LAKEWOOD RANCH STEWARDSHIP DISTRICT
Schroeder-Manatee Ranch, Inc.
14400 Covenant Way, Lakewood Ranch, Florida 34202

Minutes - Board of Supervisor's Meeting
February 9, 2024, 9:00 a.m. Attending and constituting a quorum:

Rex Jensen Tony Chiofalo John Gleeson Ed Hunzeker Jim Schier
Also attending were:

Chair Person
Vice-Chair Person / Assistant Secretary Assistant Secretary
Assistant Secretary Assistant Secretary

Jane Gaarlandt Jennifer Glasgow Kevin Plenzler Brent Wilder Jonathan Johnson Anne Ross Heather Ross Brett Sealy
Sete Zare Misty Taylor Scott Almand Bob Simons Rob Engel Mike Kennedy Scott Schuhle Pat Neal
Suzanne Henke

PFM Group Consulting LLC PFM Group Consulting LLC PFM Financial Advisors LLC PFM Financial Advisors LLC Kutak Rock
LWRSD LWRSD MBS MBS BMO SMR
LWR Development Stantec
Stantec
U.S. Bank NEAL

(by phone) (by phone)

(by phone)

FIRST ORDER OF BUSINESS	Call to Order and Roll Call

Ms. Gaarlandt called the meeting to order and proceeded with the roll call. The members in attendance are as outlined above.

Public Comments

There were no public comments.

SECOND ORDER OF BUSINESS	Administrative Matters Consent Agenda

Mr. Jensen presented the consent agenda:

Minutes
January 5, 2024 Board of Supervisors Meeting
Project Completion and Assessment
Finalization Resolutions:
2024-12, Series 2018 Northeast

Sector - Phase 1A
2024-13, Series 2018 Northeast Sector - Phase 1B
	2024-14, Series 2018 Lakewood Centre & NW Sector
	2024-15, Series 2019 Isles at Lakewood Ranch - Phase 12024-16, Series 2020 Northeast Sector - Phase 2C	•
Engineer's Report
Change Order No. 132 Under Specific Authorization No. 91 Stantec
East-West Force Main and Water main Extension Lift Station 12 Project
Change Order No. 2
Frederick Derr & Company Inc. Silver Falls Run Extension
Add Subconsultant (MSB) for Lighting Installation for Roadway

On MOTION by Mr. Chiofalo, seconded by Mr. Schier, with all in favor, the Board of Supervisors of the

 Lakewood Ranch Stewardshi  District a	roved the items on the consent a enda.

THIRD ORDER OF BUSINESS	Business Matters

Consideration of Financing Matters Relative to the Lakewood Ranch Southeast Project, Series 2024 Special Assessment Revenue Bonds
Public Hearing on the Imposition of Special Assessment
Public Comments
Board Comments
Engineer's Report
Master Assessment Methodology Report
Resolution 2024-17, Levying Special Assessments
Other Matters (provided under separate cover)
Mr. Johnson noted that a public hearing on the proposed assessments is scheduled for today and stated that none of the assessments would be borne by or imposed on any existing homeowners or property owners outside of the Southeast area.

On MOTION by Mr. Chiofalo, seconded by Mr. Lakewood Ranch Stewardshi	•	•

in favor, the Board of Supervisors of the

Mr. Kennedy noted that the only updates are to the permit table, the types of improvements and amounts proposed are consistent with what the Board has previously approved.
Mr. Plenzler pmvided details on the updated tables in the Master Assessment Methodology Report stating that the.assessments are found to be reasonable and equitably allocated and the benefit received by the property owners is found to be in excess of the related assessments. No changes to the prior document.
There were no comments from the public.

Mr. Johnson provided details of Resolution 2024-17, which imposes the special assessments, provides for their collection, adopts the Engineer's Report and the Master Assessment Methodology, provides for true-up payments in the event of changes in the Development Plan, and provides for the recording of various notices and change to title.

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the

 Lakewood Ranch Stewardshi	roved Resolution 2024-17, lev in S ecial Assessments.

On MOTION by Mr. Schier, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the

 Lakewood Ranch Stewardshi  District closed the   •    •  .

Mr. Sealy noted that Staff continues to work on initial financing, a line of credit is being discussed.

FOURTH ORDER OF BUSINESS	Consideration of Financing Matters Relative to the Aurora Project, Series 2024 Special Assessment Revenue Bonds
Public Hearing on the Imposition of Special Assessment
Public Comments
Board Comments
Master Engineer's Report
Master Assessment Methodology Report
Resolution 2024-18, Levying Special Assessments
Supplemental	Assessment Methodology Report
Resolution	2024-19,	Delegation Resolution
Form	of	Forty-First Supplemental Trust Indenture
Form	of	Bond	Purchase Contract
	Form of Preliminary	Limited Offering memorandum
Form of Continuing Disclosure Agreement
Other Matters (provided under separate cover)

Mr. Johnson noted that the Board previously adopted the resolution setting today's hearing and adopted for purposes of today's hearing the Engineer's Report and the Assessment Methodology. No actions taken by the Board affect any existing homeowners or property owners outside of the Aurora project, which is currently in development by Lennar.

