SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT HILLSBOROUGH COUNTY REGULAR BOARD MEETING OCTOBER 7, :00 P.M.

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1 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT HILLSBOROUGH COUNTY REGULAR BOARD MEETING OCTOBER 7, :00 P.M. Special District Services, Inc. The Oaks Center 2501A Burns Road Palm Beach Gardens, FL Telephone 877.SDS.4922 Toll Free Facsimile

2 AGENDA SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT 536 Bahia Beach Boulevard, Building B First Floor Ruskin, FL REGULAR BOARD MEETING October 7, :00 P.M. A. Call to Order B. Proof of Publication Page 1 C. Establish Quorum D. Additions or Deletions to Agenda E. Approval of Minutes 1. August 5, 2016 Regular Board Meeting.Page 2 F. Reports 1. Financial Report.Page 7 2. Legal Report 3. Manager s Report a. Update on Lennar Activities and Reminder of Landowner s Election 4. Chairman s Report 5. POA Report 6. Bond Holder s Report 7. Landowner s Report a. Request for Permission from Harborside Suites, LLC Signage Placement...Page 12 G. Old Business 1. Discussion Regarding Request from SouthShore Management for Parking Lot Leases H. New Business 1. Consider Resolution No Electronic Approval Process and Authorized Signatories...Page 14 I. Administrative Matters J. Comments by the Public for Matters not on the Agenda K. Board Members Comments L. Adjourn

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4 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING AUGUST 5, 2016 A. CALL TO ORDER District Manager Richard Ellington called the August 5, 2016, Regular Board Meeting of the South Bay Community Development District to order at 2:00 p.m. in the Conference Room of Harborside Suites located at 536 Bahia Beach Boulevard, Building B, First Floor, Ruskin, Florida B. PROOF OF PUBLICATION Proof of publication was presented that notice of the Regular Board Meeting had been published in The Tampa Tribune on September 22, 2015, as part of the District s Fiscal Year 2015/2016 Regular Meeting Schedule, as legally required. C. ESTABLISH A QUORUM Mr. Ellington determined that the attendance of Chairman W. Thomas Grimm, Vice Chairman Brett Vogeler and Supervisors Kevin Crist and Robert McCarthy constituted a quorum and was in order for the meeting to commence. Staff present were: District Managers Richard Ellington and Kathleen Dailey of Special District Services, Inc.; and District Counsel Tom Cloud of Gray-Robinson, P.A. Others present were: Zina Lucas, Robert Meehat, Brady Lefer, Alba Sanchez, Tara Brown, Travis Beggar, Gary Queen and Michael Brooks. D. ADDITIONS OR DELETIONS TO AGENDA. There were no additions or deletions to the agenda. E. APPROVAL OF MINUTES 1. June 3, 2016, Public Hearing & Regular Board Meeting Mr. Ellington presented the minutes of the June 3, 2016, Public Hearing & Regular Board Meeting for approval. A motion was made by Mr. Vogeler, seconded by Mr. Crist and without discussion, the motion carried 4 to 0 approving the minutes of the June 3, 3016, Public Hearing & Regular Board Meeting, as presented. F. REPORTS 1. Financial Report Mr. Ellington presented the Financial Report and there were no questions. 2. Legal Report Page 1 of 5 Page 2

5 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING AUGUST 5, 2016 There was no Legal Report at this time. Supervisor Leah Popelka arrived at the meeting at this time. 3. Manager s Report a. Consider Approving Directional Sign Replacement Mr. Ellington introduced the issue related to the directional sign replacement at the front of the entrance to the Little Harbor community. Mr. Ellington indicated that there had been a wreck and that that the directional sign had been destroyed by the wreck and that the County was now requiring that in order for the sign to be re-erected that they would have to make arrangements for a different location for the sign pursuant to a new sign ordinance passed by Hillsborough County. Ms. Zina Lucas of the POA explained the conversation she had had with the Hillsborough County representatives on this matter and indicated that it will require the removal of two trees along the entrance right-of-way. Upon the conclusion of Ms. Lucas presentation, Mr. Crist moved approval, Mr. McCarthy seconded and the motion carried 5 to 0 to take the steps necessary in order to meet the County s requirements for the replacement of the directional sign. 4. Chairman s Report There was no Chairman s Report at this time. 5. POA Report Ms. Lucas indicated that an irrigation control panel at the Antigua Cove Marina had been vandalized and it was going to take $6,000 to replace the panel, including the cost for a permit. The panel was going to need to be relocated onto property controlled and owned by the CDD and she was making a request for the use of the property for the purposes of replacing the irrigation control panel. Mr. McCarthy moved approval, Mr. Crist seconded and the motion carried 5 to 0 approving Ms. Lucas request. 6. Bondholder s Report There was no Bondholder s Report at this time. 7. Landowners Report There was no Landowners Report at this time. G. OLD BUSINESS There were no Old Business items to come before the Board. Page 2 of 5 Page 3

