ASHLEY VALLEY WATER AND SEWER IMPROVEMENT DISTRICT, UTAH

WATER REVENUE BONDS

PARAMETERS RESOLUTION

February 18, 2025

RESOLUTION NO.  02-18-2025

A RESOLUTION AUTHORIZING NOT MORE THAN $4,000,000 WATER REVENUE BONDS FOR AN ADMINISTRATION BUILDING AND RELATED IMPROVEMENTS, CALLING A PUBLIC HEARING, AND ESTABLISHING THE MAXIMUM PRINCIPAL AMOUNT, INTEREST RATE, MATURITY AND DISCOUNT OF THE BONDS; AND RELATED MATTERS.

WHEREAS, the Ashley Valley Water and Sewer Improvement District, Uintah County, Utah (the “Issuer”), desires to finance all or a portion of the costs of the acquisition and construction of an administration building to benefit its drinking water system, and related improvements; and

WHEREAS, pursuant to the provisions of the Utah Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended (the “Act”), the Governing Board (the “Board”) of the Issuer has authority to issue its Water Revenue Bonds (the “Bonds”) for the purposes set forth above; and

WHEREAS, the Act provides for the publication of a Notice of Public Hearing and Bonds to be Issued, and the Issuer desires to publish such a notice at this time in compliance with the Act with respect to the Bonds:

NOW, THEREFORE, it is hereby resolved by the Governing Board of the Ashley Valley Water and Sewer Improvement District, Uintah County, Utah, as follows:

Section 1.                The Board of the Issuer hereby finds and determines that it is in the best interests of the Issuer and its residents for the Issuer to issue not more than $4,000,000 aggregate principal amount of its Water Revenue Bonds (the “Bonds”) to bear interest at the rate or rates not to exceed one percent (1.0%) per annum, to mature in not more than thirty-five (35) years from their date or dates, and to be sold at a price not less than ninety-nine percent (99%) of the total principal amount thereof, the Bonds to be issued for the purpose to finance all or a portion of the costs of the acquisition and construction of improvements for the Issuer’s drinking water system, including an administration building, and related improvements, all pursuant to this Resolution and a resolution to be adopted by the Board authorizing and confirming the issuance and sale of the Bonds in substantially the form attached hereto as Exhibit A (herein referred to as the “Final Bond Resolution”), and the Board hereby declares its intention to issue the Bonds according to the provisions of this Section and the Final Bond Resolution, when adopted.

Section 2.                The Issuer hereby calls a public hearing for March 18, 2025, at 12:00 noon, or as soon thereafter as feasible, at the offices of the Issuer, to invite comment on the proposed Bonds and the economic impact of the Project on the private sector.

Section 3.                The Issuer hereby authorizes and approves the issuance of the Bonds pursuant to the provisions of this Resolution and the Final Bond Resolution to be adopted by the Board authorizing and confirming the issuance and sale of the Bonds, with such changes thereto as shall be approved by the Board upon the adoption of the Final Bond Resolution, provided that the principal amount, interest rate or rates, maturity and discount shall not exceed the maximums set forth in Section 1 hereof.

Section 4.                In accordance with the Act, the Clerk is hereby authorized and directed to cause a “Notice of Public Hearing and Bonds to be Issued,” substantially in the form attached hereto as Exhibit B (the “Notice”) to be (1) posted on the Issuer’s website, (2) posted on the Utah Public Notice Website, and (3) posted at the Issuer’s office, all at least 14 days prior to the Public Hearing, and to cause a copy of this Resolution (together with all exhibits hereto) to be kept on file in the Issuer’s principal offices in Vernal, Utah, for public examination during the regular business hours of the Issuer for at least thirty (30) days from and after the last date of publication of the Notice.    

Section 5.                This declaration is intended to be a declaration of official intent under Treasury Regulation § 1.150‑2.

Section 6.                The District Clerk of the Issuer is directed to complete and sign the Record of Proceedings attached hereto to officially record the proceedings at which this Resolution was considered for adoption.

Section 7.                The Issuer hereby retains Eric Todd Johnson, Johnson & Yellowhorse, as bond counsel and directs its officials and staff to assist their professionals.

Section 8.                All resolutions or parts thereof in conflict herewith are, to the extent of such conflict, hereby repealed and this Resolution shall be in full force and effect immediately upon its approval and adoption.

APPROVED AND ADOPTED this February 18, 2025.

____________________________________

                                Chair

ATTEST:

__________________________________

                     District Clerk

( S E A L )

EXHIBIT A

BOND RESOLUTION

(See Transcript Document No. __ )

EXHIBIT B

NOTICE OF PUBLIC HEARING AND BONDS TO BE ISSUED

NOTICE IS HEREBY GIVEN pursuant to the provisions of the Utah Local Government Bonding Act, Title 11, Chapter 14, Utah Code Annotated 1953, as amended, that on February 18, 2025, the Governing Board (the “Board”) of the Ashley Valley Water and Sewer Improvement District, Uintah County, Utah (the “Issuer”) adopted a resolution (the “Resolution”) in which it authorized the issuance of the Issuer's Water Revenue Bonds (the “Bonds”) in the aggregate principal amount of not to exceed $4,000,000 to bear interest at a rate or rates not to exceed one percent (1.0%) per annum, to mature in not more than thirty-five (35) years from their date or dates, and to be sold at a price not less than 99% of the total principal amount thereof. The estimated total cost to the Issuer for the proposed Bonds, if the Bonds are issued in the maximum amount and held until the maximum maturity, based on the maximum interest rate above, is approximately $4,742,400. However, the State of Utah Permanent Community Impact Fund Board has approved a grant to the Issuer for the Project in the amount of $1,000,000 none of which will need to be repaid and a loan in the amount of $2,935,0000 at 1.0% interest per annum to be repaid over 30 years, in which event the amount to be repaid will be approximately $3,411,600.  Presently, the Issuer has no more than $9,759,100 in outstanding bonds secured by a pledge of its water revenues.  As water revenue bonds, no taxes will be pledged to repay the Bonds.

