Uplands Metropolitan District Nos. 1 and 2

MINUTES OF A REGULAR MEETING OF

THE BOARD OF DIRECTORS OF THE

UPLANDS METROPOLITAN DISTRICT NO. 1 (THE “DISTRICT”)

HELD NOVEMBER 4, 2024

A regular meeting of the Board of Directors of the Uplands Metropolitan District No. 1 (referred to hereafter as the “Board”) was convened on Monday, November 4, 2024, at 1:00 p.m. via video/teleconference. The meeting was open to the public.

ATTENDANCE:

Directors In Attendance Were:

Chad Ellington

Amber Sands

Jeff Handlin

The absences of Directors Childers and Nickless were noted and excused.

Also, In Attendance Were:

Paula Williams, Esq. and Jay Morse, Esq.; McGeady Becher Cortese Williams P.C.

Joy Tatton; Simmons & Wheeler, P.C.

QUORUM AND DISCLOSURE OF POTENTIAL CONFLICTS OF INTEREST:

Attorney Williams confirmed the presence of a quorum and discussed the requirements of Colorado law to disclose any potential conflicts of interest or potential breaches of fiduciary duty of the Board of Directors to the Secretary of State.  The members of the Board (the “Directors”) were requested to disclose any potential conflicts of interest with regard to any matters scheduled for discussion at this meeting and incorporated for the record those applicable disclosures made by the Directors prior to this meeting in accordance with statute.  Attorney Williams noted that disclosures of potential conflicts of interest were filed with the Secretary of State for all Directors.

ADMINISTRATIVE MATTERS:

Agenda: Attorney Williams distributed for the Board’s review and approval a proposed Agenda for the District's regular meeting.  Following discussion, upon motion duly made by Director Sands, seconded by Director Handlin and, upon vote unanimously carried, the Agenda was approved.

Approval of Meeting Location and Posting of Notices: The Board entered into a discussion regarding the requirements of Section 32-1-903(1), C.R.S., concerning the location of the District’s Board meeting.  Following discussion, upon motion duly made by Director Sands, seconded by Director Handlin, and upon vote unanimously carried, the Board determined to conduct this meeting via video/teleconference and encouraged public participation via video/teleconference. The Board noted that notice of this meeting and video/teleconference meeting information was duly posted and the Board had not received any objections to the video/teleconference meeting or any requests that the meeting be changed by taxpaying electors within the District’s boundaries.

Minutes of August 26, 2024 Special Meeting:  The Board reviewed the Minutes of the August 26, 2024 Special Meeting. Following review and discussion, upon motion duly made by Director Handlin, seconded by Director Sands, and upon vote unanimously carried, the Board approved the Minutes.

Public Comment: There was no public comment.

Resolution No. 2024-11-01; Establishing Regular Meeting Dates, Time and Location, and Designating Location for Posting of 24-Hour Notices: The Board discussed the business to be conducted in 2025.  Following discussion, upon motion duly made by Director Nickless, seconded by Director Ellington, and upon vote unanimously carried, the Board adopted Resolution No. 2024-11-01; Establishing Regular Meeting Dates, Time and Location, and Designating Location for Posting of 24-Hour Notices and determined to hold 2025 meetings on April 2nd, July 2nd, and October 29th at 10:00 a.m. via video/teleconference.

2025 Insurance Renewal:  The Board approved renewing the District’s general liability insurance coverage, public officials’ coverage, workers’ compensation coverage and instructed consultants to proceed accordingly.  The Board further directed renewal of the District’s Special District Association membership.

District Website: Following discussion, upon motion duly made by Director Ellington, seconded by Director Handlin, and upon vote unanimously carried, the Board authorized the engagement of Streamline Software, Inc. for District website services.

FINANCIAL MATTERS:

Payment of Claims:  Ms. Tatton reviewed the payment of claims in the amount of $20,305.17. Following discussion, upon motion duly made by Director Ellington, seconded by Director Handlin, and upon vote unanimously carried, the Board approved and/or ratified the payment of claims in the amount of $28,975.43.

Unaudited Financial Statements and Cash Position:  Ms. Tatton reviewed the unaudited financial statements and cash position for the period ending June 30, 2024, with the Board.  Following discussion, upon motion duly made by Director Ellington, seconded by Director Handlin, and upon vote unanimously carried, the Board accepted the unaudited financial statements and cash position as presented.

