[0:01] This recording has started and recording in progress. Thank you. Welcome to the first meeting of the Silvercliffe Commons Public Infrastructure District Board of Trustees. Mike Blackstaff, myself, Paul Morris, and Davis Anderson were appointed pursuant to the governing document to be the trustees of this organization. The first item on the agenda

[0:31] is to elect a chair and a vice chair slash treasurer and Davis for your

[0:37] information because you're remote you cannot vote on this one or you can

[0:43] listen of course for just a little bit and real quick the explanation is when

[0:48] you have a board member who's remote they can vote when you've adopted an

[0:54] electronic meeting policy that's the state law you cannot do an electronic

[0:57] me and tell you have a policy. There's no policy yet. So since we get to the policy and that is

[1:03] adopted, then, then you can participate. But up until then, just listed. So I call for

[1:10] any election of a chair of the Board of Trustees of the Silverclist Commons Public Infrastructure District.

[1:20] I would move it to Paul Moore's serve as the chair.

[1:25] I second.

[1:27] All in favor say aye aye aye okay I am now the chair.

[1:32] I move that Mike Wagstap be elected as the vice chair and treasurer to have a second.

[1:40] Second all in favor say aye aye okay we are now chair and vice chair all right next is the

[1:48] adoption of electronic meetings policy, and interestingly enough, what the law focuses

[1:54] on is the board members, being remote and being able to participate.

[1:59] Of course, with today's technology, we also often allow the citizens to participate

[2:04] and come in and such, and this policy acknowledges that.

[2:09] But it has to be, so if you look on the agenda, it says adoption of electronic meetings policy,

[2:16] But I look closer at the law for adopting it and it has to be adopted by resolution by rule or by ordinance

[2:24] So it can't just be an oral motion

[2:26] So I I labeled it. It's not on the agenda here

[2:30] But I labeled the resolution that you have

[2:35] 2026-00 I didn't want to mess up the

[2:39] Zero one and zero two we already had on the agenda

[2:42] So, this would be adoption of the electronic meeting policy 2026-00 and basically what the

[2:52] rule says is the chair or vice chair if the chair is not available can decide when they're

[2:56] going to have an electronic meeting or not, when you're going to conduct it and then we

[3:02] can, based on technology and appropriate, make it so the public can also participate when

[3:07] there's a public hearing or you want to call on somebody on some particular agenda.

[3:13] It also says that for the whoever's conducting the meeting that if somebody is presenting

[3:18] in its audio like right now where they don't see us and somebody's making a presentation

[3:23] and that you can't see it then the chair's obligation is to describe what everybody's looking

[3:29] at.

[3:30] Look at the, tell them where we're looking at a map of this or that or it's a PowerPoint

[3:33] or this is what we're seeing.

[3:34] And then also the one conducted in the meeting should also strive to inform if somebody

[3:40] if a question's asked and somebody just nods their head, yes or no, to say they nodded

[3:45] their head, yes or no.

[3:46] So somebody who's listening could get the gist of what's going on during the meeting.

[3:51] And that's basically the policy.

[3:53] Any discussion on that policy, Mike, all right, a call for motion on 26-0-0-0?

[4:00] I would move adoption of the resolution of 2026-00 are electronic meeting policy.

[4:06] I second that. All in favor say aye.

[4:10] Aye.

[4:11] Thank you. Okay, Davis, we now have an official electronic meeting policy, so you can now participate and vote and make motions inside.

[4:19] tremendous, great.

[4:23] Awesome, item number four, when I had prepared this agenda, item number four, the appointment

[4:28] of the district clerk and district budget officer, I went back to the original district

[4:32] the way we did it.

[4:34] And we did the appointment in the same resolution as where we selected the counting firm and

[4:46] That answers legal counsel and all that.

[4:49] So I'm combining number seven, construction of resolution,

[4:54] consideration of resolution 2026-01.

[4:58] And that the resolution that you have before you

[5:01] takes care of appointing the district clerk

[5:05] and district budget officer.

[5:07] So by adopting that, we will have the same people

[5:11] of serving in that capacity.

[5:12] And what the resolution says is it authorizes Mike, gives Mike the authority to negotiate, execute, and oversee these contracts as the vice chair.

