MINUTES OF MEETING GRANDE PINES
COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the Grande Pines Community Development District was held Monday, April 20, 2020 at 10:00 a.m. via Zoom Video Conferencing, pursuant to Executive Orders 20-52, 20-69 and 20-91 (as extended by Executive Order 20-ll2) issued by Governor DeSantis on March 9, 2020, March 20, 2020, April 1, 2020, and April 29, 2020 respectively, and pursuant to Section 120.54(5)(b)2., Florida Statutes.

Present and constituting a quorum were:

Linda Kepfer Steven Smith Jennifer McLendon Michael Finocchio

Vice Chair Assistant Secretary Assistant Secretary Assistant Secretary

Also present were:

George Flint Jan Carpenter Christy Baxter
Justin Rowan via phone

FIRST ORDER OF BUSINESS

District Manager District Counsel District Engineer MBS Capital Markets

Roll Call

Mr. Flint called the meeting to order and called the roll. Mr. Finocchio participated in the meeting but was not sworn so he could not vote. Three Board Members were present by phone, constituting a quorum.

SECOND ORDER OF BUSINESS	Public Comment Period
The Governor passed the Executive Order that allows governmental entities to hold meetings remotely. Previously, you had to have a physical quorum. Under the procedure, we ran a notice including the information for any members of the public that may want to participate in the meeting. No contact has been received from any members of the public prior to the meeting, nor does it appear any are on the call. There were no comments, so the next item followed.

THIRD ORDER OF BUSNESS	Organizational Matters
Acceptance of Resignation of Vince Gates

On MOTION by Ms. Kepfer, seconded by Ms. McLendon, with all in favor, the Resignation of Vince Gates, was approved.

Mr. Flint stated that a resignation from Mr. Gates, and he asked for a motion to accept his resignation.

Appointment of Individual to Fulfill the Board Vacancy with a Term Ending November 2024
Mr. Flint asked the Board if they had anyone they would like to appoint to that vacancy at this time. Ms. Kepfer stated they would like to add Katie Peck.

On MOTION by Ms. Kepfer, seconded by Ms. McLendon, with all in favor, the Appointment of Katie Peck to Fulfill the Board Vacancy with a Term Ending November 2024, was approved.

Administration of Oath of Office to Newly Appointed Supervisor
Mr. Flint stated they would get her the oath of office form and any other information that she needs.

Election of Officers
Consideration of Resolution 2020-23 Electing Officers
Mr. Flint noted that Vince Gates was the Chairman of the Board, and Linda Kepfer was the Vice Chair. The other Board Members were Assistant Secretaries. Ms. Kepfer stated she would replace Vince Gates as Chair, Katie Peck will be Vice Chairman, and the other three Board Members will be Assistant Secretaries. Mr. Flint will remain Secretary and Mr. Lovera will remain Treasurer.

On MOTION by Ms. Kepfer, seconded by Ms. McLendon, with all in favor, Resolution 2020-23 Electing Officers with Ms. Kepfer as Chair, Ms. Peck as Vice Chair, Ms. McLendon, Mr. Smith, and Mr. Pinocchio as Assistant Secretaries, George Flint as Secretary and Ariel Lovera as Treasurer, was approved.

FOURTH ORDER OF BUSINESS	Approval of Minutes of the February 17,
2020 Meeting and Acceptance of the Minutes of the February 17, 2020 Landowners' Meeting
Mr. Flint asked for any comments or corrections to the minutes. There being none, he asked for a motion to approve the Board meeting minutes and accept the landowners' meeting minutes.

On MOTION by Ms. Kepfer, seconded by Mr. McLendon, with all in favor, the inutes of the February 17, 2020 Board of Supervisors meeting were approved as presented and the minutes of the February 17, 2020 Landowners' Meeting, were accepted.

