MINUTES OF MEETING STOREY CREEK
COMMUNITY   DEVELOPMENT DISTRICT

The organizational meeting of the Board of Supervisors of the Storey Creek Community Development District was held Monday, July 1, 2019 at 12:00 p.m. at the Oasis Club at ChampionsGate, 1520 Oasis Club Blvd., Championsgate, Florida 33896.

Present and constituting a quorum were:
Adam Morgan Lane Register Rob Bonin
Also present were:
George Flint Andrew d'Adesky Steve Boyd Michelle Barr

FIRST ORDER OF BUSINESS
Call to Order

Chairman Vice Chairman
Assistant Secretary

District Manager District Engineer
Interim District Engineer Lennar Homes

Introduction

Mr. Flint called the meeting to order and called the roll.

Public Comment Period
There being none, the next item followed.

Oath of Office
Mr. Flint being a Notary Public ofthe State ofFlorida administered the Oath ofOffice to Mr. Morgan, Mr. Register and Mr. Bonin.
SECOND ORDER OF BUSNESS	Organizational Matters
Confirmation of Notice of Meeting
Mr. Flint stated this meeting was advertised in the newspaper and the affidavit of publication is included in your agenda package.

July I, 2019	Storey Creek COD

Information on	Community Development Districts	and  Public	Official Responsibilities and Florida Statutes Chapter 190
Mr. Flint stated we have provided you with information on Community Development
Districts and with information on being a public official. We have also provided you with a copy of Chapter 190 of the Florida Statutes.

Election of Officers
Consideration Resolution 2019-01 Designating Officers
Mr. Flint stated included in your agenda package is Resolution 2019-01, which designates the officers for the District.

On MOTION by Mr. Bonin seconded by Mr. Register with all in favor Resolution 2019-01 Designating Officers as Mr. Morgan as Chairman, Mr. Register as Vice Chairman, Mr. Bonin as Assistant Secretary, Mr. Smith as Assistant Secretary, Mr. English as Assistant Secretary, Mr. Flint as Secretary was approved.

Consideration Resolution 2019-02 Designating Treasurer & Assistant Treasurer
Mr. Flint stated included in your agenda package is Resolution 2019-02 designating the Treasurer and Assistant Treasurer.

On MOTION by Mr. Morgan seconded by Mr. Bonin with all in favor Resolution 2019-02 Designating Mr. Lovera as Treasurer was approved.

THIRD ORDER OF BUSINESS	Retention of District Staff
Consideration of Contract for District Management Services
Mr. Flint stated included in your agenda package is a contract with Governmental Management Services - Central Florida, LLC to provide District Management Services. The scope ofwork and the fees are included in the agreement.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Contract with GMS-CF, LLC to Provide District Management Services was approved.

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Consideration of Appointment ofDistrict Counsel
Mr. Flint stated included in your agenda package is an engagement letter from Latham, Shuker, Eden & Beaudine. Mr. d'Adesky is here representing the firm.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Engagement Letter with Latham, Shuker, Eden & Beaudine to Provide District Counsel Services was approved.

Consideration of Resolution 2019-03 Selecting Registered Agent and Office
Mr. Flint stated our recommendation would be to designate Jan Carpenter of Latham, Shuker, Eden & Beaudine as the registered agent and their office in Orlando as the registered office.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Resolution 2019-03 Selecting Ms. Jan Carpenter as the Registered Agent & the Office of Latham, Shuker, Eden & Beaudine, LLP as the Registered Office was approved.

Request Authorization to Issue RFQ for Engineering Services
Mr. Flint stated the Board is required under the Consultants Competitive Negotiation Act to issue an RFQ for Engineering services. We would ask the Board to authorize staff to issue the RFQ.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor to Authorize Staffto Issue an RFQ for Engineering Services was approved.

F OURTH ORDER OF BUSINESS	Designation of Meetings and Hearing
Dates
Designation of Regular Monthly Meeting Date, Time and Location
Mr. Flint stated the proposed meeting schedule would be to hold the regular meetings on the first Monday of each month at 12:30 p.m., at the Oasis Club at ChampionsGate, except for the September meeting, which would be held on September 9th•

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On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Regular Board Meetings to be held on the 1st Monday of each month, except for September meeting to be held on the 9th at 12:30 p.m. at the Oasis Club at ChampionsGate, 1520 Oasis Club Blvd.', ChampionsGate, Florida was approved.

Designation of Landowner's Meeting Date, Time and Location
Mr. Flint stated we would suggest the Board set the Landowners' meeting date for August 5th meeting. The proxy forms will be mailed to the Landowner prior to the Landowners' election.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Landowners Meeting Scheduled for August 5, 2019 at 12:30 p.m. at the Oasis Club at ChampionsGate, 1520 Oasis Club Blvd., ChampionsGate, Florida was approved.