[5:26] And we did this before that he's responsible for doing this and overseeing it and as the treasurer.

[5:31] But what it basically does is it says we're going to use the same consultants that the underlying district does for continuity.

[5:38] community, they know what this, this, this, this entity's doing in the future, maybe years down the line when you have different board members, they might do something different, but for

[5:48] streaming. So it says the offices are the same as wherever the district is, which is the 475 East Tabernacle.

[5:55] It says that we're hiring a special district management to be the manager and be the budget officer, be the clerk.

[6:01] It authorized them to negotiate with CLA and sign that engagement letter for accounting or the same auditor that we selected when it's appropriate to have an auditor and then also Matt Ann says legal counsel and others didn't specifically name bond counsel, but it authorizes including but not limited to so we'd be picking also Gilmore Bell to be our bond counsel.

[6:31] So, I think I will then contract administration.

[6:34] Anyway, the same people that are provided all those services will provide these services.

[6:39] Any questions on resolution 2026-01?

[6:42] One quick question, just if we wanted to change or alter those entities that we're going

[6:49] to contract with.

[6:50] We don't need to do it by resolution.

[6:52] This is authorizing that to happen.

[6:54] That's correct.

[6:54] Okay.

[6:55] That is correct.

[6:57] All right.

[6:58] Good question.

[6:58] Any other discussion or questions about this resolution?

[7:02] Okay.

[7:03] Do I have a motion regarding this resolution?

[7:06] I'd move adoption of resolution 2026-01.

[7:12] Thank you.

[7:12] Do I have a second?

[7:14] I second.

[7:15] Thank you.

[7:16] Any discussion on the motion?

[7:18] Hearing and seeing none.

[7:19] All in favor say aye.

[7:21] Aye.

[7:22] And there's no opposed to unanimous.

[7:24] Thank you.

[7:28] The next item is now that we have a district clerk, Brecken, under the special district

[7:38] law, Brecken, district clerks can administer an oath of office.

[7:43] So we needed to get a clerk first, but now we can have our oath of office.

[7:47] So if you would have us do it and I have it, did I give it to you?

[7:53] Oh, right there, right there. Okay. All right.

[7:56] David says his camera on.

[7:58] Okay. So he can witness this and you just tell us to raise our hand.

[8:02] Okay.

[8:03] Correct.

[8:03] Okay. Raise your right hand.

[8:06] I state your name.

[8:07] Paul Morris.

[8:08] Mike Wagstoff.

[8:11] Davis Anderson.

[8:12] Do solemnly swear that I will support.

[8:14] Do solemnly swear that I support.

[8:17] Obey and defend the Constitution of the United States.

[8:20] Obey and defend the Constitution of the United States.

[8:23] solemnly

[8:25] reckon let me catch up do solemnly swear that I will obey and protect the

[8:30] constitution of the United States

[8:33] uh... support and obey let me see if it's on here might not be

[8:38] do solemnly swear that I will support and defend the constitution of the

[8:42] United States

[8:43] i'm sorry i'm going to have you say it one more time so i did it said do solemnly

[8:47] swear that I will support

[8:49] obey and defend

[8:52] Do you want to say that?

[8:53] I, Davis Anderson, do solemnly swear

[8:56] that I will obey, support, and defend the Constitution

[9:00] of the United States.

[9:03] And the Constitution of the State of Utah.

[9:06] And the Constitution of the State of Utah.

[9:10] And that I will discharge the duties of my office

[9:13] with fidelity.

[9:14] And that I will discharge the duties of my office

[9:21] with fidelity. With fidelity. Wow, that was perfect. Thank you everyone. That was fun.

[9:29] Okay. Can you clarify to me, I now need to send a document to sign?

[9:34] Yes, we're going to have this and put the name and then you put the title and then you

[9:39] just scan it in or you can do it electronically, because it's standard and then you have to have it.

[9:44] It's supposed to be, quote, filed with the district clerk so it's a permanent record that we did.

[9:48] Okay. And all I'm doing is I'm basically having each game, right, three oath of

[9:53] offices as was just on. Okay. That's correct. And I'll send you an update, but what

[9:58] you typically have at the top is what is the office? Oh, so you say the

[10:02] trick, more trustee. And then for the other one, each, each PID will have its own.