FIFTH ORDER OF BUSINESS	Consideration of Agreement with Poulos
& Bennett for Professional Engineering Services
Mr. Flint stated that Poulos & Bennett for Professional Engineering Services were initially hired as the interim. They advertised District Engineering Services and Poulos & Bennett was selected to be the permanent District Engineer. They are bringing the agreement back for approval by the Board.
Ms. Carpenter asked for this to be substantially final in case Counsel had comments and also delegate authority to the Chair or Vice Chair to approve the final assignment.

On MOTION by Ms. Kepfer, seconded by Ms. McLendon, with all in favor, the Agreement with Poulos & Bennett for the District Engineer in Substantial Form and Authorization for the Chair and Vice Chair to Approve the Final, was approved.

SIXTH ORDER OF BUSINESS	Consideration	of	Resolution	2020-24
Approving the Proposed Fiscal Year 2021 Budget and Setting a Public Hearing
Mr. Flint stated the Board is required by June 15th of each year to approve the proposed budget. It is not binding on the Board, but it is a statutory time frame that must be met. They have to set the date, place, and time of the Public Hearing for its final adoption. Mr. Flint recommended
July 20, 2020 at 10:00 a.m. for the Public  Hearing. Exhibit  'A'  to the resolution  is the proposed

budget. They can change this up until and at the Public Hearing in July if there are any comments from the Board. It's a standard administrative budget at this point. There are no operational cost included in the budget. It does contemplate that they would be operating under a Developer Funding Agreement, so assessments would not be imposed at this time. Mr. Flint asked for any questions. Hearing no questions, he asked for a motion.

On MOTION by Ms. Kepfer, seconded by Ms. Mclendon, with all in favor, Resolution 2020-04 Approving the Proposed Fiscal Year 2021 Budget and Setting a Public Hearing for July 20, 2020, was approved.

SEVENTH ORDER OF BUSINESS	Financing Matters
Consideration of Engineer's Report
Mr. Flint stated that this was the Public Hearing to consider levying Assessments for Assessment Area 1. The Board previously adopted two resolutions, one declaring its intent to impose assessments and the other setting the Public Hearing for today.
Mr. Flint asked Ms. Baxter if there were any significant changes between when the Board saw the report last and this morning. Ms. Baxter replied no. Mr. Flint also asked Ms. Carpenter if Ms. Baxter needed to go through the report. Ms. Carpenter stated the report was adopted in final form at the last meeting with one or two changes that were discussed and the changes were made by Christy. Ms. Carpenter stated that since then there have been no changes.

Consideration of Master Assessment Methodology for Assessment Area One
Mr. Flint stated the Board approved the Master Assessment Methodology for Assessment Area 1 subject to some modifications at the last meeting. Those modifications were made. Mr. Flint then reviewed the report. On page 9, Table 1 shows the proposed development plan. They are contemplating that there would be two assessment areas. Assessment Area 1 would have 182 units, and Assessment Area 2 would have 203 units. They assigned equivalencies to the product types. Table 2 shows the CIP for both Assessment Area 1 and Assessment Area 2. Table 3 shows the proposed bond sizing. They are doing it for the entire CIP, but this report is directed just at Assessment Area I. They want to make sure they are equalizing the benefit across both Assessment Areas and to do that they have to take into consideration the entire CIP and the entire Development

Plan. Table 3 allocates the construction costs based on ERU factors and they are proposing $8.5 million of the total $17.5 million would be attributed to Assessment Area 1. They sized the bonds with conservative assumptions for a par amount of $11 million dollars. Table 4 shows the improvement costs per product type. Table 5 shows the par debt per product type. Table 6, if they were to fund 100% of the improvements, shows what the net and gross annual assessments would be. Table 7 shows only Assessment Area 1, and Table 8 is the Preliminary Assessment roll, which includes the 50 acres that are in Assessment Area 1. Mr. Flint asked for any questions on the report. The Board had no questions.

Public Hearing/Public Comment and Testimony on Proposed Levy of Assessments
Mr. Flint stated that this was a Public Hearing and noted for the record that they were
opening the Public Hearing. For the record, there were no members of the public to provide comment.

