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MINUTES OF MEETING
MIDDLE VILLAGE COMMUNITY DEVELOPMENT DISTRICT

The regular meeting of the Board of Supervisors of the Middle Village Community Development District was held on Monday, December 10, 2018 at 2:00 p.m. at the Plantation Oaks Amenity Center, 845 Oakleaf Plantation Parkway, Orange Park, Florida 32065.

Present and constituting a quorum were:

Rocky Morris Michael Steiner Rod Swartz Mike Reynolds

Also present were:

Jim Perry Jason Walters Jay Soriano
Darrin Mossing Hannah Smith

FIRST ORDER OF BUSINESS
Mr. Perry called the meeting to order.

Chairman Supervisor Supervisor Supervisor

District Manager
District Counsel (by phone) Operations Manager
GMS GMS

Call to Order

SECOND ORDER OF BUSINESS	Audience Comments
Ms. Dona Tingle, 2937 Thomcrest Drive, stated I wanted to see what you guys have come up with for the Oakleaf vendor event that I put on here in the ballroom.
Mr. Morris stated I believed we had deferred to both Mr. Soriano and Mr. Walters to
discuss that.
Mr. Soriano stated I spoke with Jason about this and we will come up with something that we will do as part of our policy meeting that we do in the spring every year so that it's spelled out a little better for clarification for everybody but  it's going  to fall  under the same line of what we discussed; this expectation that we're not renting this facility out for people to  do continued business or anything like that.  We don't have to have everything  written  out to tell people this is not what we want to do here. This room is rented for our residents and we've tried to keep costs low over the years even though I believe we could double our revenue in  here compared to other facilities of this nature but we've tried to keep it as a benefit to our

residents. We're not trying to let people to come in here and reserve that room away from the residents that could be here to do family functions or weddings or anything like that so we will have that spelled out a little bit better. If Ms. Tingle would like to talk to  the Board  in the  future as part of a one-time event the way that it has been done over at your sister district for years with the expo that would be something we could consider on a one-time basis every time we go through. Just to make everybody familiar with it, over at your sister district for twelve years now one of our residents, who is no longer a resident, formed the Oakleaf expo. She went through the steps of going to the Board and asking for each date in the spring and fall and it has gotten much larger over the years. It's something she works with the Board on and she does  have to do a lot for me as far as providing me with insurance and paperwork for all of the vendors. Everything is done through our office like it's our event but it's not a  District-run event. If Ms. Tingle would like to do that in the future for a one-time event here and  there at  this facility it's something we can look at down the road  but as far as  renting this facility  out it's the same as what we've told her as in the past and the expectations for all of the rest of our residents.
Ms. Tingle stated but I am a resident and I can rent it out and the people that set up booths here are residents as well, I'm just putting my name on it.
Mr. Soriano stated we're not renting it for people to run businesses here.
Ms. Tingle asked but the Oakleaf expo can have their event  twice a year for free and  not pay you guys?
Mr. Soriano stated that part may change too but that's where we stand at the moment.
Ms. Tingle stated so what you're saying is as a resident we can't rent this room for our purposes. You're basically dictating what we can rent this room for. I read back in the minutes and it specifically says I will post that this is only for weddings and that is what you said.
Mr. Soriano stated family events, weddings and things of that nature that's what we're planning on doing.
Ms. Tingle stated I have done something good for this community and because he doesn't want it and neither do the people who run the expo every time I rent it a new rule gets put in. I signed a contract and those rules are in it. I can go get them because I went over it with a fine-tooth comb. Every rule from your email that I have is not even in the contract.