6 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING AUGUST 5, 2016 H. NEW BUSINESS 1. Consider Authorization Mr. Cloud introduced the concept that there were a lot of permits and other matters related to the new construction being undertaken by Lennar in the Antigua Cove area of the community. There had been discussion prior to the meeting about adoption of a resolution authorizing the Chairman to execute documents as they were presented, but Mr. Cloud indicated he thought it could be taken care of by motion and that there would be a delegation of authority. He indicated that he thought it would be appropriate for him as the District s Counsel, the District Manager and/or the District Engineer to review all requests from Lennar prior to the Chairman executing them. Following a discussion between the representatives of Lennar, including Michael Brooks, Ms. Popelka proposed the following motion: She moved that the Board delegate authority to the District Chair to review and approve certain development proposals, including but not limited to, use of property, site plans, development plans, plats, permits, and subdivision approvals for the Antigua Cove development by Lennar, subject to: 1.) Concurrence by the District Manager, District Counsel and District Engineer; 2.) Binding commitment by the applicant to pay costs and fees of the District Staff for review of these matters in accordance with Board policy. Ms. Popelka also indicated that this delegation does not apply to land use or zoning density changes. Mr. Vogeler then seconded the motion. There was no discussion on the motion and upon being put to a vote, the motion carried 5 to Discussion Regarding Request from SouthShore Hospitality Management for Parking Lot Leases Mr. Newhart of SouthShore Hospitality Management was there to represent the requestor and indicated that it would allow them to control the use of the parking lot for the purposes of the restaurant and other matters related thereto. A discussion ensued as to the responsibility for providing access to the beach. Mr. Grimm indicated that as far as he was concerned and he showed a drawing that the requirement was that there be an access easement to the beach in two different locations for the general public, but he was not aware that there was a requirement that the parking be provided. Discussion also ensued as to how to determine the value of the two parking lots from a rental standpoint to be paid to the District by SouthShore Hospitality Management. Mr. Grimm asked if the Manager would check to see if there was any tax or appraisals on that from the Hillsborough County Property Appraiser to determine if there was some value attached to those two pieces. Page 3 of 5 Page 4

7 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING AUGUST 5, 2016 Following this discussion, it was suggested that SouthShore Hospitality Management have its Counsel submit a proposal to the District s Counsel as to how they propose to take care of this arrangement insofar as a lease, an easement, a license or some other manner and also to make sure that there was appropriate liability insurance naming the CDD as an additional insured. Following the discussion, Ms. Popelka moved and Mr. McCarthy seconded that the Board entertain a proposal from SouthShore Hospitality Management s Counsel as to how this could be accomplished and to be brought back at the next Board Meeting, which would be held in October. That motion carried 5 to 0. I. ADMINISTRATIVE MATTERS Mr. Ellington reminded the Board that there would a Landowners Meeting in November and that three Seats would be up for election. He also indicated that he had done a review of the voter list and it showed that Harborside Suites had 171 votes, Lennar would have 130 votes, South Bay CDD Holdings would have 98 votes, Little Harbor Holdings, LLC would have 15 votes, and Little Harbor Development L.P. would have 14 votes. J. COMMENTS FROM THE PUBLIC FOR MATTERS NOT ON THE AGENDA There were no comments from the public for matters not on the agenda. K. BOARD MEMBER COMMENTS Mr. McCarthy indicated that he had been requested to review the contribution by the CDD to the POA on a monthly basis and he distributed a breakdown of that information, showing that there was about a $12,550 monthly contribution from the CDD to the POA. Mr. Grimm indicated that he had been involved in some s over the last several days prior to the meeting regarding the status of the pier and that he wished to advise the Board that this was something that he thought should be taken up at the next meeting. L. ADJOURNMENT There being no further business to come before the Board, a motion was made by Mr. Vogeler, seconded by Mr. McCarthy and passed unanimously to adjourn the meeting at 2:55 p.m. Page 4 of 5 Page 5

8 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT REGULAR BOARD MEETING AUGUST 5, 2016 Secretary/Assistant Secretary Chair/Vice-Chair Page 5 of 5 Page 6

