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03/12/2015 Minutes MINUTES OF MEETING 16 t 1 .t WENTWORTH ESTATES COMMUNITY DEVELOPMENT DISTRICT The Regular Meeting of the Wentworth Estates Community Development District's Board of Supervisors was held on Thursday, March 12, 2015, at 9:00 a.m., at the Treviso Bay Sales Trailer, 9014 Tamiami Trail East, Naples, Florida 34113. Present and constituting a quorum were: Russell Smith Chairman Dalton Drake Assistant Secretary Michelle May Assistant Secretary David Negip Assistant Secretary Joe Newcomb Assistant Secretary Also present were: James P. Ward District Manager Greg Urbancic District Counsel Bill Bishop Keefe McCullough & Co., LLP FIRST ORDER OF BUSINESS Call to Order/Roll Call Mr. Ward called the meeting to order at 9:33 a.m. The record will reflect that all members of the Board are present at roll call. SECOND ORDER OF BUSINESS Administration of the oath of office for the newly elected Supervisors from the Landowners' meeting held just prior to the regular meeting. • Guide to Sunshine Amendment and Code of Ethics for Public Officers and Employees • Membership Obligations and Responsibilities • Form 1—Statement of Financial Interests Mr. Ward stated those individuals elected at the Landowners' meeting just prior to today's meeting are Mr. Newcomb, Mr. Negip, and Ms. May, and I'm going to provide to you an original oath of office. For the record, I'm a notary of the State of Florida and authorized to administer this oath. I'll please ask that you repeat after me. Mr. Ward administered the oath accordingly to Mr. Newcomb, Mr. Negip and Ms. May. I'll ask that you please sign the 11Page WENTWORTH ESTATES CDD March 12,2015 A oath and print your name in the two spots, return it to me. I will notarize it for you and make it a part of the permanent record. THIRD ORDER OF BUSINESS Consideration of Resolution 2015-1, canvassing and certifying the results of the March 12, 2015, Landowners' Election. Mr. Ward stated in section one, for seat one will be Mr. Newcomb with 412 votes, in seat two will be Mr. Negip with 412 votes, and in seat three will be Michelle May with 405 votes. Then in section two, Mr. Newcomb and Mr. Negip will serve the four-year term, and Ms. May will serve the two-year term. With those additions to the resolution, that is in order and recommended for your consideration. On MOTION made by Mr. Smith and seconded by Ms. May, with 1 all in favor, Resolution 2015-1 was approved with the additions noted of record. FOURTH ORDER OF BUSINESS Consideration of Resolution 2015-2, re- designating the officers of the Wentworth Estates Community Development District. Mr. Ward stated Mr. Smith is your current Chairman. The Vice Chairman seat is vacant at this time. Mr. Drake, Mr. Newcomb and Michelle May serve as Assistant Secretaries, and then I am your Secretary and Treasurer. So it would be appropriate for you just to tell me who you want to fill in in this resolution, we'll do that, and then adopt the resolution. Mr. Smith asked well, who wants to be Vice Chairman, raise your hand? Dave Negip, thank you. Dave Negip will be Vice Chairman, and, other than that, we will continue with the same slate of directors. Mr. Ward stated a motion to adopt the resolution with that change would be in order. On MOTION made by Mr. Smith and seconded by Mr. Newcomb, with all in favor, Resolution 2015-2 was approved. 2IPage WENTWORTH ESTATES CDD March 12,2015 1 FIFTH ORDER OF BUSINESS Consideration of the acceptance of the Audited Financial Statements for the Fiscal Year ended September 30, 2014. Mr. Ward stated on the phone with us is Mr. Bill Bishop with the firm of Keefe McCullough who prepared those for you, and I'm going to ask Bill to take a few moments and go through the audit with you. Mr. Bishop stated good morning. What I was hoping to do if you give me a few minutes, and I'm hoping everybody has seen the actual published reports. I'm going to go through it and point out a few of the more significant items. Starting at the top of pages one and two, that's our audit opinion. It is an unmodified opinion and it is a little different than in prior years. That's because the accounting profession changes, kind of the wording or the standard wording has changed. We used to have an unqualified opinion, and it's that we were able to complete our procedures, and that these statements accurately reflect where the District was at September 30 in the results of their operations for the year. I would like to look at the table on pages four and five. That kind of tells you from 30,000 feet how the District did. First, on page four, at the bottom of page four is the balance sheet, if you will, statements of net position year over year, and you see where we are. That position in 2013, at the very bottom, was $14,401, 919. That position at the end of 2014 was $21,308,188. Looking at page five, it kind of tells you the statement of activities year over year. Obviously, the biggest item this year that impacted that was the substantial pay down of the bonds of roughly $8.5 million, so those bond pay downs, those excess, will increase the net position that the District has outstanding. That kind of gives an overview. As you get into the pages seven through 15, it starts to show you by fund, the original fund activities. You'll see on page nine and ten will be some reconciliations that turn around. Actually, I'll draw your attention to page 11, when we look there, we see that they have where it says in the middle of the page the Debt Service Fund, and it shows a number of $6.645 million. I'll point out that the actual pay down was $8.5 million, but there was $2 million of which was accrued in the prior year, because if you have an assessment, and the assessment which Unclear 7:18 will be paid, it's accrued on this particular statement. 