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HomeMy WebLinkAbout2003-08-07 - Board of Directors Meeting Minutes2003-59 MINUTES OF THE YORBA LINDA WATER DISTRICT SPECIAL BOARD OF DIRECTORS MEETING August 7, 2003 8:30 A.M. The August 7, 2003 special meeting of the Yorba Linda Water District Board of Directors was called to order by President John W. Summerfield at 8:30 a.m. The meeting was held at District Headquarters, 4622 Plumosa Drive, Yorba Linda. Directors Present at Roll Call John W. Summerfield, President William R. Mills, Vice President Paul R. Armstrong Michael J. Beverage Arthur C. Korn Staff Present: William J. Robertson, General Manager Arthur G. Kidman, District General Counsel Beverly Meza, Business Manager Michael Payne, Assistant General Manager Ken Vecchiarelli, Engineering Manager Amelia Cloonan, Administrative Secretary Visitors present:_ Tom DeMars, Financial Advisor, Fieldman, Rolapp & Associates Peter Rasmussen, the Yorba Linda Star CONSENT CALENDAR On a motion by Vice President Mills, seconded by Director Armstrong, the Board of Directors voted 5-0 to approve the Consent Calendar. 1. Approve minutes of regular meeting July 24, 2003. 2. Authorize directors to leave the State of California prior to next meeting. 3. Authorize the President and Secretary to execute a Declaration of Restrictive Covenants Agreement with Mr. and Mrs. John Shaib, Job No. 9319-2. 4. Authorize the General Manager to sign a two-year paving contract with HPD, Inc. and authorize the General Manager to execute the agreement. 5. Authorize the President and Secretary to execute a Property Exchange Agreement and a Site Improvement Facility Finance, Design and construction Agreement for the exchange of property at the Bastanchury Reservoir site, Job Nos. 200044 and 200204. Darren Warren, Pulte, entered the meeting at 8:38 a.m. Michael Streams, Counsel, Stradling, Yocca, Carlson & Rauth, and Joshua Lentz, Project Manager, Stradling, Yocca, Carlson & Rauth, entered the meeting at 8:39 a.m. -1- 2003-60 ACTION CALENDAR 6. Consider Sewer Improvements for the Pulte Project. Kenneth Vecchiarelli, Engineering Manager, presented the report and gave an overview of the Pulte project and its phasing. Questions were asked. Discussion items included the sewer lift station and the Muranaka property. On a motion by Vice President Mills, seconded by Director Armstrong, the Board of Directors voted 5-0 to Adopt the revised Pulte Sewer Master Plan; Authorize the General Manager to execute the revised Phasing Exhibit "E"; and Authorize the president and Secretary to execute the Facility Finance, Design and Construction Agreement (FFDCA) for the Pulte Off-site sewer deficiency projects. Darren Warren, Pulte, left the meeting at 8:48 a.m. 7. Consider Contracts and Resolution to establish a non-profit corporation and financial arrangements for the Highland Reservoir renovation project and Richfield Plant administration building. William J. Robertson, General Manager, presented the report and spoke about the background of this agenda item. Property taxes will be used as the primary source of revenue to pay back the debt. The subject of water and water rates was introduced. William J. Robertson introduced Tom DeMars, Fieldman, Rolapp & Associates, who is the financial advisor on this transaction. Mr. DeMars went over the history of the financing and what would be occurring if the Board approves. Michael Streams, Attorney, Stradling, Yocca, Carlson & Rauth, spoke in general about the documents and financing structure. The corporation will own the facilities constructed, and the District will make installment payments on certificates. General Counsel Kidman commented that using a non-profit corporation to finance this type of project is quite common. Joshua Lentz, Project Manager, Stradling, Yocca, Carlson and Rauth, spoke about the corporation, tax exempt status, tax liability situation, fees, and statement of officers certificate. The Resolutions as numbered were incorrect. Resolution number 03-08-PFC becomes Resolution number 03-07. Resolution number 03-09-PFC remains as originally numbered. Resolution number 03-07-PFC becomes 03-08-PFC. On a motion by Director Armstrong, seconded by Director Beverage, the Board of Directors on a Roll Call vote, with Directors Armstrong, and Beverage and President Summerfield and Vice President Mills voting Yes, and Director Korn voting No, adopted Resolution 03-07, taking the following actions: 1. Approving, and authorizing the President of the Board or General Manager to executed on behalf of the District, the following agreements and other instruments necessary to authorize the Certificate of Participation financing of the Administrative Building and Reservoir Replacement Project, in substantially the form