Mr. Soriano stated I did look and she's right, we did change the price last year but I did not put in there that I don't expect conunercial businesses to be run out of this facility.
Mr. Steiner stated you had mentioned that you and Jason were looking at going ahead and that basically this resident could come to the Board for a select date, not  long-term booking.
Mr. Soriano stated correct.
Mr. Steiner stated and the rules are going to be further defined at the policy meeting, which occurs in the spring. You (Ms. Tingle) said you have an event coming up?
Ms. Tingle responded this Saturday. I have been doing it every other month.
Mr. Steiner stated that part is going to change. I don't see it happening every other month. If you would  like to work it as is currently  is being done with the expo of once to twice a year, until we get the policy put in place I don't see a problem in that event. We have gone ahead and gone so far as to limit how many times a resident can rent the facility.
Ms. Tingle stated but she's a non-resident so you're allowing a non-resident to rent it. Mr. Steiner stated you're talking about the expo. Understand the expo is under Double
Branch, not this Board. We're talking only about  the use of this room  and what I'm  trying to  do is give you an interim solution until the policy gets finalized. If you wish to go ahead and work this next one then fine.
Ms. Tingle stated I've already signed the contract so if you guys are going to pull that from me I'm going to the news.
Mr. Soriano stated no one here is talking about pulling that. I didn't tell you that you couldn't continue in the future when you walked in here for the last meeting.
Ms. Tingle stated the email that I received I was under the impression  that I  couldn't  use it anymore after December. That's why I came to the meeting. If I wasn't under that impression I would have never come but it was told to me by many residents who do this with me who come and set up because they can't do the expo and I understand it has nothing to do with you but I'm just letting you know why we had  decided  to put this together. We banded 233 residents together to do something like this on a rotating basis so they could come in here and show it because they have done here since the beginning and they can't because it's this click. I'm not putting that on you.

Mr. Steiner stated the big issue that's there is Jay and Jason were to look at how this impacts our bonds and our tax status. They're looking at that because of how this room  is used or how any of the rentals are done so from that standpoint I asking that  until that  is complete we have to take the stand that we're taking right now and  therefore this is where we're at until the policy gets written. Yes, we add rules. We add rules every year based on events we didn't anticipate coming up. Our last involvement had to do with wedding planners.
Mr. Soriano stated just so everybody is aware, even the expo at your sister district may be going through a change. This last one has gotten so large that there have been a lot of problems with it and we may be creating a rate that will go along with that.
Mr. Steiner stated what I'm saying is that the expo doesn't fall under this Board so from whatever is decided in that has no impact on what we're talking about. Because they do it, doesn't mean we can or will be able to do anything like that. I'm  simply  trying to ask  for  a little more patience. I don't know  what else to tell you. It's not focused  on  you. The issue  has to do with the taxation on the bond issues.
Ms. Tingle stated I invite all of you to come on Saturday from 10:00-4:00 just to see.
Mr. Steiner stated I have no doubt in my mind the space is appreciated and that the people that are here enjoy the use of the space. The problem is the frequency that it comes up. I would appreciate your patience until we get this resolved because we can't put something in place that jeopardizes the bonds and our tax rating.
Mr. Swartz asked Jason, do you have anything to add to this conversation?
Mr. Walters responded no, I talked to Jay about this and we're  trying to go back over  our current policies to see what should or should not  be made and at the end  of the day it will be a Board decision. You can implement the policies we come to you with or you can choose not to but at the end of the day as you said, you learn from experience and you see what works and what doesn't and you make adjustments based on that. We've got responsibilities as a government entity to operate a certain way. I doubt that the County Commissioner will allow someone to come in and  run commercial enterprises  out of the County  building and that's just a gut feeling. We're in the same position as the County with those types of things.  Jay and  I will come up with a proposed policy adjustment that we think meets the needs of the District and the Board will act accordingly.

THIRD ORDER OF BUSINESS	Organizational Matters
A.	Consideration of Resolution 2019-01, Declai-ing a Vacancy for Seat 1
Mr. Perry stated there is an open seat that was vacated by Shawn Vick and there's also Mr. Reynolds's seat that expired in November. My understanding is there is a nomination  to  fill the seat with Mr. Reynolds.
Mr. Steiner stated I nominate Mike Reynolds to fill the existing seat.