[10:08] Okay. Just like the district has its own. You just put the name or whatever it is.

[10:11] Okay. Okay. All right. Thank you. All right. On the opens and meetings,

[10:17] means public meetings training also wanted to say since we three are also the on the board of the leads district.

[10:26] That training is scheduled for the 23rd and it's just an obligation of the chair doesn't have to be done public but to make sure it's

[10:34] annually done traditionally we try to do it as part of the budget process, but we're not adopting a budget yet.

[10:40] So, I had to put on the agenda just to remind us that June each year is when we would like to do our annual training.

[10:49] So, as the chair, I'm saying the record and the minister reflect that we will get our annual training for this entity when we do it next Tuesday in the district meeting.

[11:04] And I'll have a handout.

[11:05] out. So we just have the minutes reflect that we had that the train our training for being

[11:12] PID trustees will happen in conjunction with training we're going to get on June 23rd.

[11:18] Okay. Thank you. All right. Now we're to item 7, 8 and 9, which are the involving the

[11:28] anticipated bonds, both limited tax obligation bonds and special assessment bonds, and we'll

[11:35] turn the time to Aaron Wade to describe these.

[11:40] Awesome.

[11:40] Thanks, Paul.

[11:41] So the first resolution that's in front of you, I'm happy to put anything on the screen

[11:45] if you want, but I'm also happy to just run through a Paul.

[11:48] They have a preference.

[11:49] No, just run through it.

[11:50] I think that would be great.

[11:51] Because we all did the bond, these bonds before we were in this entire first road.

[11:56] Yeah.

[11:56] Exactly.

[11:58] Okay.

[11:58] All right.

[11:58] Well, the authorizing resolution is the resolution that approves the designation resolution,

[12:06] the assessment ordinance, the short of it is it approves the, you know, creation, the

[12:12] designation resolution approves the creation and establishment of the assessment area and

[12:17] the assessment ordinance is what imposes the lien of the special assessments and then governs

[12:22] their allocation and reallocation.

[12:25] I'll spend just a minute on that in a second here.

[12:28] The other piece that this resolution does

[12:31] is it approves the appraisal.

[12:34] I just want to put on the record, the caveat there

[12:37] is the appraisal is currently addressed to the development team

[12:41] because the district wasn't yet formed,

[12:42] but that's going to be amended.

[12:44] And so before we go up to the market,

[12:47] we'll get that amended.

[12:48] The other thing that this does is the appraisal

[12:50] has something like 6.4 acres of commercial, and now due to redesign, it's more like 8.2

[12:59] acres, and from what I understand it's under contract for more than the appraise value.

[13:04] So, you know, we're reasonably assuming that the appraisal be able to be updated to kind of

[13:09] straight line the value to the additional acreage, and so that's dependent.

[13:19] So, I just

[13:20] to come back and write size assessment on the commercial piece to line up with what's

[13:25] currently in there, but I think it's pretty safe that they'll be able to extend that value.

[13:31] The designation resolution also has your certificate of project engineer, which certifies

[13:36] the cost, they're the estimate of the cost, and the 35-year estimated useful line.

[13:42] So that's the resolution and the designation resolution.

[13:47] The main kind of meat of the discussion is the assessment ordinance.

[13:52] It includes the improvement list that matches your assessment engineer's certificate.

[14:01] It also governs the repayment of the assessments like I mentioned, and we do have a trigger that

[14:07] assessments on the residential zone would be prepaid in accordance with your governing

[14:11] document at the time of advance to an end user. And the end user definition roughly matches

[14:18] what's in your governing document. We do have the allocations in here. The commercial zone

[14:24] is an estimate of 8.2 acres with 953,000 in some change of assessments for 116,000 in change

[14:33] change of assessment per acre and then the residential zone is 14.415666 dollars, and that

[14:46] is by ERU methodology, and these are different ERUs than the city or county might use, they're

[14:52] just based on the smallest standalone home being one ERIU at 6.

[15:00] At 60,000 per year, are you? There's also a table of the parcels and allocation to the various parcels. Just noting, there's a common area parcel that we have not allocated any assessment to, but it's kind of, you know, in the soup. So if we want to do something, got adjusted, it's still part of the assessment area. We didn't have to go into our boundaries, but, you know, with just common area, there's not a residential unit. The attached to it. I'm trying to see if there's anything else to note here.