presented: A. The Installment Purchase Agreement, by and between the Yorba Linda Water District and the Yorba Linda Water District Public Financing Corporation, dated as of August 1, 2003. -2- 2003-61 B. The Trust Agreement, by and among the U.S. Bank National Association, the Yorba Linda Water District Public Financing Corporation and the Yorba Linda Water District, dated as of August 1, 2003. C. The Purchase Contract, by and among the Yorba Linda Water District, the Yorba Linda Water District Public Financing Corporation and an underwriter to be selected, the terms of which shall be subject to negotiation with the underwriter. D. The Continuing Disclosure Certificate. E. The Bond Counsel and Disclosure Counsel Agreement between the Yorba Linda Water District and the law firm of Stradling, Yocca, Carlson & Rauth, dated. 2. Approving the preparation and distribution of the Preliminary Official Statement in substantially the form presented and authorizing the President of the Board of Directors of Yorba Linda Water District to sign a certificate pursuant to Rule 15c2-12 promulgated under the Securities Exchange Act of 1934, and authorizing the execution, and distribution of a final official statement in substantially the form of the Preliminary Official Statement, with changes approved by the President of the Board or the General Manager on advice of bond counsel. 3. Authorizing the General Manager, the President, the Vice President, the Secretary or any other proper officer of the District to execute and deliver any other document or instrument necessary or proper to carry out the transactions contemplated in the agreements authorized by the resolution. 4. Directing that the proceeds of the Certificates be deposited as provided in the Trust Agreement. 5. Appointing U.S. Bank National Association as Trustee. 6. Authorizing the General Manager to select a municipal bond insurer. Take any other action to establish the YLWD Public Financing Corporation and to take whatever action is necessary to authorize the financing arrangements for the proposed Highland Reservoir renovation project and Richfield Plant administration building. A recess was declared at 9:53 a.m. The Board reconvened at 10:03 a.m. with all Directors present. GENERAL MANAGER'S REPORT 8. General Manager's oral report and comments. a) General Counsel Kidman had nothing to report. b) District activities. There was nothing to report. COMMITTEE REPORTS 9. Executive-Administration Committee (Summerfield/Mills) -3- 2003-62 10. Finance-Accounting Committee (Kom/Beverage) Directors Korn and Beverage stated the meeting covered the financing and funding activities. 11. Personnel-Risk Management Committee (Summerfield/Korn) 12. Planning-Engineering-Operations Committee (Armstrong/Mills) 13. Public Information Committee (Beverage/Armstrong) 14. Orange County Water District Ad Hoc Committee (SummerfieldBeverage) A meeting is scheduled for Monday, September 15, 4:00 p.m. 15. MWDOC Ad Hoc Committee (Summerfield/Korn) A meeting is scheduled for Monday, September 8, 4:00 p.m. BOARD OF DIRECTORS ACTIVITY CALENDAR Authorization to attend meetings scheduled after August 7, 2003. Agenda is available in the District office prior to meeting. Yorba Linda Planning Commission, August 13, 6:30 p.m. Yorba Linda City Council, August 19, 6:30 p.m. MWDOC, August 20,9:00 a.m. OCWD, August 20, 6:00 p.m. Yorba Linda Planning Commission, August 27, 6:30 p.m. ISDOC Board, September 2, 7:30 a.m. Yorba Linda City Council, September 2, 6:30 p.m. MWDOC/Met Jt. Workshop, September 3, 8:30 a.m. OCWD, September 3, 6:00 p.m. WACO, September 5, 7:30 p.m. Yorba Linda Planning Commission, September 10, 7:30 p.m. Yorba Linda City Council, September 16, 6:30 p.m. MWDOC, September 17,9:00 a.m. OCWD, September 17,6:00 p.m. Yorba Linda Planning Commission, September 24, 7:30 p.m. Beverage Armstrong Korn Mills Beverage Armstrong Korn BOARD MEMBER COMMENTS/ITEMS FOR FUTURE CONSIDERATION Vice President Mills reported on the Yorba Linda City Council meeting held August 5. There was an increase in wages for middle management (ranging from 2.2 to 7.3%) and management (ranging from 2.4 to 5.7%). There was a presentation regarding traffic at Weir Canyon and Savi Ranch. The City Council is back to regular meetings. -4- 2003-63 President Summerfield said he would be attending the Santa Ana River Watershed Tour. Director Beverage mentioned he would not be attending the Santa Ana River Watershed Tour and asked if anyone wanted to attend in his place. ADJOURNMENT On a motion by Director Armstrong, seconded by Director Beverage, the Board of Directors voted 5-0 to adjourn at 10:12 a.m. The next re r of the Board is scheduled for Thursday, August 14, 2003 at 8:30 a.m., at the D(s t eadauart s. . W Manager -5- 2003-64