On MOTION by Mr. Steiner seconded by Mr. Morris with all in favor Mike Reynolds to fill seat number one was approved.

Mr. Peny administered an oath of office to Mr. Reynolds.
Mr. Perry stated we also have an additional seat with Ms. Vick's resignation. I don't know that we have any nominations at this time. I think there's been some interest.
Mr. Morris stated yes I have an interested party and because of a previously scheduled appointment was unable to make today's meeting but they can certainly make next month's meeting and at that time I'll nominate. I can forward their information later today.
B.	Consideration of Appointing New Supervisors
C.	Oath of Office for Newly Elected and Appointed Supervisors
D.	Consideration of Resolution 2019-02, Election of Officers
Mr. Perry stated currently the slate is Mr. Morris is Chairman, Mr. Steiner is Vice Chair and Mr. Swartz and Mr. Reynolds are Assistant Secretaries. I am a Secretary and Assistant Treasurer; Jim Oliver of my office is Treasurer, which is new because Dave  deNagy  has retired. Finally, we would ask that Ernesto Torres who has been with our office now for about ten months be an Assistant Secretary. I don't know if you want to current slate as it is, or if you want to change it. If you do want to change the supervisory officers, we ask that the positions for GMS be kept in place for administrative purposes.

On MOTION by Mr. Swartz seconded by Mr. Reynolds with all in favor resolution 2019-02 with the slate of officers as listed by Mr. Perry was approved.

FOURTH ORDER OF BUSINESS	Approval of Consent Agenda
A.	Approval of the Minutes of the November 5, 2018 Meeting
B.	Financial Statements
C.	Assessment Receipt Schedule
D.	Check Register
A.	

Mr. Perry stated the financial statements are just for one month so there is light activity. The bulk of our assessments start to come in at the end of November and December so there is little activity there. Finally, the check register is for $154,330.55.

On MOTION by Mr. Morris seconded by Mr. Steiner with all in favor the consent agenda was approved.

FIFTH ORDER OF BUSINESS	Consideration of Landscape Proposals
Mr. Perry stated if you'd recall at our last board meeting we asked the supervisors  to rank all of the proposals we received. Jay has put those together in a spreadsheet along with District staff so I'11 let him discuss the overall rankings.
Mr. Soriano stated I wanted to take a moment to thank all of our vendors. This was a long process so I'm glad that it's coming to an end and the new year will start with January. After going through this second round we graded everybody as one group rather than two boards. In the past we have done grading with each separate board but the  big concern  with  that was making sure we picked the same vendor. Without you guys doing a grading meeting together and conferring with each other there's no way to  100%  guarantee  one vendor and that's why we moved to doing it as a group of eight since we are missing a board member on each side. Just to be sure I did grade each District and it came out to be exactly the same so I  felt confident. I'm going to let you know the totals and we will keep everyone's  grading sheet  on file. First place with the highest points was VerdeGo at 95.91; second place was Duval with 94.25; third place was R&D at 92 points and fourth place was the Budd Group with  57.03 points so I would look for a motion to accept that grading. We would rank in that  order and staff can begin contract work with the vendors in that order with VerdeGo first and if there are any problems we would move on.

On MOTION by Mr. Morris seconded by Mr. Swartz with all in favor ranking VerdeGo #1, Duval Landscape #2,  R&D Landscape #3 and The Budd Group #4 with staff authorized to negotiate a contract beginning with the number one  ranked vendor was approved.

SIXTH ORDER OF BUSINESS	Other Business
There being none, the next item followed.