[15:28] We do have the breakdown and the estimated 337 units and each one having a different ERIU

[15:34] has shown in the assessment ordinance.

[15:36] The assessment ordinance would be effective upon the signature of the acknowledge and

[15:40] waiver consent by the property owners.

[15:43] And so we'll get a signature packet around as well as signature of the assessment ordinance

[15:49] and the designation resolution will need that to trigger the 30-day contestability period

[15:54] associated with the assessments.

[15:56] Any questions on that?

[15:59] No.

[16:00] Okay.

[16:00] When are we publishing the notice?

[16:03] Well, so as soon as we get the AWC sign, so Paul, that would be by, you know, I think either you or Bracken or whoever is kind of, I think maybe Michael is the signer there.

[16:13] But once the signatories for battle on land signs as well as, I think we have Steve Laskey set up to sign for Mount West Development Group.

[16:21] That's correct. That's what I was that's what I was leading to because they have two.

[16:25] The two. Yeah, I will want the documents to be compiled. The assessment ordinance and

[16:30] designation resolution. Not signed, they're just compiled so that when you know, Steve and whoever

[16:35] signing for Babylon, when they look at it, they have all the information. So, you know, hopefully

[16:41] well, I guess the challenge is tomorrow is a holiday, but if we can get everything but not we can get

[16:46] the copies for Posty, you know, around today or maybe tomorrow in the afternoon. I can hit that as well.

[16:54] We don't get to it today. So great. Thank you. So if there's no question, I think you can do a motion on the resolution 2026.

[17:03] Thank you. Any further questions?

[17:05] questions. Only that you said 2026. Oh, two, you may have three. No, two. Okay, sorry, I was looking at the wrong one. So, okay. Yeah, I'm ready to make a motion. Great. I've moved if we adopt resolution. Right.

[17:19] Right. We adopt resolution number number 2026-02. Thank you. Do I have a second?

[17:32] I second. Thank you, Davis. Any discussion on the motion?

[17:37] Seeing and hearing none, all in favor, say aye.

[17:44] Thank you.

[17:46] Okay, it's unanimous.

[17:48] Okay, item number nine, resolution 2026-03.

[17:54] Okay, great.

[17:55] So this is the bond resolution for the special assessment bonds.

[17:59] This one's a lot quicker and same with the next one.

[18:02] The amount in your, you know,

[18:05] resolution showed a small amount,

[18:07] but we've come back and revised, like I said,

[18:08] with the increase in the commercial.

[18:12] So now it's not to exceed 15,410,000.

[18:16] That was in the updated resolution.

[18:18] It was circulated.

[18:19] But what this does is it approves

[18:21] the outer limits of the bonds in accordance with state law

[18:24] and then designates to the officers

[18:26] of the district ability to set the definable terms.

[18:30] And so those parameters again, 15,410,000

[18:35] to mature in not more than 30 years,

[18:37] be sold at a price of not less than 95% of the principal amount and an interest rate of not to

[18:42] exceed 12%. So again, those are the outer limits. We'll probably be right at that par amount.

[18:47] But the interest rate is likely and hopefully much less than 12% and even within that 12%

[18:55] the district has all the right to reject terms if you don't like them. So you're not guaranteeing

[19:00] the issuance of bonds. You just paid it away. This also proves the form of the indenture completion

[19:06] agreement and collateral assignment agreement that were previously circulated, so it improves

[19:11] those forms.

[19:13] And now, just know we're going to come back and approve the offering document in a couple

[19:19] of weeks once that's ready.

[19:21] And in your next resolution, assuming that you adopt it, that approves the continuing disclosure

[19:25] agreement and purchase agreement that is shared by the tax bonds and the special assessment

[19:31] bonds.

[19:32] So, hey, if you approve this one or not, we might be able to give a little bit of a sticky spot, but I think we're going to be okay here.

[19:38] So, that's what's in front of you. Any questions on resolution 2026-03?

[19:44] No, thanks for the great explanation.

[19:46] No, yeah, that's very thorough. Thank you.

[19:49] Okay, seek a motion. I would move. We approve.

[19:52] I move. Go ahead, Dave.

[19:56] I move. We approve resolution 2026-03.