Public Hearing on Amendment to 2024 Budget:  The public hearing to consider an amendment to the 2024 Budget was opened. 

It was noted that publication of Notice stating that the Board would consider amendment of the 2024 Budget and the date, time and place of the public hearing was made in a newspaper having general circulation within the District.  No written objections were received prior to the public hearing.

No public comments were received, and the public hearing was closed.

It was noted that an amendment to the 2024 Budget was not required.

Public Hearing on 2025 Budget:  The public hearing to consider the proposed 2025 Budget and to discuss related issues was opened.

It was noted that Notice stating that the Board would consider adoption of the 2025 budget and the date, time and place of the public hearing was published pursuant to statute.  No written objections were received prior to the public hearing.

No public comments were received, and the public hearing was closed.

Following discussion, the Board considered the adoption of Resolution No. 2024-11-02 to Adopt the 2024 Budget and Appropriate Sums of Money, and Resolution No. 2024-11-03 to Set Mill Levies (3.137 mills in the General Fund and 41.833 mills in the Debt Service Fund, for a total of 44.970 mills).  Upon motion duly made by Director Handlin, seconded by Director Sands and, upon vote, unanimously carried, the Board adopted Resolution Nos. 2024-11-02 and 2024-11-03 and authorized execution of the Certification of Budget and Certification of Mill Levies, subject to receipt of final Certification of Assessed Valuation from the County.  The District Accountant was authorized to transmit the Certification of Mill Levies to the Board of County Commissioners of Adams County no later than December 15, 2024.  District Counsel was authorized to transmit the Certification of Budget to the Division of Local Government no later than January 31, 2025.

DLG-70 Mill Levy Certification Form:  Following discussion, upon motion duly made by Director Handlin, seconded by Director Sands, and upon vote unanimously carried, the Board authorized the District Accountant to prepare and sign the DLG-70 Mill Levy Certification Form for certification to the Board of County Commissioners and other interested parties.

Resolution No. 2024-11-04 Authorizing Adjustment of the District Mill Levy: Following discussion, upon motion duly made by Director Handlin, seconded by Director Sands, and upon vote unanimously carried, the Board adopted Resolution No. 2024 -11-04 Authorizing Adjustment of the District Mill Levy, subject to final adjustment of the mill levies based on further changes to the assessment ratio and final assessed valuation.

Preparation of 2026 Budget: Following discussion, upon a motion duly made by Director Sands, seconded by Director Handlin, and upon vote unanimously carried, the Board authorized the appointment of the District Accountant to prepare the District’s 2026 Budget.

2024 Audit Preparation: Following discussion, upon motion duly made by Director Handlin, seconded by Director Ellington, and upon vote unanimously carried, the Board authorized the District Accountant to obtain proposals for preparation of the 2024 Audit.

LEGAL MATTERS:

Formation of Special Improvement District: The Board discussed the formation of a Special Improvement District.

Resolution No. 2024-11-05 Calling May 6, 2025 Election:  The Board discussed the May 6, 2025 election.  Following discussion, upon motion duly made by Director Ellington, seconded by Director Handlin, and upon vote unanimously carried, the Board adopted Resolution No. 2024-11-05 Calling a May 6, 2025 Directors’ Election which appointed Catherine Will as the Designated Election Official and authorized her to perform all tasks required for the May 6, 2025 Regular Election of the Board of Directors for the conduct of a mail ballot election.

Section 32-1-809, C.R.S. Requirements (Transparency Notice): Attorney Williams discussed the special district transparency requirements of Section 32-1-809, C.R.S. with the Board.  Following discussion, the Board directed District Counsel to post the special district transparency notice on the District website and the Special District Association website.

Second Amendment to 2023 Administration Funding Agreement between the District and Westminster OC, LLC: Following discussion, upon motion duly made by Director Ellington, seconded by Director Handlin, and upon vote unanimously carried, the Board approved the Second Amendment to 2023 Administration Funding Agreement between the District and Westminster OC, LLC.

CONSTRUCTION MATTERS:

Director Ellington provided an update regarding the status of construction.

OTHER BUSINESS:

None.

ADJOURNMENT:

There being no further business to come before the Board at this time, the meeting was adjourned.

Respectfully submitted,

/s/ Amber Sands

Secretary for the Meeting