BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 6 Minutes of Meeting of Board of Directors December 12, 2017 The Board of Directors (the "Board" ) of Brazoria County Municipal Utility District No. 6 (the "District" ) met in regular session, open to the public, at 1300 Post Oal& Boulevard, Suite 1400, Houston, Texas 77056, on December 12, 2017, in accordance with the duly posted notice of meeting, and the roll was called of the duly constituted officers and members of said Board, as follows: L'Sheryl D, Hudson, President R. Michael Haney, Secretary Erich R. Bell, Assistant Secretary Rick Iong, Assistant Secretary and all of said persons were present, with the exception of Director Bell, who entered after the meeting was called to order, as noted herein, thus constituting a quorum. Also present were Lisa Bonham and Cheryl Rogers of Jones & Carter, Inc, ("J&C"); Cynthia Colondres of Municipal Accounts & Consulting, L.P. ("MA&C"); Esther Shaver of Assessments of the Southwest ("ASW"); Loren Morales of RBC Capital Markets, LLC ("RBC"); Chris Wilson of Si Environmental ("Si");Jennifer Hanna of BKD, LLP ("BKD");Tiana Smith of Waste Management, Inc. ("WM"); Mark Wahlstrom of the City of Pearland ("City" ); Ivan Casarrubias of Land Three, LLC (" Land Three" ); John Nguyen of JHunter Properties ("JHunter"); Liem Dang of DLA Architects ("DLA"); David Ulsh, District resident; and Will Stafford and Jenny Johnson of Schwartz, Page & Harding, L.L.P. ("SPH"). The President called the meeting to order and declared it open for such business as might regularly come before it. Mr. Stafford addressed the Board with respect to the recent death of Director Skotak. A discussion followed concerning Director Sl&otak, including recognition of his contributions to the Board and District during his many years of service. In that regard, Director Hudson moved that the District make a $200 donation to the "Forgotten Angels" charity in honor of Director Skotak. Director Haney seconded said motion, which unanimously carried. MINUTES The Board considered the minutes of its meeting held on November 14, 2017. After discussion regarding the mimites previously forwarded for review, it was moved by Director Haney, seconded by Director I&ing, and unanimously carried, that said minutes be approved, as written. P UBLIC COMMENTS Mr. Stafford introduced Mr. Ulsh to the Board and advised that the District received
correspondence and a resume from Mr. Ulsh expressing his interest in serving on the Board, Mr. Ulsh then discussed his qualifications and experience for serving as a Director of the District and responded to questions from the Board. DECLARATION OF DIRECTOR SI&OTAK'S POSITION ON THK BOARD VACANT; APPOINTMENT OF NEW DIRECTOR AND ACCEPTANCE OF OUALIFICATION STATEMENT, OFFICIAL BOND, OATH OF OFFICE, AND ELECTION NOT TO DISCLOSE CERTAIN INFORMATION FOR NEW DIRECTOR A discussion ensued regarding the appointment of a new Director of the District to fill the vacancy on the Board created by the death of Director Skotal&. It was next moved by Director Haney, seconded by Director Hudson and unanimously carried, that a vacancy be declared to exist on the Board due to the death of Director Skotal&. The Board deferred further action at this time regarding the appointment of a Director to fill the vacancy on the Board. ENGAGEMENT OF AUDITOR FOR FISCAL YEAR 2017 The Board considered the engagement of an auditor to prepare the District's audit report for the fiscal year ending December 31, 2017. Ms, Hanna made a presentation to the Board and advised that BIZD's fees for conducting said audit would be $17,000, plus an administrative fee of $700 to cover items such as report production, copies, postage and other delivery charges, and technology related costs. Ms. Hanna advised that BIZD's fees for review of bond sale documents or reproduction of the audit report in connection with a new bond sale would be $1,000-$1,500. A copy of BIZD's engagement letter is attached hereto as Exhibit A. After discussion on the matter, Director Iking moved that BI&D be engaged to audit the District's financial statements and prepare the audit report for the fiscal year ending December 31, 2017, in accordance with the terms of the engagement letter, and that the President be authorized to execute same on behalf of the Board and the District. Director Hudson seconded said motion, which unanimously carried. Director Bell entered the meeting at this time, TAX ASSESSOR-COLLECTOR'S REPORT Ms, Shaver distributed to and reviewed with the Board the Tax Assessor-Collector' Report for the month ended November 30, 2017, and an Unpaid Accounts Tax Roll as of December 8, 2017, copies of which are attached hereto as Exhibit B, After discussion, on motion made by Director Haney, and seconded by Director Bell, the Board voted unanimously to approve the report and authorize the payments listed therein. ASSIGNMENT OF AND AMENDMENT TO AGREEMENT FOR SERVICES OF TAX ASSESSOR/COLLECTOR Ms. Shaver advised the Board that Mr. Thomas Lee is seeking to assign the District's Agreement for Services of Tax Assessor/Collector, and all the rights and obligations thereunder, to ASW. In that regard, she noted that the District's consent is being requested for an