[20:01] dash zero three.

[20:03] Thank you.

[20:04] Do I have a second?

[20:04] Second.

[20:05] Thank you.

[20:05] Any further discussion on the motion?

[20:08] Seeing and hearing none, all in favor say aye.

[20:11] Aye.

[20:13] Aye.

[20:14] Thank you.

[20:14] It's unanimous.

[20:15] Okay.

[20:16] Item number 10.

[20:17] Perfect.

[20:19] Okay.

[20:20] So resolution 202604.

[20:22] This is very similar, except that this is for your limited tax general obligation bonds.

[20:29] And so we have set a maximum amount of, so this is a senior bond and a subordinate bond

[20:37] here with a combined principal amount of not to exceed 20 million.

[20:42] Paul, is that seem like the right number of a cap?

[20:47] Yeah, I think well under that, but I think that gives plenty of headroom, you know, any

[20:51] market study changes, market changes, et cetera.

[20:55] Yeah.

[20:56] And I'm looking at Davis and I mean I'm looking at Breckin and he's concurring that it's a good number

[21:02] Okay, perfect

[21:04] And here we'll just again it's similar except it's the bonds mature in not more than 31 years

[21:10] The loss just a little bit different there

[21:12] Sold at a price is not less than 95% of the principal amount and rate again amount to exceed 12%

[21:18] And then just that the district won't exceed its maximum debt mill out of your

[21:22] are impositioned to our rather than signing up.

[21:25] We just know that they were subjects of that,

[21:27] but the repayment could exceed the 31 years

[21:29] if the district fell line on its debt.

[21:32] And that's permitted under state law

[21:35] and the governing document.

[21:37] Do you have anything I just know,

[21:38] if for one reason or another,

[21:39] we switched to capital appreciation bonds

[21:42] that 95%, we would just be looking at the principal amount

[21:45] rather than that discount,

[21:48] because it's not a true discount on the sales price bonds.

[21:51] That's very nuanced, but just want to put that out because a lot of capital appreciation

[21:54] bonds are happening now.

[21:56] Again, this approves the senior and subordinate indenture.

[21:59] It approves the bond purchase agreement and the continued disclosure agreement, like I

[22:02] mentioned, for both these bonds and the special assessment bonds, and then designates the

[22:07] officers of the district's ability to finalize.

[22:11] There's a notice for both bonds.

[22:13] The difference here is that the tax bonds have to have a public hearing associated with them,

[22:19] And so we need to pick a date for that, and the hearing has to be at least two weeks

[22:24] after we've noticed this meeting, and given tomorrow being holiday and needing to get this

[22:29] into the newspaper, I'd like to have a little bit of, you know, of offer there, on all

[22:35] pages, you know, we just can pull up calendars.

[22:38] So optimistic, you know, we can maybe be, say, in Sunday or Monday's newspaper if we get

[22:45] all the information today, but it may, you know, push Tuesday or Wednesday just depending

[22:51] on, you know, what days the newspaper opened and when we can get all the meeting information

[22:56] locked down. So with that said, you know, two weeks from next week would be sometime the

[23:03] week of July 6. So is there a day? I'm just a day in time that would work for this group.

[23:11] that week. It's a good week for me. So,

[23:17] I'd say early in the week is preferable.

[23:20] Early in the week for you. Okay.

[23:22] Yeah, and I give yourself some buffer to.

[23:25] Oh, sorry, Brecken. This, you know,

[23:27] this is a mandatory, but I would probably not hold it on Monday.

[23:30] Just in case, you know, with the holiday July 4th,

[23:34] it might be hard to update a notice on Friday.

[23:36] If something popped up or.

[23:47] Yeah, that works for me 3 p.m. on July 7th. Yeah, works for me. That works for me. And just for the minutes, that is a public hearing day for this limited tax resolution.

[24:08] So you are and you update it right and then you get it to the papers.

[24:12] Yes. Yes. I just realized sorry this is me not being smart with my calendar.

[24:17] I was counting the end of June and the start of July is two separate weeks.

[24:21] I think we may want to bump that just one week up because if the newspaper doesn't

[24:25] publish until Tuesday we would be inside for 14 days.

[24:30] Okay. That's all right. Is that as July 14th at the same time just as good?