3IPage 16 1 1 WENTWORTH ESTATES CDD March 12, 2015 So of the $8 million, $2.15 million actually paid down some previously assessed bonds and the then this $6.645 actually represented like an advance payment. So it does kind of tie out there. If you look, starting on page 14, which is the notes to financial state. This provides a lot more to our reader of the financials about the items that are on the page six financial statements. I flipped through that; I'll just kind of leave those. The capital assets this year, which is on page 21, there were no real additions. The only activity in those capital assets were the $1.7 million depreciation for the infrastructure of the District. Page 22 and 23, there's a big write up of the bond activity, and it shows the substantial pay down that took place in the current year, as well as where we are looking. At the top of page 23, there's a table that shows, basically, the $27 million that are still outstanding, how that will be returned over the next 30 years. The only other item that I'll draw your attention to, that's on pages 24 to 27, there are some required reports. However, they are nciear 9:0 r. We record each year on internal controls and compliance with laws, rules and regulations, whether we see any decisions used in your internal controls. The report on in compliance on pages 24 and 25, and basically what we're saying there is that we did not notice any inconsistencies in internal controls or that we consider material weaknesses of the District. Then we issued some reports to the State. Because we get this report out pretty quickly, after our January 8 date, the State of Florida actually came out with some new report that they wanted incorporated, which we issued under a separate CAFR. These made more emphatic statement of whether or not the District complied with the investment policies that's required of districts, because you're considered a .nclear 10:OF. There are some pretty stringent requirements of what you can and can't invest in. So we issued that report as well. But, basically, this report is compliant in every way, and our testing revealed that the District complied with all of the rules of the State of Florida, and that I do not believe that this will draw any specific scrutiny by the Auditor General or anything like that, where sometimes Districts get themselves in trouble without even knowing. That's kind of an overview of what we experienced when we were doing our audit fieldwork and whatnot. Obviously, we worked for the supervisors, and we'll answer any questions that you might have, whether it be today or at any time during the year. If you 41Page 16I1 WENTWORTH ESTATES CDD March 12, 2015 have questions for us, feel free to call us, and we'll do the best we can to give you the answer. Mr. Ward asked questions from the Board? Then a motion to accept the Audited Financial Statements would be in order. On MOTION made by Mr.Smith and seconded by Mr. Newcomb, with all in favor, the Audited Financial Statements were accepted as presented. SIXTH ORDER OF BUSINESS Consideration of Minutes I. December 11, 2014—Regular meeting Mr. Ward stated you've all been previously distributed a copy. If there are any additions, corrections or deletions, it would be appropriate at this time to so indicate. Otherwise, a motion for their approval would be in order. 11 On MOTION made by Mr. Drake and seconded by Mr. Smith, with all in favor, the December 11, 2014, regular meeting minutes was approved. SEVENTH ORDER OF BUSINESS Consideration of Resolution 2015-3, accepting the transfer of various South Florida Water Management District Permits to operation phase, authorizing the transfer of other regulatory agency permits, and authorizing the Chairman, Vice Chairman or District Manager to execute documents related to its assets. Mr. Ward stated Resolution 2015-3 authorizes appropriate District officials to allow the subject transfer to occur with respect to the particular permits for the Treviso Bay Lifestyle Center. It also provides a broad authority for the District staff to do this on a regular basis without having to come back to the Board for simply an operating transfer from the developer to the South Florida Water Management District. If you have any questions with respect to the resolution, I'll be glad to answer them for you. Mr. Newcomb stated I just have one quick question. What exactly does it mean? 5 Pagc 1bI1 WENTWORTH ESTATES CDD March 12, 2015 Mr. Smith stated the CDD is the owner of the drainage system; we own the lakes, we own the pipes, etc., so they are designated to be the operating entity of water management permit. There's two phases of the water management permit; there's the construction phase, and then the operations phase, so once it's constructed,the engineer comes out and he writes a certification letter. Once that's all done, then the permit is transferred, or that section of the permit is transferred from the construction phase to the operating phase. So what this says is that the Board is authorizing the Chairman or whoever to, when those things occur, as these permits get transferred throughout the community for, I think you mentioned the Lifestyle Center. Mr. Ward stated right. Mr. Smith stated that we can effectuate that transfer without having to bring every single permit transfer to the Board. Mr. Newcomb stated good,thank you. Mr. Ward asked any questions? Mr. Newcomb stated no. Mr. Ward stated a motion to adopt the resolution would