9 South Bay Community Development District Financial Report For August 2016 Page 7

10 SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT MONTHLY FINANCIAL REPORT AUGUST 2016 Year Annual To Date Budget Actual Actual REVENUES 10/1/15-9/30/16 Aug-16 10/1/15-8/31/16 Administrative Assessments 326, ,243 Administrative Assessments - Off Roll 0 7, ,992 Maintenance Assessments 330, ,272 Maintenance Assessments - Off Roll 0 7, ,875 Debt Assessments (A-1) 888, ,199 Debt Assessments (A-1) - Off Roll ,958 Debt Assessments - Harborside Settlement ,876 Debt Assessments (B-1) - Off Roll 464, , ,838 Other Income 0 0 1,829 Interest Income TOTAL REVENUES $ 2,010,923 $ 238,751 $ 2,388,402 O & M EXPENDITURES Supervisor Fees 6,000 1,000 6,400 Payroll Taxes - Employer Surveying 1, Engineering 4, ,990 Management 35,208 2,934 32,274 Legal 42,000 1,560 32,874 Legal - Litigation 7, ,879 Assessment Roll 6, Auditing Fees 6, ,600 Arbitrage Rebate Fee ,950 Travel Per Diam 3, ,109 Insurance 6, ,550 Legal Advertising 3, ,386 Miscellaneous 1, Postage Office Supplies 1, Dues & Subscriptions Website Management 1, ,375 Trustee Fees 11, ,081 Continuing Disclosure Fee 5, ,000 Debt Payback 135, Property Taxes 1, Reserve 20, TOTAL ADMINISTRATIVE EXPENDITURES $ 300,673 $ 7,292 $ 111,399 MAINTENANCE EXPENDITURES Common Area Maintenance 144,000 12, ,000 Seawall Repairs 150, Roadway Repairs 10, ,292 TOTAL MAINTENANCE EXPENDITURES $ 304,000 $ 12,000 $ 140,292 TOTAL EXPENDITURES $ 604,673 $ 19,292 $ 251,691 EXCESS/(SHORTFALL) $ 1,406,250 $ 219,459 $ 2,136,711 Payment To Trustee (A-1 Bond) (817,745) 0 (835,814) Payment To Trustee (05 - Harborside Settlement) 0 0 (548,876) Payment To Trustee (B-1 Bond) (464,838) (223,146) (464,838) BALANCE $ 123,667 $ (3,687) $ 287,183 County Appraiser & Tax Collector Fee (61,833) 0 (16,582) Discounts for Early Payments (61,834) 0 (29,358) NET EXCESS/(SHORTFALL) $ - $ (3,687) $ 241,243 Note: Total 2015/2016 SPE O&M Assessments were $133, SPE paid $15, to District in August $117, ($133, $15,575.85) will be deducted from Due To Debt Service Balance at close of Fiscal Year. Bank Balance As Of 7/31/16 $ 284, Funds Received: 8/1/16-8/31/16 $ 238, Disbursements: 8/1/16-8/31/16 $ 256, Bank Balance As Of 8/31/16 $ 266, Accounts Payable As Of 8/31/16 $ 7, Due To Debt Service Fund As Of 8/31/16 $ 117, Accounts Receivable As Of 8/31/16 $ - Available Funds As Of 8/31/16 $ 141, Page 8

11 South Bay Community Development District Operating Fund Expenditures August 2016 Date Invoice # Vendor Description Amount Expenditures Payroll tax expense 08/15/2016 PR mtg ck Total Payroll tax expense Supervisors Fee 08/15/2016 PR mtg ck , Total Supervisors Fee 1, Engineering 08/26/ Hole Montes Professional Service for periods to Total Engineering Management Fees 08/31/ Special District Services, Inc. Invoice for August , Total Management Fees 2, Legal Fees 08/31/ Gray Robinson File# General Rep Invoice# , Total Legal Fees 1, Audit Fees 08/12/ A Carr Riggs & Ingram 4th progress payment for audit Total Audit Fees Miscellaneous 08/15/2016 PR mtg ck /31/ Special District Services, Inc. Invoice for August 2016 Storage 1.71 Total Miscellaneous Postage and Delivery 08/31/ Special District Services, Inc. Invoice for August 2016 postage Total Postage and Delivery Office Supplies 08/31/ Special District Services, Inc. Invoice for August 2016 Copies /31/ Special District Services, Inc. Invoice for August 2016 meeting books /31/ Special District Services, Inc. Invoice for August 2016 Fed Ex 7.48 Total Office Supplies Website Hosting Fees 08/31/ Special District Services, Inc. Invoice for August Total Website Hosting Fees Common Area Maintenance 08/12/2016 Aug 2016 Little Harbor POA Common Area Maintenance August , Total Common Area Maintenance 12, Legal - Litigation 08/31/ Gray Robinson File# Serenity Bay, Inc Invoice# Total Legal - Litigation Total Expenditures 19, Page 9