NOTICE IS FURTHER GIVEN that the Issuer called a public hearing for the purpose of inviting public comment on the proposed issuance of the Bonds and the economic impact that the improvements proposed to be financed with the Bonds will have on the private sector. The public hearing will be held on March 18, 2025, at 12:00 p.m. noon, or as soon thereafter as feasible, at the District Office located at 609 W. Main, Vernal, Utah.

The Bonds will be issued pursuant to the Resolution and a Final Bond Resolution to be adopted authorizing and confirming the sale of the Bonds for the purposes to finance all or a portion of the costs of (i) the acquisition and construction of improvements for the Issuer’s drinking water system, including an administration building, and related improvements, and (ii) paying the costs of issuance of the Bonds.

A draft of the Final Bond Resolution in substantially final form was before the Board and was part of the Resolution (collectively, the “Bond Resolutions”) at the time of its adoption by the Governing Board.  The Final Bond Resolution will be adopted by the Board in such form and with such changes thereto as shall be approved by the Board upon the adoption thereof; provided that the principal amount, interest rate, maturity and discount of the Bonds will not exceed the maximums set forth above.

Copies of the Bond Resolutions and information on the Issuer’s outstanding bonds are on file in the office of the Clerk of the Issuer at the Issuer’s offices in Vernal, Utah, where they may be examined during regular business hours of the Clerk from 8:00 a.m. to 5:00 p.m. Monday through Friday for a period of at least thirty (30) days from and after the last date of publication of this notice.

NOTICE IS FURTHER GIVEN that, for a period of thirty (30) days from and after the last date of the publication of this notice, any person in interest shall have the right to contest the legality of the Resolution, the Final Bond Resolution, or the Bonds, or any provision made for the security and payment of the Bonds by filing a verified written complaint in the district court of the county in which he/she resides, and that after such time, other than referendum rights, no one shall have any cause of action to contest the regularity, formality or legality thereof for any cause whatsoever.

DATED:  February 18, 2025.

/s/                       Nora Garcia                         

District Clerk

EXHIBIT C

RECORD OF PROCEEDINGS

The Governing Board of the Issuer met in public session at the regular meeting place of the Board in Vernal, Utah, on February 18, 2025 (the “Meeting”), at the hour of 12:00 Noon, or as soon thereafter as feasible, with the following members of the Board being present:

Boyd Workman

David Hatch

Chair

Trustee

Dean Baker

Trustee

Max Haslem

Trustee

Brownie Tomlinson

Trustee

Also present:

Ryan Goodrich

District Manager

Nora Garcia

District Clerk

Absent: 

 which constituted all the members thereof.
 

After the Meeting had been duly called to order and after other matters were discussed, the foregoing resolution (the “Resolution”) was introduced in written form and fully discussed.

A motion to adopt the Resolution was then duly made by ________________________ and seconded by _____________________, and the Resolution was put to a vote and carried, the vote being as follows:

Those voting YEA:   

        Those voting NAY:    

        Those Abstaining:      

Other business not pertinent to the Resolution appears in the minutes of the Meeting.  Upon the conclusion of all business on the Agenda and motion duly made and carried, the Meeting was adjourned.

CERTIFICATE OF DISTRICT CLERK

I, Nora Garcia, the duly appointed and qualified District Clerk of the Issuer, do hereby certify that the attached Resolution is a true, accurate and complete copy thereof as adopted by the Governing Board at a public meeting duly held on February 18, 2025 (the “Meeting”). The persons present and the result of the vote taken at the Meeting are all as shown above. The Resolution, with all exhibits attached, was deposited in my office on February 18, 2025 and is officially of record in my possession.

IN WITNESS WHEREOF, I have hereunto subscribed my signature and impressed hereon the official seal of the Issuer, this February 18, 2025.

( S E A L )                                                       ____________________________________

                         District Clerk

CERTIFICATE OF COMPLIANCE WITH

OPEN MEETING LAW

I, ­Nora Garcia, the undersigned District Clerk of the Issuer do hereby certify, according to the records of the Issuer in my official possession, and upon my own knowledge and belief, that in accordance with the requirements of Section 52-4-202, Utah Code Annotated, 1953, as amended, I gave not less than twenty-four (24) hours public notice of the agenda, date, time and place of the February 18, 2025, public meeting held by the governing body of the Issuer as follows:

(a)        By causing a notice, in the form attached hereto (the “Meeting Notice”), to be posted at the principal office of the Issuer at least twenty-four (24) hours prior to the convening of the meeting, the Meeting Notice having continuously remained so posted and available for public inspection until the completion of the meeting; and

(b)        By causing a copy of the Meeting Notice to be posted on the Issuer’s website at least twenty-four (24) hours prior to the convening of the meeting.

(c)        By causing the Meeting Notice to be posted on the Utah Public Notice Website at least twenty-four (24) hours prior to the convening of the meeting.

In addition, the Notice of 2025 Annual Meeting Schedule for the Issuer, attached hereto, specifying the date, time and place of the regular meetings of the governing body of the Issuer to be held during the calendar year 2025 was posted on _____________, 202___, at the principal offices of the Issuer and provided to at least one newspaper of general circulation within the geographic jurisdiction of the Issuer on ____________, 202___, and posted on the Utah Public Notice Website on ______________, 202___.

IN WITNESS WHEREOF, I have hereunto subscribed my official signature this February 18, 2025.

____________________________________

                         District Clerk

( S E A L )