Designation of Date of Public Hearing to Adopt Rules of Procedure in Accordance with Section 120.54, Florida Statutes

Consideration of Resolution 2019-04 Setting a Public Hearing to Consider the Proposed Rules of the District
Mr. Flint stated included in your agenda package is a copy of the standard rules of procedure. You must have a public hearing to approve them and I would suggest your September 9th meeting for that public hearing.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor Resolution 2019-04 Setting a Public Hearing to Adopt the Rules of Procedure for September 9, 2019 at 12:30 p.m. at the Oasis Club at ChampionsGate, 1520 Oasis Club Blvd., ChampionsGate, FL was approved.

Designation of Dates of Public Hearing on the Budget for Fiscal Year 2019/2020
Consideration of Resolution 2019-05 Setting the Public Hearing and Approving the Proposed Fiscal Year 2019 & 2020 Budget
Approval of the Fiscal Year 2018/2019 and 2019/2020 Developer Funding Agreement
Mr. Flint stated included in your agenda package is Resolution 2019-05 setting a public hearing date to approve the Fiscal Year 2019 & 2020 budgets.

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On MOTION by Mr. Register seconded by Mr. Morgan with all in favor Resolution 2019-05 Setting a Public Hearing Date to Approve the Fiscal Year 2019 & 2020 Budgets for September 9, 2019 at 12:30
p.m. at the Oasis Club at ChampionsGate, 1520 Oasis Club Blvd., ChampionsGate, Florida & the Fiscal Year 2018-2019 & 2019-2020 Developer Funding Agreements were approved.

Designation of Date of Public Hearing Expressing the District's Intent to Utilize the Uniform Method of Levying, Collecting and Enforcing Non Ad Valorem Assessments in accordance with Section 197.3632, Florida Statutes
Mr. Flint stated in order to use the tax bill as a form of collection for debt and O&M assessments, we have to go through a public hearing process to be able to use the uniform collection method. We would suggest you set the public hearing for your regular meeting on September 9th meeting.

On MOTION by Mr. Bonin seconded by Mr. Register with all in favor Setting September 9, 2019 at 12:30 p.m. at the Oasis Club at ChampionsGate, 1520 Oasis Club Blvd., ChampionsGate, Florida as the Public Hearing Date for the Uniform Method of Levying, Collecting and Enforcing Non Ad Valorem Assessments was approved.

FIFTH ORDER OF BUSINESS	Other Organizational Matters
Selection of District Depository
Mr. Flint stated the District depository is the bank for the District's checking account. We would recommend SunTrust Bank.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Selecting SunTrust Bank as the District Depository was approved.

Authorization of Bank Account Signatories
Mr. Flint stated typically the Secretary and Treasurer are the signers on the bank account.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor to Authorize Mr. Flint as the Secretary & Mr. Lovera as the Treasurer to be the Bank Account Signatories was approved.

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Consideration of Resolution 2019-06 Relating to Defense of Board Members
Mr. Flint stated this Resolution states that if some legal action was taken against you in your capacity ofa Board Member, the District has the duty to defend you.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor Resolution 2019-06 Relating to Defense of Board Members was approved.

Consideration of Resolution 2019-07 Authorization for District Counsel to Record in the Property Records of Osceola County the "Notice of Establishment" in accordance with Chapter 190.0485, Florida Statutes
Mr. Flint stated Resolution 2019-07 authorizes District Counsel to record the notice of
establishment in the County.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Resolution 2019-07 Authorization for District Counsel to Record in the Property Records of Osceola County the Notice of Establishment in Accordance with Chapter 190.0485, Florida Statutes was approved.

Consideration of Resolution 2019-08 Adopting Investment Guidelines
Mr. Flint stated included in your agenda package is Resolution 2019-08. This resolution adopts the alternative investment guidelines, which are very specific on the types of investments the District can utilize.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Resolution 2019-08 Adopting Investment Guidelines was approved.

Consideration of Resolution 2019-09 Authorizing Execution of Public Depositor Report
Mr. Flint stated Resolution 2019-09 authorizes us to execute the public depositor report.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor Resolution 2019-09 Authorizing Execution ofPublic Depositor Report was approved.

Consideration of Resolution 2019-10 Designating a Policy for Public Comment

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Mr. Flint stated Resolution 2019-10 adopts a policy for public comment.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor Resolution 2019-10 Designating a Policy for Public Comment was approved.

Consideration of Resolution 2019-11 Adopting a Travel and Reimbursement Policy
Mr. Flint stated included in your agenda package is Resolution 2019-11 adopting a travel
and reimbursement policy.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Resolution 2019-11 Adopting a Travel and Reimbursement Policy was approved.

Consideration of Resolution 2019-12 Adopting a Records Retention Policy
Mr. Flint stated Resolution 2019-12 adopts a records retention policy. The District has the ability to follow the State schedules, as far as record retention, which allow you dispose and destroy public documents after a certain amount of time or you have the ability to adopt a policy that says you will keep everything. Initially, we recommend the Board adopt a policy saying you are going to keep everything and later on, you have the flexibility to adopt a different policy.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Resolution 2019-12 Adopting a Records Retention Policy by Keeping all District Documents was approved.