SEVENTH ORDER OF BUSINESS	Staff Reports
A.	District Counsel
Mr. Morris asked was there any movement with the special purpose entity property?
Mr. Walters responded one of the land acquisition managers for DR Horton reached out to me and they are evaluation that piece, as well as another undeveloped piece that Mr. Arnold owns. They wanted a break down of what assessments were due on them  on an annual  basis and the total debt load. I walked them through the structure that was in place after the refinancing for the special purpose entity parcel so I think he understands that and he was just running his numbers. I know there were correspondences over  the last week or so. I'd  like to see some movement on that but they're running their portfolio to see what that would look like so that's good news. Hopefully we will see some progress here soon.
B.	District Engineer
There being none, the next item followed.
C.	District Manager
Mr. Perry stated if you have any interested parties you think would make a good candidate for the open seat forward their resumes to us at GMS.
D.	Operations Manager - Report
Mr. Soriano stated we had the Turkey Trot event, which went really well. That is an event we allow guests to attend with our residents and we do a fun run at your sister district. This month we have Cocoa with Claus, which is a long time  event  that's held  here in this room. Last year was the first year that we charged for it because we got the point  a  couple years ago where we had so many people registered it was kind of concerning and I was worried about kids not getting a moment with Santa. He's only got so much time here so we try to allocate so much time per kid and once we started getting up towards 400 or 500 people registering it became tough. We also had a lot of people that would just show up. Last year was the first time we changed it and it ran really well. I did hear a couple of complaints because people are used to those free events and they didn't like paying $3 or $5 if you're late and we don't do onsite registrations anymore. I don't want to take away from a resident that registered for somebody that just shows up at the door. That will be next Thursday. The Polar Plunge would be our next even at our sister district. I usually wait until February but it seems this  winter we could do it at any time and it would be cold. I'll have a date ready for you  guys at next month's meeting.

We have advertised the operating hours for the pool. We are using the cover at your heated pool and that cuts the operating hours down to 10:00-4:00. We also posted every where and put on our websites that at that 10:00 time if the temperature is 45 degrees or less we are going to keep the cover on for the day and the pools stay closed so we can try and  conserve some of that energy. I think we're going to have a little bit colder than normal  winter this year so we're really trying to save some of that and make it last as long as possible.
Mr. Steiner asked have you received any push back on any of this?
Mr. Soriano responded we had one or two questions about the temperature because it's lower than we've done in the past however they didn't complain  once I explained  it to them  and they understand. I think they'd rather have it open more days. I don't know that taking it down will guarantee we will be able to keep it open in January and February; it really depends on how cold it gets. We are at our third fill up right now so that tank has a 1,000 gallons as it is right now and we're had two fill ups since November.
Mr. Swartz asked you normally do about six fill ups?
Mr. Soriano responded six or seven. One reason we went up last year is we have a Wi-Fi system on it that communicates directly with our propane company so when we drop down to 25% they send it out and they learned they make more money that way. I have to remember to call them and tell them to turn it off in March so we don't get a wasted 1,000 gallon fill up.
Mr. Swartz asked and they will only fill it completely? You can't fill it up halfway?
Mr. Soriano responded they actually fill it to 80%. They won't fill it above that but yeah they won't just fill it halfway.
Moving on to the maintenance side, there's really not a lot this month. A lot of time was spent on decorations. If you notice each year we try to buy more lights so it takes a bit longer and they are still a week behind to get everything up. I think next year we will have to start at the beginning of November instead of waiting until Thanksgiving week to decorate. There is one item I didn't have listed on your report but I want to go over it. This was our first full year that we've operated the staffing ourselves. We only have five fulltime employees. I'd like to offer them vacation time. We don't offer them any benefits currently.  We will  be closing for the holidays so we close Christmas, we closed Thanksgiving day and we close for New Years. For those days it's just a day off, they don't get paid, we had to try flex time and they worked other hours. I would like to give them a week whether it's used as sick time or their personal