[24:34] Sorry, I was for me. Yeah. Same for me. Let's plan on it. Let's plan on it. Okay, and we will work to get this in the St. George spectrum. I think they publish basically every day, but Saturday.

[24:48] That's that sector is rapidly changing as newspapers adjust what they do. If we can't get in there, we'll work with either the assault interest ban or the

[24:56] Okay.

[24:56] Resurrect.

[24:57] Okay.

[24:57] I'm going to cover a full state.

[24:59] So, it is what I want to say.

[25:01] Just one second.

[25:02] He's looking at the, might have a, is yours a, oh two or four?

[25:06] Any new life for teens guys actually, I'm actually traveling July 14th.

[25:10] Oh, I could do the 15th or the 13th.

[25:13] I actually might just say it is okay after all.

[25:15] So, we'll slow.

[25:16] Well, David's just requested.

[25:17] So, he's traveling that day.

[25:18] Oh, oh, oh.

[25:19] Can we do the Wednesday or the, the Monday?

[25:22] Yeah, when Wednesday afternoon, well, Wednesday any time is but afternoons better for me, but maybe three just on that Wednesday work.

[25:31] Yeah, that'd be great. Yeah, let's do it. So July 15th.

[25:38] Let's do it. Okay, perfect. So, um, Frank and I assume you'll be kind of in charge of the meeting notice there as well.

[25:46] if you would generate the zoom link for that meeting and they just make sure you hold to that one

[25:51] because it will go on the newspaper so we don't want to like

[25:56] if you'll set that and then set an act to me and my team we will put that into the newspaper notice

[26:02] and then we'll set it back to you and to the Snow Jensen team to put on the public notice website.

[26:08] You know I'm gonna I'm gonna quickly stick my head in I see the mayor still we we have to have

[26:14] have a physical presence again, even if it's hybrid and we have Zoom 2.

[26:18] So we just need to know how he's okay with July 15th.

[26:22] 15 to 3.

[26:23] Uh-huh.

[26:29] Or that Monday, guys, I can be physically present if that's better.

[26:33] No.

[26:34] We just need to make sure the city hall normal closes at 3.

[26:38] So the mayor is being kind to us, and he's allowing us to use their events and work to have

[26:43] a room community.

[26:44] Yeah.

[26:45] Could we just do two?

[26:46] Oh.

[26:46] Would two be better?

[26:47] I mean works for me. Well the trouble though is it too people coming in to do business. Oh, we're trying to do the meeting. Oh, gotcha

[26:56] Yes, that's good. Okay. Okay. Okay. All share a calendar when the state of 15th at 3 o'clock thing. We're good. Okay. Okay. Okay.

[27:05] Got it written down here. We'll drop it in. Okay.

[27:09] And then the other thing I'll just flag is

[27:13] We'll Paul will put together a bond consent so that when you know you and your team

[27:18] and Steve are looking at the

[27:20] acknowledging waiver consent,

[27:21] you can get both signed at that.

[27:22] Oh, good.

[27:23] At the same time.

[27:24] Good.

[27:24] And then we'll come back in another

[27:26] meeting and confirm the bond can

[27:28] set if you want to.

[27:29] He would have visited that.

[27:30] So, well, you know,

[27:32] nothing for the decision college

[27:33] went without your radar.

[27:36] Perfect.

[27:36] OK, that sounds great.

[27:39] All right.

[27:39] So do I have any other questions

[27:42] on 2026-04?

[27:44] No.

[27:45] All right, do I have a motion?

[27:46] I would move that we approve resolution 2026-04 and then in your motion say and set the hearing date for July 15th of three and that we would set a hearing date for July 15th at 3 p.m.

[28:00] Here at leads or town of Leeds City Hall and a zoom we'll also have zoom leave both okay all right

[28:10] second. Second. Second. Second. Second. Second. Second. Thank you, Davis. Any further discussion

[28:18] on the motion? None. All right. All in favor say aye. Aye. Aye. Thank you. I don't

[28:27] have any other updates here. Do I have a motion to adjourn? So moved. Second. All in favor say

[28:33] Aye. Aye. Aye.

[28:35] This meeting is officially adjourned.

NOTICE AND AGENDA - SILVER CLIFFS COMMON PID BOARD OF TRUSTEES MEETING

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