MINUTES OF MEETING FALCON TRACE
COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the Falcon Trace Community Development District was held Wednesday, March 17, 2021 at 6:00 p.m. at the Big Hawk Lake Recreational Center, 13600 Hawk Lake Drive, Orlando, Florida.

Present and constituting a quorum were:

Sara Hurst Carole Miller Kathy Stark
Sue Marchesi Baron Perry Shaikh

Chairperson
Vice Chairperson
Assistant Secretary by telephone Assistant Secretary
Assistant Secretary

Also present were:

Jason Showe Mike Eckert Raquel McIntosh
William Viasalyers David Tuel

District Manager District Counsel
Grau & Associates by telephone Field Operations
Head Pool Attendant

The following is a summary of the discussions and actions taken at the March 17, 2021 meeting. An audio copy of the proceedings can be obtained by contacting the District Manager.

FIRST ORDER OF BUSINESS	Roll Call
Mr. Showe called the meeting to order and called the roll.

SECOND ORDER OF BUSINESS	Public Comment Period
There being none, the next item followed.

THIRD ORDER OF BUSINESS	Organizational Matters
A.	Consideration of Resolution 2021-02 Electing Officers
Mr. Showe stated Ariel Lovera who served as the treasurer is no longer doing day-to-day operations and we would like to appoint myself as treasurer and Katie Costa as an assistant treasurer. The current slate of officers is as follows: Ms. Hurst Chairperson, Ms. Miller Vice Chairperson, Mr. Flint Secretary, Ms. Stark, Ms. Baron, Mr. Shaikh, Mr. Showe are Assistant Secretaries, Jason Showe Treasurer and Katie Costa Assistant Treasurer.

On MOTION by Ms. Stark seconded by Ms. Baron with four in favor and Mr. Shaikh opposed Resolution 2021-02 electing the officers was approved as read.

FOURTH ORDER OF BUSINESS	Approval of the Minutes of the January 20,
2021 Meeting

On MOTION by Ms. Miller seconded by Ms. Baron with all in  favor the minutes of the January 20, 2021 meeting were  approved  as presented.

FIFTH ORDER OF BUSINESS	Discussion of New Business Procedure -
Requested by Supervisor Hurst
Ms. Hurst stated at the last meeting we had a lot of conversation that I think most of the Board was surprised by because we were unaware of the topic and I would like to propose a new process for us as a Board. I propose that if we, as supervisors, have new business to bring before the Board we can have an up/down vote so if we want a new bench in the playground we can say yes, get us a new bench and we all agree and it is a done deal. If it is something that requires discussion or review or advance thought, I ask that you enclose it in the agenda for the following meeting, but we do not hold conversation on it that night because we are not necessarily prepared to have that conversation without additional guidance, whether that is guidance on our own part, guidance from our lawyer, guidance from GMS, William or whoever that entity may be to assist us in having efficient and thoughtful conversation. If something is added to the agenda I would like it to be no later than the top of the month of the meeting.
I asked Jason to put this item on the agenda before the agenda went out so that you were aware that there was something I wanted to talk about prior to walking in the door. I don't want

Jason to run around trying to get together all kinds of details and then we walk in and there is new information for us to try and gather. When you have a conversation and we do end up with an up/down vote I would like to have no more than five minutes conversation on that. If it is more than five minutes, we are not being efficient, we are not being mindful of other people's time and if it is not going to be an up/down it can wait for the next meeting, unless it is an emergency situation and there is a safety concern or something along those lines. We need to be wise with how we spend our time. I also feel like since we are going to be discussing the lawyer's fee proposal we don't want our lawyer running to try to guide things at the last minute when we can lock things in and give them time to be able to put us as part of their work flow rather than an emergency request. If it is something we need to discuss in detail and we need the opportunity to review the documents and paperwork and input from GMS or the attorney or some other entity we can put it on the agenda for the next meeting.
Mr. Showe stated we prepare the agenda a week in advance and if you want an item on the agenda we need to have the item along with any backup no later than a week before the meeting.

On MOTION by Ms. Hurst seconded by Ms. Miller with all  in favor the procedure of conducting Board meetings as outlined above was approved.

SIXTH ORDER OF BUSINESS	Consideration	of	Second	Amendment	to
Swim	Program	License	agreement	with Sharks & Minnows Swim School, Inc.
Mr. Showe stated this agreement is in the same form as you have seen previously, there have been no issues and the community has been supportive of this program.

On MOTION by Ms. Hurst seconded by Ms. Baron with all in favor the second amendment to the swim program license agreement with Sharks & Minnows Swim School, Inc. was approved.