Consideration of Resolution 2019-13 Approving an Interlocal with Osceola County
Mr. d'Adesky stated Resolution 2019-13 approves an interlocal with Osceola County.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor Resolution 2019-13 Approving an Interlocal with Osceola County was approved.
Consideration of Compensation to Board Members
Mr. Flint stated under Chapter 190 of the Florida Statues; you are entitled to receive compensation for being a Board Member.

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July 1, 2019	Storey Creek COD

Mr. Morgan, Mr. Register and Mr. Bonin waived compensation.

Selection of District Records Office Within Osceola County
Mr. Flint stated we are required to have a local records office to house the Record of Proceedings.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Local District Records Office at Oasis Club at ChampionsGate, 1520 Oasis Club Blvd., ChampionsGate, Florida was approved.

Consideration of Website Services Agreement
Mr. Flint stated the statutes and Osceola County require the District to have a website and designate certain information that has to be housed on the website. This is a proposal for an ADA consultant to create the initial website. The price of the proposal is $2,275.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor the Website Services Agreement was approved.

Authorization to Prepare Public Facilities Report in Accordance with Chapter
189.08 Florida Statutes to Coincide with Special District Filing Date of August 1st for Osceola County
Mr. Flint stated Chapter 189 ofthe Florida Statutes requires the District to prepare a Public Facilities Report and file it by August 1st with the County.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Public Facilities Report in Accordance with Chapter 189.08 Florida Statutes to Coincide with Special District Filing Date of August 1st for Osceola County was approved.

SIXTH ORDER OF BUSINESS
Appointment of Financing Team
Bond Counsel

Capital Improvements

Mr. Flint stated included in your agenda package is an engagement letter from Steve Sanford with Greenberg Traurig to provide bond Counsel services.

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On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Engagement Letter with Greenburg Traurig to S erve as Bond Counsel was approved.

Interim Engineer
Mr. Flint stated included in your agenda package is an agreement with Boyd Civil Engineering for interim Engineering services. Their hourly rate schedule is attached to the agreement.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Agreement with Boyd Civil Engineering to Provide Interim Engineering Services was approved.

Underwriter
Mr. Flint stated you have an agreement for underwriting services and G-17 disclosure from FMSBonds.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor the Agreement with FMSBonds for Underwriter Services and G-17 Disclosure was approved.

Assessment Administrator
Mr. Flint stated the assessment administrator services are contained under the District Manager's agreement, which you already approved today.
Trustee
Mr. Flint stated you have a proposal from US Bank to serve as the Trustee.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Proposal from US Bank to Serve as the Trustee was approved.

Approval of Financing Team Funding Agreement
Mr. Flint stated most, if not all, ofthese expenses associated with the financing team would be paid out of the cost of issuance when the bonds are issued; however, in the event the District

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does not issue bonds, some of the professionals would still need to be compensated under their agreements. This Financing Team Funding Agreement between the District and Lennar would obligate Lennar to pay those costs in the event there is no cost of issuance account to take them from. The underwriter doesn't get paid unless bonds are issued. We don't get paid unless bonds are issued. The trustee would not get paid. Typically, the Engineer, District Counsel and bond Counsel would get paid if we didn't issue bonds.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Financing Team Funding Agreement was approved.

SEVENTH ORDER OF BUSINESS	Financing Matters
Consideration of Bond Validation Report
Mr. Flint stated we don't have an Engineer's Report yet but in lieu of that, we have the cost estimates that were included in the petition to form the District. A short bond validation report was prepared and is included in your agenda package. It summarizes the development plan, which is 1,018 residential units, the capital improvement program, which is $37,051,853 and a sizing based on that construction cost estimate, which would include two years capitalized interest, one year max annual debt and an underwriter's discount of 2%. We are recommending validating
$47,500,000. This serves as a ceiling the District is authorized to issue up to.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor the Bond Validation Report was approved.

Consideration of Resolution 2019-14 Authorizing the Issuance of Bonds and Authorizing the Commencement of Validation Proceedings
Mr. Flint stated Resolution 2019-14 authorizes the issuance ofbonds and authorizing the
commencement of validation proceedings.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor Resolution 2019-14 Authorizing the Issuance of Bonds and Authorizing the Commencement of Validation Proceedings was approved.

Approval of Form of Acquisition Agreement

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Mr. d'Adesky stated the form ofacquisition agreement allows the District to acquire any infrastructure we need to in case we want to maintain infrastructure before we go through the bond process.

On MOTION by Mr. Register seconded by Mr. Morgan with all in favor the Form of Acquisition Agreement was approved.

EIGHTH ORDER OF BUSINESS
Staff Reports
Attorney
Manager
There being none, the next item followed.

Supervisor's Requests
There being none, the next item followed.

Other Business

Approval of Funding Request No. 1
Mr. Flint stated Funding Request No. 1 will allow us to open up the District's bank account. This funding request totals $13,650.

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor the Funding Request No. 1 was approved.

NINTH ORDER OF BUSINESS	Adjournment

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July I, 2019	Storey Creek CDD

On MOTION by Mr. Morgan seconded by Mr. Register with all in favor the meeting was adjourned at 12:32 p.m.