construction-related matters in the amount of One Thousand Two
Hundred Fifty-Five and no/100 Dollars ($1,255.00), and costs advanced in the amount of Seventy-Seven
and 40/100 Dollars ($77.40); said statement being in the aggregate amount of One Thousand Three
Hundred Thirty-Two and 40/100 Dollars ($1,332.40).
There was next presented correspondence from D.A. Davidson & Co. requesting the District to
issue warrants payable to D.A. Davidson & Co. in the total amount of Four Hundred Nine Thousand Six
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Hundred Eighty-Two and 97/100 Dollars ($409,682.97). After a full and complete discussion and upon a
motion duly made and seconded, and upon a roll call vote, the Trustees, Gerald L. Torczon, Doris J.
Nicholson, John R. Torczon, Jeffery Torczon and Jerome Pieper voted "Aye" with none voting "Nay" with
the following resolution being thereby adopted and approved:
RESOLVED, that the Board of Trustees of Sanitary and Improvement
District No. 578 of Douglas County, Nebraska, find and determine that on
February 10, 2020, there will be due and payable interest on the
construction fund warrants for the District in the amount of Four Hundred
Nine Thousand Six Hundred Eighty-Two and 97/100 Dollars($409,682.97)
and that to pay such interest it is advisable to authorize the issuance of
warrants to be drawn from the District's construction fund payable to D.A.
Davidson &Co.
FURTHER RESOLVED, that the following warrants, to be drawn on the
construction fund of the District, draw interest at the rate of seven percent
(7%) from the date of presentation until paid; such interest to be payable
on February 10 of each year and such warrants shall be due and payable
on January 17, 2025 (unless redeemed prior to such date), subject to
extension of such maturity date by order of the District Court of Douglas
County, Nebraska, after notice as required by law, to be issued as follows:
WARRANT NO. AMOUNT
764 $10,000.00
765 10,000.00
766 10,000.00
767 10,000.00
768 10,000.00
769 10,000.00
770 10,000.00
771 10,000.00
772 10,000.00
773 10,000.00
774 10,000.00
775 10,000.00
776 10,000.00
777 10,000.00
778 10,000.00
779 10,000.00
780 10,000.00
781 10,000.00
782 10,000.00
783 10,000.00
784 10,000.00
785 10,000.00
786 10,000.00
787 10,000.00
788 10,000.00
789 10,000.00
790 10,000.00
791 10,000.00
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792 10,000.00
793 10,000.00
794 10,000.00
795 10,000.00
796 10,000.00
797 10,000.00
798 10,000.00
799 10,000.00
800 10,000.00
801 10,000.00
• 802 10,000.00
803 10,000.00
804 9,682.97
FURTHER RESOLVED, that the County Treasurer of Douglas County,
Nebraska, the ex officio Treasurer of the District is hereby directed and
authorized on February 10, 2020, to pay the interest due on the
construction warrants of the District and is hereby directed that such
proceeds of the above warrants hereby are authorized and may only be
used for the payment of such specified interest.
FURTHER RESOLVED, that the Chairman and Clerk be, and they hereby
are authorized and directed to execute such warrants on behalf of the
District and deliver the same, along with a copy of this and the preceding
resolutions to the County Treasurer of Douglas County, Nebraska, the ex
officio Treasurer of the District.
The Clerk next directed the attention of the Board of Trustees to the fact that D.A. Davidson & Co.
will purchase Four Hundred Thirty-Six Thousand One Hundred Fifteen and 69/100 Dollars ($436,115.69) in
warrants at this time and that the contracted charge for such purchase of warrants is four percent (4%) or
Seventeen Thousand Four Hundred Forty-Four and 63/100 Dollars ($17,444.63) in accordance with the
financing agreement previously adopted by the Board.
There was next presented correspondence from Lamp Rynearson, engineers for the District
presenting and recommending payment in favor of Royal Lawns Inc. for mowing right-of-ways, Invoice No.
6338 in the amount of Two Hundred Forty and no/100 Dollars ($240.00).
There was next presented correspondence from Lamp Rynearson, engineers for the District,
presenting and recommending payment in favor of Signature Advertising & Display, Inc. for stop sign
replacement, Invoice No. 11601 in the amount of One Hundred Thirty-One and 88/100 Dollars($131.88).
There were next presented statements from One Call Concepts, Inc. for line locating services as
follows: (i) for the month of November, 2019, Invoice No. 9110637 in the amount of Twenty-One and
93/100 Dollars ($21.93); and (ii) for the month of December, 2019, Invoice No. 9120634 in the amount of
Seven and 70/100 Dollars ($7.70); said statements being in the aggregate amount of Twenty-Nine and
63/100 Dollars ($29.63).
There was next presented a statement from Michael Obbink for bookkeeping services for the fiscal
year ending June 30, 2018, Invoice No. 364 in the amount of One Hundred Fifty and no/100 Dollars
($150.00).
There was next presented a statement from Lutz & Company, PC, accountants for the District for
final bill for completion of audited financial statements for the fiscal year ended June 30, 2019, Invoice No.
254257 in the amount of Three Thousand One Hundred Thirty and no/100 Dollars($3,130.00).