SEVENTH ORDER OF BUSINESS	Consideration	of	Fee	Agreement	with
Hopping Green & Sams, P.A.
Mr. Eckert stated at the last meeting, the Board asked us to look at our old contract, which was from 1999. I started working with this District in 2003 and it was one of the first two Districts I worked on. I used our updated form fee agreement, the hourly rates that you see under

Section B are $245 for Michelle Rigoni and $335 for myself and paralegals are $135 those are the current rates you have right now. We do anticipate a rate increase as of the beginning of the fiscal year about $15 on our rates. Currently we have a flat fee for meetings at $1,600 plus expenses and we have a provision, which is fairly standard in our new contracts that said that can increase not to exceed 3% per year without coming back to the Board. Certainly, we would provide you notice but it is assumed if it is less than 3% that is not deemed unreasonable by the Board.
I thought about some different alternatives to see how we could perhaps save the Board
some money and now that the bonds are paid off there is a little bit less need for us to be here for as many meetings. Even though it is hard to hear it by phone if Jason has a phone in front of him and can repeat the question that may seem a little awkward but that will save you money so I can participate in most meetings by phone rather than be here in person. The alternative  under item D would be if we attended in person it would be $1,600 and if we were on by phone it would be standard hourly rates. I do think at this point that will save you some money.  If you have an hour and a half or two hour meeting you will save around $800 to $900 in fees plus the expenses when I travel. That will end up saving you $5,000 to $6,000 per year.
Option Eis a flat fee, annual fee, paid monthly and covers all the routine stuff, it doesn't cover when you get sued or something like that. We estimated for a proposal of $24,000 per year.
I think the best savings for the District would be item D if you wanted to implement that. We could also go straight hourly rates for everything, but when we come to the meetings, I don't think you will end up ahead there so that is not the best alternative.
Also, at the last Board meeting we were asked why our firm has a policy that we must attend the Board meetings either by telephone or in person and there are  a few reasons why. One, is in Florida if a Board member goes out of bounds there is case law to suggest that if the attorney is there for the Board, instructs the Board on what their correct parameters are, the Board is presumed to have acted within those parameters. If you don't have an attorney  here, you can't take advantage of that. No. 2, if the attorney is not here providing you with advice on legal matters as they come up, you will not have a defense that you relied on the advice of Counsel. No. 3 is you have sunshine law issues. If in fact, there was a sunshine law issue there are things you need to do in a meeting to correct that. If we are not here and we don't know

about it we can't correct it and it may go uncorrected and therefore, it can be a liability for the individual supervisor. The other two things we found is it is somewhat inefficient for us to have to go back and listen to tapes later to try to figure out what exactly was said  when somebody  calls us with a legal question after a Board meeting. I don't think you save money that way. The reason why we have the policy that we do, we have about 260 Districts that we are general counsel for and we have to attend all the meetings. We have seen District Counsel who will just come in at the beginning of the meeting, give their report then they leave and then the Board starts getting into legal issues later and I have seen those same Board members call the attorney and say, why didn't you tell us about this at the beginning of the meeting that we needed to be careful about this later on. We want no part of that problem. That is why  we have  our firm policy and I want the Board to understand I'm here because I think I can help you. To the extent the Board thinks that somebody different would help the Board as well, obviously, we have been through that before and I would help you transition whatever knowledge and records I have if the Board chose to go out for a different District Counsel; it is not something we want but that is  your prerogative. I want to work for Boards who want me to work for them.
Mr. Shaikh stated nothing has happened in two years that I have seen. I have not heard any Board member getting in trouble because they did something so stupid that they should use sunshine law. How many times in the last ten years Falcon trace CDD created a situation that we had to get the lawyer involved because we broke sunshine law? Zero, I can answer that.
Mr. Eckert stated that is not correct and I'm not sure you want me to expand on that. Ms. Baron asked do we want him to expand on that?
Ms. Hurst stated sure.
Mr. Eckert stated each time that you send emails to other Board members, you are contacting other Board members without telling them not to respond to you. I advised you over and over again not to send emails to other Board members and not to have any discussions with them outside of this meeting.
Mr. Shaikh stated my attorney tells me something different and I have this clarified. It is very clear in the law what you can do and what you can't do. I have never, ever talked to any Board member, face to face outside, many of them do and all on the phone. I have never been on the phone with a Board member. I have never had a meeting, I have never discussed anything

with anyone. Let's leave that side. My request is not just the meeting, we have $24,000 a  year. The meeting at the old rate was $6,000 to $8,000 the new rate it is going up to $10,000.
Ms. Hurst stated I would like to vote on this tonight and vote on Option D. It does allow us to have you come to meetings should we feel the need and I anticipate there are one or two that we will want you to show up at as a general rule.
Mr. Eckert stated the protocol will be that I will look at the agenda, if it is nothing out of the ordinary, I am going to be on by phone unless I get a call from the Chair asking me to be here in person. If I see something that is out of the ordinary, I'm going to call Jason and ask what is  this about then I will talk to the Chair about whether it makes sense for us to be here.
Ms. Hurst stated that is why I would like to have the agenda locked in place so we don't have things that come up at the last minute because it doesn't give our attorney or anyone else an opportunity to prepare.