Assigiunent and Assumption of Agreement for Services of Tax Assessor/Collector (the "Assignment" ), a copy of which is attached hereto as Exhibit C. Following discussion, upon motion by Director Hudson, seconded by Director King and unanimously carried, the Board approved the Assignment and authorized the President to execute same, subject to receipt of a T.E.C.Form 1295, Ms. Shaver next advised that ASW is requesting the Board's approval of an Amendment to Agreement for Services of Tax Assessor/Collector (the "Amendment" ), a copy of which is attached hereto as Exhibit D, to address compensation and certain other issues. Following discussion, upon motion by Director I-ludson, seconded by Director King and unanimously canied, the Board approved the Amendment and authorized the President to execute same, subject to receipt of a T.E.C.Form 1295. DELINOUENT TAX COLLECTIONS REPORT Mr. Stafford presented a Delinquent Tax Report from Perdue, Brandon, Fielder, Collins & Mott L,L.P., the District's delinquent tax collection attorneys, regarding legal action taken on delinquent tax accounts, and advised that no action was necessary in connection therewith. A copy of said report is attached hereto as Exhibit E. OPERATIONS REPORT Mr. Wilson presented to and reviewed with the Board an Operations Report for the month of November 2017, a copy of which is attached hereto as Exhibit F. ENGINEERING REPORT Ms. Rogers presented to and reviewed with the Board the Engineering Report dated December 12, 2017, a copy of which is attached hereto as Exhibit G. Regarding the status of the proposed BAR, Ms. Rogers reported that J&C is addressing comments from the District's consultants and anticipates submitting the BAR to the Texas Commission on Environmental Quality ("TCEQ") upon final review and approval by the District's consultants. Ms, Rogers reported that the District received a request from Kohl's department store to purchase one (1) connection to serve a portion of its current space. She reported that Kohl's is partitioning its current space and adding a new tenant. Ms. Rogers advised that the additional ten connections purchased from Brazoria County Municipal Utility District No, 2 ("No. 2") and 13razoria County Municipal Utility District No. 3 ("No. 3") are not assigned and may be allocated. After discussion, Director King moved to approve the allocation of one (1) connection to the proposed Kohl's build-out space, subject to receipt of the purchase price of the one (I) connection from Kohl's in the amount of $147.82. Director Haney seconded said motion, which unanimously can ied.
SOLID WASTE COLLECTION & RECYCLING SERVICES Mr, Stafford reported on the status of Waste Management, Inc, 's ("WM") request to increase the District's monthly garbage and recycling fees by $2.34 per household, effective January I, 2018. He reminded the Board that SPH requested WM to provide an explanation of its authority to implement the fee increase. In that regard, Ms. Smith presented and reviewed with the Board a letter from WM regarding its request to increase the District's monthly garbage and recycling fees, a copy of which letter is attached hereto as Exhibit H. Ms. Smith advised that historically, WM has implemented an increase based on the Consumer Price Index ("CPI"), but that the current CPI increase of $0.36 is insufficient to cover the costs of collection within the District. Mr. I&ing queried Mr. Stafford regarding the basis of WM's request. Mr, Stafford advised that the current agreement allows WM to request an increase beyond the CPI, provided that WM provides documentation of such increased costs, and that any such increase requires Board approval. He advised that if the Board rejects WM's request, WM has the right to terminate the current agreement with 60 days notice to the District. After a lengthy discussion, the Board requested that WM prepare a cost-analysis of the District's current service options in an effort to achieve a smaller or net zero rate increase, including a potential contract extension. Mr. Stafford requested that WM postpone the implementation of the requested fee increase until February 2018, to give the District and WM time to negotiate an amenable solution. Ms. Smith stated that she will present the Board's request to management for approval. CLARENCE E. SASSKR PARK ("PARK") REPORT Director Haney reported on various issues regarding the Pail&, including noise and other complaints associated with Camp Gladiator's activities within the Park. After discussion on various issues, the Board concurred to authorize SPH to send a letter to Camp Gladiator demanding changes be made to address such complaints, DISTRICT WEBSITE The Board deferred consideration of the website after noting that no reports regarding the District's website have been submitted. SECURITY REPORT The Board deferred consideration of a Security Report from the Brazoria County Sheriff's Office ("BCSO")after noting that no report was presented. UTILITY COMMITMENT REOUESTS The Board deferred consideration of the issuance of utility commitments after being advised by Ms, Bonham that no requests had been received since the Board's last meeting. DEVELOPERS'EPORTS The Board considered the developers'eports. In connection therewith, Mr. Nguyen reported that JHunter has deposited $5,000 with the District to cover the engineering and legal