There were next presented statements from Lamp Rynearson, engineers for the District for
miscellaneous engineering services rendered as follows: (i) through November 16, 2019, Invoice No.
0116071.90-0000028 in the amount of One Thousand Eighty-Four and 69/100 Dollars ($1,084.69); and
(ii) through December 14, 2019, Invoice No. 0116071.90-0000029 in the amount of Two Thousand Four
Hundred Fifty-Three and 27/100 Dollars ($2,453.27); said statements being in the aggregate amount of
Three Thousand Five Hundred Thirty-Seven and 96/100 Dollars ($3,537.96).
The Clerk next directed the attention of the Board of Trustees to the fact that D.A. Davidson & Co.
will purchase Seven Thousand Two Hundred Nineteen and 47/100 Dollars ($7,219.47) in warrants at this
time and that the contracted charge for such purchase of warrants is four percent (4%) or Two Hundred
Eighty-Eight and 78/100 Dollars ($288.78) 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 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. 578 of Douglas County, Nebraska, that the Chairman and
Clerk be and they hereby authorized and directed to execute and deliver
Warrant Nos. 760 through 806 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 Construction Fund of the District and to draw
interest at the rate of seven percent (7%) per annum (interest to be
payable on February 10 of each year) and to be redeemed no later than
January 17, 2025, 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. 760 and 761, each for the amount of Ten Thousand
and no/100 Dollars ($10,000.00), and Warrant No. 762, for the amount of
Five Thousand One Hundred and 32/100 Dollars ($5,100.32), payable to
the Douglas County Treasurer, Inv. 42372.
Warrant No. 763, for the amount of One Thousand Three Hundred
Thirty-Two and 40/100 Dollars ($1,332.40), payable to Pansing Hogan
Ernst& Bachman LLP.
Warrant Nos. 764 through 803, each for the amount of Ten
Thousand and no/100 Dollars ($10,000.00), and Warrant No. 804, for the
amount of Nine Thousand Six Hundred Eighty-Two and 97/100 Dollars
($9,682.97), payable to D.A. Davidson &Co., Annual Interest.
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Warrant No. 805, for the amount of Ten Thousand and no/100
Dollars ($10,000.00), and Warrant No. 806, for the amount of Seven
Thousand Four Hundred Forty-Four and 63/100 Dollars ($7,444.63),
payable to D.A. Davidson & Co.
FURTHER RESOLVED, by the Board of Trustees of Sanitary and
Improvement District No. 578 of Douglas County, Nebraska, that the
Chairman and Clerk be and they hereby authorized and directed to
execute and deliver Warrant Nos. 807 through 813 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 seven percent(7%) per annum and to be
redeemed no later than January 17, 2024 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. 807, for the amount of Two Hundred Forty and
no/100 Dollars($240.00), payable to Royal Lawns Inc., Inv. 6338.
Warrant No. 808, for the amount of One Hundred Thirty-One and
88/100 Dollars ($131.88), payable to Signature Advertising & Display, Inc.,
Inv. 11601.
Warrant No. 809, for the amount of Twenty-Nine and 63/100
Dollars ($29.63), payable to One Call Concepts, Inc., Inv. 9110637,
9120634.
Warrant No. 810, for the amount of One Hundred Fifty and no/100
Dollars($150.00), payable to Michael Obbink, Inv. 364.
Warrant No. 811, for the amount of Three Thousand One Hundred
Thirty and no/100 Dollars ($3,130.00), payable.to Lutz & Company, PC,
Client No. 14136.1727.
Warrant No. 812, for the amount of Three Thousand Five Hundred
Thirty-Seven and 96/100 Dollars($3,537.96), payable to Lamp Rynearson,
Inv. 0116071.90-28, 29.
Warrant No. 813, for the amount of Two Hundred Eighty-Eight and
78/100 Dollars ($288.78), payable to D.A. Davidson &Co.
FURTHER RESOLVED by the Board of Trustees of Sanitary and
Improvement District No. 578 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
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., aska law as a matter of general application to all property
,tnefited by said improvements in the District; the development
" ! in the District is for residential or commercial use and the
hnt of the land in the District for sale and occupation by the
iublic has proceeded and is proceeding with reasonable speed;
an any incidental use of said improvements by a developer
Ike initial ped v said improvements, there have
!re and will be rio noof de persons elopment with of rights to use such improvements
an as meal proceeds
onds or anyembers refinancedofthe indebt1ednessgenrpublic;havenone beenof orthe will r be c lodaned
of
private person or entity; the District hereby authorizes and directs
Ehairperson or Clerk to file or cause to be filed, when due, an
/mation reporting form pursuant to Section 149(e) of the Internal
1 ienue Code of 1986, as amended, pertaining to the above Warrants;
d the District does not reasonably expect to sell or otherwise dispose
isaid improvements and/or facilities, in whole or in part, prior to the last
turity of the above Warrants.
FURTHER RESOLVED by the Board of Trustees of Sanitary and
Improvement District No. 578 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)(Ill) 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.
FURTHER RESOLVED, by the Board of Trustees of Sanitary and
Improvement District No. 578 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
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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.
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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.
Doris J. Nicholson, as Clerk for Sanitary and Improvement District No. 578 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 January 17, 2020 meeting.
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Doris J. Nicholson, C