MINUTES OF MEETING VILLAMAR
COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the VillaMar Community Development District was held on Wednesday, April 10, 2019 at 3:25 p.m. at 346 E Central Ave, Winter Haven, Florida.

Present and constituting a quorum were:

Rennie Heath Joel Adams Lauren Schwenk
Andrew Rhinehart Also, present were:
Jill Burns
Roy Van Wyk
Ashton Bligh via Phone
Drew White Dennis Wood

Chairman
Vice Chairman by phone Assistant Secretary Assistant Secretary

District Manager District Counsel
Bond Counsel by phone Developer's Office District Engineer

The following is a summary of the discussions and actions taken at the April J 0, 20J 9 VillaMar Community Development District's Regular Board of Supervisor's Meeting.

FIRST ORDER OF BUSINESS	Roll Call
Ms. Burns called the meeting to order and noted that a quorum was established.

SECOND ORDER OF BUSINESS	Public Comment Period
Ms. Burns noted there were no members of the public present.

TIDRD ORDER OF BUSINESS	Organizational Matters

Acceptance of Resignation from Phillip Allende

On MOTION by Ms. Schwenk, seconded by Mr. Rhinehart, with all in favor, the resignation was accepted.

Appointment of Individual to Fulfill the Board Vacancy with a Term Ending November 2021
Ms. Burns asked for nominations to fill the vacancy. She noted the vacancy is for seat 3 with a term ending 2021. Brian Walsh was nominated by Joel Adams.

On MOTION by Mr. Adams, seconded by Mr. Rhinehart, with all in favor, Brian Walsh's Appointment to Fulfill the Board Vacancy with a Term Ending November 2021, was approved.

Administration of Oath to Newly Appointed Supervisor
Mr. Walsh wasn't present and will be sworn in at the next meeting. Ms. Burns asked for Joel to send her Mr. Walsh's contact information.

Consideration of Resolution 2019-35 Electing Assistant Secretary
Ms. Burns suggested that Brian Walsh be named as Secretary.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart,  with all  in favor, Resolution 2019-35 Electing Brian Walsh as Assistant Secretary, was approved.

FOURTH ORDER OF BUSINESS	Approval of the Minutes of the February
13, 2019 Board of Supervisors Meeting
Ms. Burns asked for any comments for corrections. The Board had no comments on the February 13, 2019 minutes.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart,  with all  in favor, the minutes of the February 13, 2019 Board  of Supervisors meeting, were approved, as presented.

FIFTH ORDER OF BUSINESS

Consideration of Resolution 2019-36 Approving the Proposed Budget for Fiscal Year 2020 and Setting a Public Hearing

Ms. Burns recognized that the resolution outlines a proposed date as July 10th during the regular July meeting. She noted that they are under the impression that this will be developer funded for the upcoming year. There are added expenses for bond related expenses since bonds should be issued before the fiscal year starts. There is also landscaping that is expected in February of 2020. It is prorated based on the lot counts. Street lighting is prorated for an 8-month

period. Amenities should be expected around August of 2020. She noted there are some amenity related expenses but only a couple of months based on the timing (August and September). The total budget amount is $261,026. Ms. Burns asked for questions or changes, the Board had no changes to the budget as presented. The public hearing date was set for July 10, 2019 at 3:15
p.m. at their current location.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, Resolution 2019-36 Approving the Proposed Budget  for Fiscal Year 2020 and Setting the Public Hearing for July 10,  2019  at 3:15 p.m. at 346 E Central Ave, Winter Haven, Florida, was approved.

SIXTH ORDER OF BUSINESS

Consideration	of Engineer's Report

Supplemental

Mr. Wood noted amendments to the original Engineer's Report. One change was the number of phases from three phases to two phases. Phase 1 and 2 were combined and the costs were updated to reflect cost that had been received on the project. The master overall site plan was updated to show where Phase 1 and 2 are. Legal was also updated for the combination of Phase 1 and 2.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Supplemental Engineer's Report, was approved.

SEVENTH  ORDER OF BUSINESS	Consideration	of	Supplemental
Assessment Methodology
Ms. Bums noted this covers the Phase 1 project as 344 lots as Mr. Wood outlined. The Phase 1 capital improvement cost is $8,955,000. A par amount of bonds is going to be issued of
$6,346,000 for the Phase 1 issuance. Table 4 has the improvement cost per unit of $26,811. The par debt per unit is $19,000 showing the benefit is in excess of the par debt per unit. Net and gross assessments per unit are listed in Table 6. The gross assessment per unit is listed as $1,386. Table 7 has the preliminary assessment role where it is allocated by acres . Table 7 will be updated to outline the various owners with parcels.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Supplemental Assessment Methodology, was approved.