Consideration of Resolution 2020-25 Levying Assessments
Ms. Carpenter stated that this was the 3rd part of the Assessment proceeding. First the Board declared that assessments will be placed and set at the Public Hearing, which they did two meetings ago. Today they will be declaring a Public Assessment. Then they will levy the assessments with the property. So the Assessments will now be levied on that property, so there is a lien for the future bonds on the property going forward. She asked that the Board consider this resolution to levy the assessments for the 1st Assessment Phase. Mr. Flint asked for any question. Hearing none, he asked for motion to approve.

On MOTION by Mr. Kepfer, seconded by Ms. McLendon, with all in favor, the Resolution 2020-25 Levying Assessments, was approved.

Mr. Flint closed the Public Hearing.
Mr. Flint stated that Justin Rowan with MBS. Mr. Rowan noted that their current plan is for the Board to consider a Delegation Resolution. He noted that they will continue to work with staff to prepare other documentation that would be part of that Delegated Resolution The intent would be to try and present that at the regularly scheduled May Board meeting.

Ms. Carpenter stated the validation was completed and the judgement made for the District and the bonds are valid and they have a 30 day period to wait for an appeal, and then they will be set to issue bonds. That should be coming up in another two weeks, or less. Mr. Flint stated that was an update on where they are with financing. After the July meeting, the Board will be in position to be able to pull the trigger on financing pending the desire of Park Square and pending timing. I will have everything ready, and then we can move forward based on direction from the Board.

EIGHTH ORDER OF BUSINESS
Attorney

Staff Reports

Update on Auditing Requirements
Ms. Carpenter provided a quick update on a statutory change. CDDs are subject to financial reporting requirement of Chapter 190 and 218 of Florida Statue. They included the modifications in the agenda and the attachment.
Mr. Flint stated that for the Board's benefit, a lot of these requirements are already in place
and they are already performing those. This was an attempt to codify some of those requirements in one place. They have added some new provisions, and from the Board's perspective there is some language that talks about cooperating with audits in the event you are contacted by the auditor. There are potential penalties for not cooperating. He noted that this should be pretty seamless from your perspective. Mr. Flint stated that they have handled the audit process on their end.

Engineer
There being none, the next item followed.

District Manager's Report
Balance Sheet and Income Statement
Mr. Flint presented the financials through March 31, 2020. There is no action required.
Hearing no questions, the next item followed.

Ratification of FY20 Funding Request #5

Mr. Flint stated funding request No. 5 totaled $7,112.68. A portion of those cost are Engineering related. They would be captured and once the bonds are issued, they would be reimbursed to the District and to the Developer as part of the cost of the Engineer's report.

Consideration of FY20 Funding Request #6
Mr. Flint noted the consideration of Funding Request No. 6 for Fiscal Year 2020. Again, a portion of that is for the Engineer's Report and a portion is for the General Fund. Mr. Flint asked for questions. The Board had no questions.

On MOTION by Ms. McLendon, seconded by Mr. Smith, with all in favor, Funding Request No. 5 was ratified.

On MOTION by Ms. McLendon, seconded by Mr. Smith, with all in favor, Funding Request No. #6 was approved.

NINTH ORDER OF BUSINESS	Other Business
Mr. Flint asked for any other business the Board would like to discuss that is not on the agenda. There being none, the next item followed. Ms. Kepfer asked how they would swear in Mike Finocchio. Mr. Flint stated that a notary was needed to do the oath. Mr. Flint stated that he had the form if a notary was available it could be notarized and mailed to his office.

TENTH ORDER OF BUSINESS
Hearing none, the next item followed.

Supervisors Requests

ELEVENTH  ORDER OF BUSINESS	Adjournment
Mr. Flint adjourned the meeting at 10:20 a.m.

On MOTION by Ms. Kepfer, seconded by Ms. McLendon, with all
in favor, the meeting was adjourned at 10:20 a.m.

Secretary/Assistant Secretary

lop
ChairmanNice Chairman