On MOTION by Ms. Hurst seconded by Ms. Miller with  all  in favor Option D as outlined in the fee agreement with Hopping, Green & Sams P.A., was approved.

EIGHTH ORDER OF BUSINESS	Review and Acceptance of Fiscal Year 2020
Audit Report
Mr. Showe gave an overview of the audit report and noted there are no current year or prior year findings and it is considered a clean audit.
Mr. Eckert stated I have looked at it and it is a clean audit and it should be this way from here on out, you don't have bonds anymore.

On MOTION by Ms. Hurst seconded by Ms. Baron with all in favor the Fiscal Year 2020 audit was accepted and staff was authorized to transmit the final audit to the State of Florida.

Ms. McIntosh left the telephone conference at this time.

NINTH ORDER OF BUSINESS	Discussion of Fence Proposals
Mr. Showe stated the fence proposal was approved at the last meeting.  When it came  time to do the work, he informed us that prices of materials had gone up substantially. We were set to approve the increase of a couple thousand dollars and he refused to sign the District

contract. We obtained quotes from the other two vendors who provided quotes to confirm that the prices did go up. It was approximately $10,000 when we looked at this two months ago. We have a proposal from Byers Fence for a little more than $15,000 and a proposal from All County a little over $19,000.
Mr. Viasalyers stated the difference is that Byers didn't provide a quote for those three
additional fences, that is why the other proposal is a little more. I would go with All County  even though they are a little bit higher, it seems like a better fit.

On MOTION by Ms. Hurst seconded by Ms. Baron with all in favor the proposal from All County Fence for the fencing was approved  in the amount of$19,680.

TENTH ORDER OF BUSINESS	Staff Reports
Attorney
Mr. Eckert stated there is a COVID tort liability bill making its way through the legislature to protect companies and local governments from COVID exposure type cases. Right now, there is a proposed one-year statute of limitations and it is proposed to be applied retroactively. It is a pretty aggressive immunity bill to make sure that local governments aren't mired up in litigation. The second thing the legislature is doing right now is they are taking a very serious look at raising the limits on liability.  Right now, we have $200,000 per person or
$300,000 per incident caps on your liability. Your insurance rates are based a lot on the fact that you   have sovereign  immunity.	If  sovereign   immunity   goes  from   $200,000/$300,000 to
$500,000/$1 million, which is what they are proposing right now that will affect your insurance rates depending on when that law goes into effect.
We think that once the limits of liability go up we will probably see more lawsuits because at that point in time lawyers will be more likely take the case if the recovery is going to be a lot higher. It can cost $200,000 to even prosecute a case.
I want you to be aware of those, hopefully it won't affect our next budget year but
certainly the one after that if they go through with this, I can see an impact on that one.
Ms. Miller asked is there anything else that is changing that may affect us?
Mr. Eckert stated one of the proposals is to require four hours of ethics training that is already required for city councilmen and county commissioners. We have been able to not have that in bills in the past for special District Board members, but I think it is just a matter of time.

The only other thing is to allow the District to publish its meetings on its website  instead  of in the newspaper and that always comes up and the issue always becomes what do you do for the rural counties where they have no internet and what do you do for people who don't have computers.

Manager
Approval of Check Register

On MOTION by Ms. Stark seconded by Ms. Hurst with all in favor the check register was approved.

Balance Sheet and Income Statement
A copy of the financials was included in the agenda package.

Action Items List
Mr. Showe stated the painting of the pool deck and tower is complete. The restroom refurbishment is complete. Gate access for tennis courts is in process and Wil is  working  on some of the dock lighting issues.

Field Manager's Report
Mr. Viasalyers gave an overview of the field manager's report.

ELEVENTH ORDER OF BUSINESS	Supervisor's Requests
Mr. Shaikh left the meeting during this item.

Mr. Showe stated the next meeting will be May 19, 2021.

On MOTION by Ms. Hurst seconded by Ms. Miller  with all  in favor the meeting adjourned at 6:51 p.m.

ChairmanNice Chairman