be in order. On MOTION made by Mr. Smith and seconded by Mr. Newcomb, with all in favor, Resolution 2015-3 was approved. EIGHTH ORDER OF BUSINESS Staff Reports I. Attorney Mr. Urbancic stated just quickly, I mentioned last time that there was that sort of the abuse of public records going on, and I think I also mentioned that there were a couple bills pending in the Legislature as to that, so we'll see. By the time we meet again for this District, we'll probably know the outcome of that. I think that there were like one of those bills will likely pass and change the public records law. There are two other bills that I know of right now that would or could affect some of the stuff we do. One is, I think they tried to pass it last year and it didn't go through, it's a security camera footage by CDDs to the extent that you have a guard gate and you have a security camera, it's going to be made Wage 16I 1 WENTWORTH ESTATES CDD March 12,2015 confidential exempt, so that the public wouldn't be able to get that video footage to the extent using security cameras. Also, there is another bill to change Chapter 189, which is a special district statute, so now that Jim's got the websites the way that the statute said, they're going to change that again, and make it change our websites and add some more things. But it's going to change the reporting requirements, so that when you approve audits, like you did today, there's some additional hurdles that we're going to have to go through, and then you're to have to keep things on the website a little bit longer. That will probably get passed, so it's mostly going to be a burden for the manager, unfortunately. But I just wanted to let you know, and I'll update you when we come back, once the session really gets heated up. Mr. Ward asked if there are any questions? II. Engineer None III. Manager a) Financial Statements for the period ending December 31, 2014 Mr. Ward stated I have nothing for you, unless you have any questions on your Financial Statements. NINTH ORDER OF BUSINESS Audience Comments and Supervisors' Requests Mr. Ward asked audience comments or supervisor requests? The record will reflect that there are no members of the audience present. Anything from the Board?. TENTH ORDER OF BUSINESS Adjournment Mr. Ward stated a motion to adjourn would be in order. I On MOTION by Mr. Newcomb,seconded by iSmit ith all in favor the meeting was adjourned at 9:45 a.m! //°G Jame, P. Ward, Secretary muss II Smith, ChairrAn 7IPage ✓3 16 � t~ MINUTES OF LANDOWNER'S MEETING WENTWORTH ESTATES COMMUNITY DEVELOPMENT DISTRICT The Landowner's Meeting of the Wentworth Estates Community Development District was held on Thursday, March 12, 2015, at 9:00 a.m., at the Treviso Bay Sales Trailer, 9014 Tamiami Trail East, Naples, Florida 34113. Landowners Russell Smith Joe Newcomb Staff: James P. Ward District Manager Greg Urbancic District Counsel Others: Dalton Drake Lennar Homes Michelle May Lennar Homes David Negip Lennar Homes FIRST ORDER OF BUSINESS Call to Order Mr. Ward called the meeting to order at 9:30 a.m. SECOND ORDER OF BUSINESS Election of a Chairperson for the purpose of conducting the Landowners' Meeting Mr. Ward stated and with landowner's present you may elect a person to serve as your Chairperson or I will be glad to continue on in that roll during this meeting. Mr. Smith stated that we can proceed under the later course of that recommendation. THIRD ORDER OF BUSINESS Election of Supervisors . a. Determination of the number of voting units represented or assigned by proxy Mr. Ward stated that I have one proxy from Lennar Homes, appointing Russell Smith from Lennar Homes to vote 412 votes at today's meeting, and I know Mr. Newcomb is with 1 1Page 1611 WENTWORTH ESTATES CDD March 12, 2015 us today and he is a property owner in the District and represents one vote today, and the record will reflect that there are no other landowner's present. b. Nominations for Supervisors (Three positions) Mr. Ward stated there are three (3) positions up for election today, Mr. Newcomb's seat, the vacancy created by the resignation of Mr. Burdett, and Ms. Michelle May's seat, as such, it would be appropriate for the landowner's to nominate three individuals to serve on the Board of Supervisor's. Mr. Smith stated that he would nominate Mr. Newcomb, Ms. May and Mr. David Negip. Mr. Ward asked if there were any other nominations, and hearing none. Mr. Ward stated that he will provide Mr. Smith with the official ballot and noted that the two individuals receiving the highest number of votes will serve a four (4) year term and the one individual receiving the least amount of votes will serve the two (2) year term. Each individual can receive up to 412 votes. Mr. Smith asked if he has 411 or 412 votes. Mr. Ward responded that you have 412 votes. Mr. Ward asked Mr. Newcomb if he would like to vote at today's meeting. Mr. Newcomb responded that he did not want to vote at today's meeting. c. Casting of ballots Mr. Ward provided Mr. Smith an official ballot to fill out. d. Ballot tabulations and result Mr. Ward stated for the record that Mr. Smith has returned the official ballot, and Mr. Negip and Mr. Newcomb received 412 votes, Ms. May received 405 votes, and those three (3) individuals will be sworn in at the meeting being held just subsequent to today landowner's meeting. FOURTH ORDER OF BUSINESS Landowners' questions or comments Mr. Ward asked if their were any landowner's questions or comments. Their were none. 21Page 161 1 WENTWORTH ESTATES CDD March 12,2015 FIFTH ORDER OF BUSINESS Adjournment Mr. Ward adjourned the meeting at 9:32 a.m. Qo4/ Jame . Ward, Secretary 3IPagc