EIGHTH ORDER O:f BUSINESS	Consideration of Supplemental 2019-37
Delegation Resolution
Ms. Bligh noted this resolution is meant to replace resolution 2019-34. It reflects changes in the Development Plan, Supplemental Engineer's Report, and the new assessments in the Supplemental Assessment Methodology. This also reflects that it has gone from three phases down to two phases, and gone from 256 units to 344 units. There are a couple of other items that have been updated since the 2019-34 resolution, which was adopted on February 13th. This resolution reflects the rescheduling of the public hearing for assessments and it also reflects that the bond has been since validated. The exhibits attached are updated financing documents. She also noted the importance of the parameters in section 5 have not changed and the resolution is otherwise identical to the one that was previously adopted.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the Supplemental 2019-37 Delegation Resolution, was approved.

NINTH  ORDER OF BUSINESS	Consideration	of	Proposals	for
Construction Services for Master Project Improvements (Phase 2)
Mr. Wood reviewed and explained the bid evaluation process for the contracts received for VillaMar Phase 2. There were four bidders. Exhibit A shows the ranking based on the evaluation criteria, and exhibit B is the adjusted bid ranking. There is a bid amount in column 3, that's the bid received from the contractor and the adjusted bid is the 2nd column. He asked the contractors to adjust to include everything so that the bids were based on  'apples  to apples.' There weren't many things that were different, but Exhibit C identifies some  of  the discrepancies. The adjusted bid numbers were used in the evaluation criteria, which is shown on Exhibit D. Kerney did have the lowest price. The first part they all got 15 and then it was  adjusted appropriately. The only one that provided some financial information that was worth looking at was QGS. They got a ranking of 10 points. The other ones were ranked based on the bonding capabilities. A typo was noted, and it sh_ould be $80 million instead of $80,000. Another typo is noted, the first number on the list is supposed to be 20. The second number in the evaluation is the Understanding of Scope. The same percentages that were used on price were used for Understanding of Scope. He noted that all are qualified contractors based on job experiences and ranked 15 points. They all had comparable ranking in reference to employees.

All three had comparable distances from the sites. Tucker was closest, and they got a 1. Once everything was inserted into the evaluation bid summary the scores were Kerney 94, QGS 93.3, JMHC 91.9, and Tucker with 90.6. Based on the evaluation Mr. Wood  recommended  awarding to Kerney. He confirmed all bids were responsive and from responsible parties.
The Board accepted the rankings as submitted.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, the ranking of Kerney with 94 points, QGS with 93.3 points, JMHC with 91.9 points, and Tucker with 90.6 points, was accepted.

Staff was authorized by the Board to issue the Notice of Award. Mr. Heath thanked Dennis for his work and presentation of contracts.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, Authorization to Issue the Notice of Intent to Award, was approved.

TENTH ORDER OF BUSINESS	Consideration	of	Assignment	of
Contractor Agreement VillaMar Phase 1 Project
Ms. Burns noted this is bid by the developer and assigned to QGS development for Phase
Mr. Van Wyk stated in the packet is all of the necessary information for assigning of the contract.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, Assignment of Contractor Agreement VillaMar Phase 1 with QGS, was approved.

ELEVENTH ORDER OF BUSINESS	Consideration	of	Resolution	2019-38
Designating a Purchasing Agent
Ms. Burns stated this allows the District to directly purchase certain  construction materials for those contracts to eliminate the tax on it.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, Resolution 2019-38 Designating a Purchasing Agent, was approved.

TWELTH ORDER OF BUSINESS	Staff Reports

Attorney
Mr. Van Wyk asked for authorization for staff to provide and receive construction access easements from three property owners.

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, Authorization of Staff to Execute Construction Access Easements, approved.

Engineer
Mr. Wood had nothing additional for the Board.

District Manager's Report
Balance Sheet and Income Statement
Ms. Burns noted the income statement is in the package and there is no action that needs to be taken. An EIN has still not been issued due to the issue of the previous VillaMar District. The IRS has been provided the information and they still have not been able to locate anything or be helpful. Ms. Burns assured the Board it is still in progress and being checked on a daily basis. Mr. Van Wyk suggested going down to the IRS.

THIRTEENTH ORDER OF BUSINESS	Other Business
There being the none, the next item followed.

FOURTEENTH ORDER OF BUSINESS	Supervisors	Requests	and	Audience
Comments
There being the none, the next item followed.

FIFTEEN ORDER OF BUSINESS	Adjournment

On MOTION by Mr. Heath, seconded by Mr. Rhinehart, with all in favor, meeting was adjourned.

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