day off I'd like to give them up to five days. It's something I've  looked  at  in our  staffing budget and it won't be a problem because we will only ever had a handful of full-time employees. Everybody else is seasonal or part-time. It's a benefit I think  we could  give  to them. We don't provide any other benefits like health insurance or anything like that.
Mr. Morris stated lets do it.
Mr. Swartz asked is five days typical?
Mr. Soriano responded one week to two weeks. Most of these five employees have been with Vesta.
Mr. Swartz asked did they have a week or two weeks when they came here?
Mr. Soriano responded they actually didn't get time. Vesta tried to switch everyone to part-time as much as possible in the off-season so they never really qualified for it. The managers did get two weeks and if you remember the managers that came over were actually under GMS and had benefits.
Mr. Reynolds asked these are full-time employees.
Mr. Soriano responded yes full-time employees so I use them at the front  desk downstairs and other locations.
Mr. Reynolds asked why haven't they been getting this all along?
Mr. Soriano responded this is the first year and their old contract company usually  tried to cut them to seasonal in the off-season. Most of them were lifeguards and they don't get benefits. We can start with one week and I'd be happy to bring it back. I think  it's a great benefit.
Mr. Swartz stated my suggestion would be if you're going to make it vacation/ personal time why don't we just give them seven days.
Mr. Soriano stated I wasn't going to include the ones where I choose to close down so that's going to be separate. They can't come to work on Thanksgiving  or Christmas  Day so  they were going to get paid for that as a holiday.
Mr. Swartz stated so they're going to be getting those days anyway, plus the five. Mr. Soriano stated yes. I'm fine with seven but I wanted to start somewhere.
Mr. Morris stated is there a precedence we can follow from other Districts?
Mr. Perry responded Nocatee has a lot of District employees and it depends on the position but I think full-time is at least a week and I know the managers there are two weeks.

Obviously they have a lot more people than we do here so I don't think it's unusual for what's being proposed. Since you only have a few employees they have to work together in order to take the time off to ensure everything is covered. It shouldn't be an issue I would think.
Mr. Steiner stated why  don't we start out with the one week. These are new employees. If we get to the second year and things have a satisfactory review then it becomes something that can be added too.
Mr. Morris stated I agree.

On MOTION by Mr. Morris seconded by Mr. Steiner with all in favor offering full-time employees five days to be used as personal and sick time was approved.

Mr. Soriano stated at the moment things are operating well in the off-season. Next  month I will be bringing you a few items to  prepare for the spring. We will have to get back  out there and prepare for the pools to open.

EIGHTH  ORDER OF BUSINESS	Audience	Comments	I	Supervisors'
Requests
Audience Comments
Mr. Billy Genovese stated I'm from VerdeGo so thank you guys. We're excited to take over and we appreciate it.
Supervisors' Requests
Mr. Steiner stated Jay, I know we're going into a new landscaping contract but are there plans this coming year to do a little bit along the promenade. It's getting sparser and sparser.
Mr. Soriano stated there have been plans for the last two years and that's part of where we've gotten to so hopefully when I'm working with VerdeGo in the future that will go a little bit smoother and quicker than we've got with our past vendor. Yes, there are plans at the promenade. We were also approached last year from the HOA hearing complaints about things like islands in the neighborhood. If you remember, those are on the low end of our list by contract because that's just the way it's spelt out but the HOA came to me asking what if we agree to give $3,000 to help spruce up these areas and they were excited about doing this. My concern was I'm not sure if we're going to have the same vendor and this was during the

summertime and we were going through the sod issue with our last vendor. I'm hoping for a lot of improvement over this next year.
Mr. Steiner stated I'd just like to make sure it doesn't disappear off the list of things to do. It seems like every time you walk down there there's something else gone and  there's not  an attempt to replace it, it's just more mulch.
Mr. Soriano stated that is the plan.

NINTH ORDER OF BUSINESS	Next Scheduled Meeting- January 14, 2019
at   2:00	p.m.	at	the   Plantation	Oaks Amenity Center
Mr. Perry stated our next regular meeting is going to be January 14t h   at 2:00.

TENTH ORDER OF BUSINESS	Adjournment

On MOTION by Mr. Morris seconded by Mr. Steiner with all in favor the meeting was adjourned.