12 South Bay Community Development District Balance Sheet As of August 31, 2016 Operating Fund Debt Service Fund (05) Debt Service Fund (15) Capital Projects Fund Gen Fixed Assets Fund Long Term Debt Fund TOTAL ASSETS Current Assets Checking/Savings Seacoast Bank 266, , Total Checking/Savings 266, , Total Current Assets 266, , Other Assets Investments - Construction Fund Investments - Interest Account (A1) Investments - Revenue Account , , Investments - Reserve Account (A) Investments - Reserve Account (B1) Investments - Prepayment Account (B1) Investments - Reserve Account (B2) Investments - Interest Account (B1) , , Investments - Interest Account (B2) Investments - Revenue Account (2015-1) , , Investments - Reserve Account (2015-A1) , , Investments - Reserve Account (2015-B1) , , Investments - Revenue Account (2015-2) Investments - Reserve Account (2015-A2) ,073, ,073, Investments - Reserve Account (2015-B2) , , Investments - Cost Of Issuance (2015-1) , , Due From General Fund , , A/R Non Ad Valorem Receipts A/R Miscellaneous Land ,812, ,812, Infrastructure ,853, ,853, Accumulated Depreciation ,392, ,392, Amount Available In DSF (2005) , , Amount Available In DSF (2015) ,533, ,533, Amount To Be Provided ,198, ,198, Total Other Assets , ,533, ,273, ,870, ,814, TOTAL ASSETS 266, , ,533, ,273, ,870, ,080, Page 10

13 South Bay Community Development District Balance Sheet As of August 31, 2016 Operating Fund Debt Service Fund (05) Debt Service Fund (15) Capital Projects Fund Gen Fixed Assets Fund Long Term Debt Fund TOTAL LIABILITIES & EQUITY Liabilities Current Liabilities Due To Trustee 117, , Due To Bondholders ,755, ,755, Accounts Payable 7, , Total Accounts Payable 124, ,755, ,879, Total Current Liabilities 124, ,755, ,879, Long Term Liabilities Special Assessment Debt (2005) ,755, ,755, Special Assessment Debt (2015A-1) ,590, ,590, Special Assessment Debt (2015B-1) ,070, ,070, Special Assessment Debt (2015A-2) ,280, ,280, Special Assessment Debt (2015B-2) ,175, ,175, Total Long Term Liabilities ,870, ,870, Total Liabilities 124, ,755, ,870, ,749, Equity Investment In General Fixed Assets ,666, ,666, Retained Earnings -99, ,395, ,918, , ,040, Current Year Depreciation , , Net Income 241, , , , Total Equity 141, ,617, ,533, ,273, ,330, TOTAL LIABILITIES & EQUITY 266, , ,533, ,273, ,870, ,080, Page 11

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16 RESOLUTION NO A RESOLUTION OF THE BOARD OF SUPERVISORS OF THE SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT, AUTHORIZING THE ESTABLISHMENT OF A DISTRICT CHECKING/OPERATING ACCOUNT, DESIGNATING DISTRICT OFFICIALS AND/OR AUTHORIZED STAFF TO REVIEW, APPROVE AND ISSUE PAYMENT OF EXPENDITURES, SELECTING THE SIGNATORIES THEREOF; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, The South Bay Community Development District ("District") has established a District checking/operating account in order for the District to expend public funds of the District as authorized and required; and WHEREAS, the Board of Supervisors (the Board ) of the District shall designate authorized staff and/or District officials to approve expenditures, via electronic or non-electronic approval processes, from the checking/operating account; WHEREAS, the Board of the District has selected Todd Wodraska, Jason Pierman, Patricia LasCasas, Peter Pimentel, Richard Ellington and to serve as the signatories, as required, on the District checking/operating account; and WHEREAS, all resolutions or parts thereof of the District in conflict with the provisions contained herein are to the extent of any such conflict, hereby superseded and repealed. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF THE SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT, AS FOLLOWS: Section 1. Section 2. The above recitals are hereby adopted. Each expenditure from the checking/operating account will require a minimum of two (2) approvals and a designated member of the Board, by an electronic approval procedure, will have an opportunity to review the District s expenditure(s) prior to release of payment(s). Section 3. When necessary to write checks, the signatures of two (2) of the six (6) signatories named herein will be required on all District checks tendered from the District checking/operating account, as approved. PASSED, ADOPTED and becomes EFFECTIVE this 6 th day of October, ATTEST: SOUTH BAY COMMUNITY DEVELOPMENT DISTRICT By: Secretary/Assistant Secretary By: Chairperson/Vice Chairperson Page 14