fees associated with said feasibility study. He reported that another $5,000 will be deposited by the owner of another out-of-district tract, Ms. Bonham advised that a separate analysis will be required for each tract, and therefore the expected cost of the study would be $10,000 for each tract. She advised that J&C will not begin the feasibility study until the remaining $5,000 deposit has been paid. BOOKKEEPER'S REPORT Ms, Colondres presented to and reviewed with the Board the Booldheeper's Report, dated December 12, 2017, attached hereto as Exhibit I, including the bills, which were presented for payment, as prepared by MA&C, After discussion, Director Haney moved that the Booldceeper's Report be approved and payment be authorized of the disbursements listed therein. Director Bell seconded the motion, which unanimously carried. Ms. Colondres presented the proposed operating budget for the District's fiscal year ending December 31, 2018, a copy of which is included with the attached Bookkeeper's Repoit. After review, Director Haney moved that said budget be adopted, as presented. Director Bell seconded the motion, which unanimously carried. MATTERS RELATED TO MAY 2018 DIRECTORS ELECTION Mr, Stafford reported on issues related to the District's Directors Election (the "Election" ) to be held on May 5, 2018. Mr. Stafford noted that Section 49, I I I of the Texas Water Code provides the District an exemption from the requirement to provide certain electronic voting systems at the Election if: (I) the Election is a confirmation election or is held jointly in connection with a confirmation election and no federal office appears on the ballot, (2) the District's previous Directors Election was canceled in accordance with the provisions of the Texas Election Code, or (3) fewer than 250 voters voted in the District's previous Directors Election. Mr. Stafford noted that the District is exempt because fewer than 250 voters voted in the District's previous Directors Election. Mr. Stafford advised that the District must provide public notice if it determines not to provide electronic voting systems at the Election. Mr. Stafford discussed the options for providing such notice and noted that such notice must be given prior to the date for thc possible cancellation of an uncontested Directors Election, After discussion, Director ICing moved that the District authorize SPH to provide notice of the District's intent not to provide electronic voting systems for said Election by publication in a newspaper of general circulation in an area that includes the District. Director Haney seconded the motion, which unanimously carried, Mr. Stafford advised the Board that the Texas Water Code and the Texas Election Code require that the District provide public notice of the period for filing an application to appear on the ballot as a candidate for Director in the Election to be held on May 5, 2018. Following discussion, Director Iking moved that the District authorize SPH to post the required notice of the candidate filing period. Director Haney seconded the motion, which unanimously carried,
AMENDMENT TO DISTRICT INFORMATION FORM Mr. Stafford informed the board that, effective December 1, 2017, Senate Bill 6, as passed during the first called session of the 85 Legislature, has altered the required procedures for certain cities to annex property located within their exna-territorial jurisdiction for full purposes. Mr, Stafford reviewed the changes with the Board and noted that, as a result of same, SPH recommends that the District amend its District Information Form ("DIF") and the form of Notice to Purchasers attached thereto as it relates to municipal annexation. Following discussion, Director Haney moved that the amended DIF be approved and that the Board members present be authorized to execute same on behalf of the Board and the District. Director Bell seconded said motion, which unanimously carried. ATTORNEY'S REPORT Mr, Stafford advised that he had nothing more of a legal nature to discuss with the Board. MATTERS FOR NEXT AGENDA The Board considered items for placement on future agendas, No specific agenda items, other than routine and ongoing matters and matters noted earlier in the meeting were requested. AD JOURNMENT There being no further business to come before the Board, on motion made by Director Haney, seconded by Director Bell, and unanimously carried, the meeting was adjourned. R. Michael Haney, Secret 1'y
LIST OF ATTACHMENTS TO MINUTES Exhibit A - BKD, LLP's Engagement Letter Exhibit B - Tax Assessor/Collector's Report Exhibit C- Assignment and Assumption of Agreement for Services of Tax Assessor/Collector Exhibit D - Amendment to Agreement for Services of Tax Assessor(Collector Exhibit E - Delinquent Tax Collections Report Exhibit F - Operations Report Exhibit G - Engineering Report Exhibit H - Correspondence from Waste Management Exhibit I - Booltkeeper's Report 475838 1