On MOTION by Mr. Gleeson, seconded by Mr.
 Lakewood Ranch Stewardshi	•	•

in favor, the Board of Supervisors of the

Mr. Johnson noted that no updates were made to the Master Engineer's Report previously approved for the purpose of setting today's hearing.

Mr. Plenzler provided details on the updated tables noting that the Master Assessment Methodology is in similar format to the report approved by the Board in January and stating that the assessments are found to be reasonable and equitably allocated and the benefit received by the property owners is found to be in excess of the related assessments. No changes to the document since the previous meeting.

Mr. Sealy provided a timeline for the project noting the intent is to close on the bonds in conjunction with the March meeting.

There were no comments from the public.

Mr. Johnson provided details of Resolution 2024-18.

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the
 Lakewood Ranch Stewardshi  District a	roved Resolution 2024-18, lev in S ecial Assessments.

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the

 Lakewood Ranch Stewardshi  District closed the 

Mr. Johnson noted the Supplemental Assessment Methodology, though not in final form, is presented to the Board for purposes of inclusion in the Offering Statement.

Mr. Plenzler noted that the Supplemental Assessment Methodology is in similar form as the Master pointing out adjustment to the par amount of the bonds and associated updates to the assessments. The assessments are found to be reasonable and equitably allocated and the benefit received by the property owners found to be in excess of the related assessments.

On MOTION by Mr. Chiofalo, seconded by Mr. Almand, with all in favor, the Board of Supervisors of the Lakewood Ranch Stewardship District approved the Supplemental Assessment Methodology in Substantial Form and its inclusion in the Offerino Document.

Ms. Taylor provided details of Resolution 2024-19.

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the

 Lakewood Ranch Stewardshi District a	roved Resolution 2024-19, Dele ation Resolution. Mr. Sealy stated that the interest rate is expected to be right around a blended 5.50%.

FIFTH ORDER OF BUSINESS

Mr. Almand presented for the Board's Consideration:

Financial Matters Draw Requests
Requisition List for Draw No. 6 SMR Taylor Ranch
Landowner Construction Funding Agreement

Mr. Almand noted that this draw depletes the Landowner construction funding and drawing on the bond proceeds will start next month.

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the Lakewood Ranch Stewardship District approved Draw No. 6 - SMR Taylor Ranch, Pre-Funding.

Requisition List for Draw No. 73 Lakewood Centre & NW Sector Pre-Funding

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the Lakewood Ranch Stewardship District approved Draw No. 73 - Lakewood Centre & NW Sector - Pre-Funding.

Requisition List for Draw No. 52
The Villages of Lakewood Ranch South Pre-Funding - Landowner/County Construction Funding Agreement

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the Lakewood Ranch Stewardship District approved Draw No. 52 - The Villages of Lakewood Ranch South - Pre­ Funding.

Requisition List for Draw No. 29 Northeast Sector
Pre-Funding

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the Lakewood Ranch Stewardship District approved Draw No. 29 - Northeast Sector - Pre-Funding.

SIXTH ORDER OF BUSINESS	Compilation Report

There were no comments to the financial statements.

SEVENTH ORDER OF BUSINESS	Staff Reports

Attorney's Report - Mr. Johnson noted that pending legislation, House Bill No. 7013 and Senate Bill No. 1058, makes a number of changes to the laws governing special districts, however, those changes are not adversely impacting this District but would be adverse to the establishment of districts. Other pieces of legislation moving include requirement for a lobbyist registration system; voluntary compliance activity, e.g. to minimize activity associated with a cyber attack; and increasing sovereign immunity limits.

Manager's Report - Ms. Gaarlandt noted that the District Manager will be sending out an email shortly regarding the 4 hours of mandatory ethics training. Mr. Johnson provided additional information.

Engineer's Report - Mr. Engel presented for the Board's consideration:

Direct Purchase Order(s) (provided under separate cover)
RIPA & Associates, LLC
Bourneside Widening Phase II Widening Project

Change Order No. 1 RIPA & Associates, LLC
Bourneside Blvd Phase II Widening w/3 Roundabouts I Reclaimed WM & Booster Pump Station

On MOTION by Mr. Chiofalo, seconded by Mr. Gleeson, with all in favor, the Board of Supervisors of the Lakewood Ranch Stewardship District approved Change Order No. 1, RIPA & Associates, LLC.

Mr. Engel handed out a construction schedule for upcoming projects and provided the intended timeline for presentation to the Board.

Executive Director's Report - No Report

EIGHTH ORDER OF BUSINESS

There were no Supervisor requests.

NINTH ORDER OF BUSINESS

There were no audience comments.

TENTH ORDER OF BUSINESS

Executed Documents Supervisor Requests

Audience Comments

Adjournment

Mr. Jensen asked for a motion to adjourn the meeting.

On MOTION by Mr. Gleeson, seconded by Mr. Schier, with all in favor, the Board of Supervisors of the
 Lakewood Ranch Stewardshi  District moved to ad·ourn the Februa	9, 2024 meetin .	

Exet'Gtiv