HomeMy WebLinkAboutAgenda Council Agenda 102998 WorkshopAll those wishing to address the City Council need to complete the necessary form (supply located in back
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CITY OF PALM BEACH GARDENS,
_WAjLWSH&-P MF_FTTNG
OC Fir �• , ���
7 :3� 9 M. —
I. PLEDGE OF ALLEGIANCE P0 `
II. ROLL CALL: 1\42v.r Tageuh 1C. Russo, Vice May*Y.La1!ive Fust2dG. Conncilmarn�Evic JaL15n,
C.rnncilman * avid Clark and Councilman Carl Sabatell* _
III. ANNOUNCEMENTS: �r0afl��C
IV. ITEMS FOR DISCUSSION:
1. Seacoast Voting Share
2. Palm Beach Garlens Municipal Golf Course
a. Golf Committee
U. Future Options
3. Citywide Parkway System
4. Tumpike Interchange
5. Fire Station Cost Analysis
6. Tennis Centel Update
V. CITY MANAGER'S REPORT
VI. ADJOURNMENT. c �` ro rn
J
--fff-drcvnhnre vv;th thw, Amevicans with _�XSsaiifitles Act anj Fioriaa S*iutc sn.26, persons with- iisiiiiii. '
nee-dine special accommodations to varticipate in this proceeding shRuld contact James Waldron, Jv., no later
_ than 5 days prier te_the sroceeding at telephone numyev (417) 775 -9255 fngssistance: if hearing impjasrei_
_tcle,%honr tho F1Av;dQ_ R.lax, 4z'*vv;1-wN11m1•er$ ($06) 955 -8771 (T))) sr (988) 955 -8768 (VOICE), fir
__ a_ssistance. Tf 9 nRVSOn decides ta_ameaL_anv decision made 1!y the Council. with respect tp any matter
_cenQ;dPvf -A 1t cnch meetintr er hearinLv. they w ;11 nRed a record of the avoceedinos. and for such vurrose. they
mav need to ensure that a verllatim record of the uvoceed;nLvs is made. wh3Ch record includes the-testimenv-
an.t rvideoce upon which the appeal is to Ism.
)Vie �� - fo to Z y 9 y
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
.. 25
TO: Bobbie Herakovich, Vice -Chair
FROM: Rim Bishop, Executive Director/ t
DATE: September 24, 1998
RE: BOARD MEMBER VOTING SHARE
Pursuant to your request, I am transmitting herewith all pertinent correspondence and Board
meeting minutes dated between October 22, 1997 and September 23, 1993, sorted
chronologically. It was on the former date that the triennial voting reapportionment estaylishing
Palm Beach Gardens as a "Majority Control Entity" was formally presented to the Board.
If you require further information, please contact me at your convenience.
cc SUA Board
Herbert Gildan
SEACOAST UTILITY AUTHORITY
ADNIINISTRATIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Direct OP �()
DATE: October 22, 1997
RE: RECALCULATION OF BOARD MEMBER VOTING SHARE
According to the* Interlocal Agreement which established Seacoast Utility Authority, 'Board
Member voting share' is to be recalculated every three years. I have attached a copy' of'the
procedure by which this calculation is performed. The last redistribution was completed in 1994
and it is therefore time for the re- evaluation.
The Authority's Data Processing Department queried the customer data base and produced the
following voting share distriyution:
Voting Share 9/97'
This distriLution, once ratified by Beard action, is to take effect in January 1990
RECOMMENDED MOTION
Motion to ratify weighted voting share allocation for the period 1991 through 2110 as follows:
Lake Park 8 %; North Palm Beach 17 %; Palm Beach Gardens 59 %; June ]leach 2%; and Palm
Beach County 23 %.
mas.a
Lake Park
NPB
PBG
Juno
County
Tletal
lwellinb
Units
1,666
3,940
12,516
45
6,569
24,71:
Non - Residential
(1,01# 081)
173,671
4�4,1f6
1,017,463
17,723
346,367
2,623,930
Voting "Units"
3,647
7,664
20,477
732
9,2:0
40,600
1"5-1997
Voting Share
M
17%
4554
2%
2P' /.
199: -2006
:• /,
17%
50%
2%
23%
This distriLution, once ratified by Beard action, is to take effect in January 1990
RECOMMENDED MOTION
Motion to ratify weighted voting share allocation for the period 1991 through 2110 as follows:
Lake Park 8 %; North Palm Beach 17 %; Palm Beach Gardens 59 %; June ]leach 2%; and Palm
Beach County 23 %.
mas.a
ORDINANCE NO. 1-1991)
AN ORDINANCE OF THE AUTHORITY BOARD OF THE SEACOAST
UTILITY AUTHORITY, ESTABLISHING A PROCEDURE FOR CALCULATING
BOARD MEMBER VOTING SHARE, AND PROVIDING FOR AN EFFECTIVE DATE
BE IT ORDAINED BY THE AUTHORITY BOARD OF THE SEACOAST UTILITY
AUTHORITY:
WHEREAS, the FIVE ENTITIES comprising the Seacoast Utility
Authority Board have agreed to a Weighted Vote Formula under the
terms of the Interlocal Agreement dated August 17, 1988, and
WHEREAS, the FIVE ENTITIES wish to establish a procedure to
effectuate the requirements of the Interlocal Agreement,
Section 1: The procedure set forth in Exhibit "A" to this
Ordinance is hereby adopted to effectuate the WEIGHTED VOTE FORMULA
under Section (2)(c) of the Interlocal Agreement.
Section 2: This Ordinance shall take effect immediately
upon passage. ` *+
PASSED ON FIRST READING THIS
DAY OF ��,'Y1�Q.� , 1990
PUBLISHED ON I J DAY OF '-� aAn un , 1991
PASSED ON SECOND READING AND ADOPTED THIS DAY OF,N-AAU U s ,
N►
1991.
(Authority Seal)
ATTF,,ST :
AUTHWt# CLERK
CAA�
11
r
i
EXHIBIT "A"
No later than the first scheduled meeting in October of each
third year beginning in 1991 (the "Meeting Date ") , the Executive
Director shall provide the Authority Board with an analysis of
voting share for each of the respective entities. For the purpose
of calculating Equivalent Residential Connections (ERCs) as
required in Section (2) (c) of the Interlocal Agreement, each
entity's boundary shall be the corporate limits legally in effect
as of the September 30 immediately preceding the reporting date.
Number of potable water ERCs shall be calculated as the sum of the
following:
Number of individually metered residential accounts as of
the September 30 immediately preceding the reporting
date, plus
Total potable water billed to all accounts other than
those which are individually metered residential accounts
(during the fiscal year immediately preceding the
reporting) divided by 365, this result divided by 350
Total votes shall be calculated as the sum of potable water
ERCs. The proportionate share of the total votes for each
jurisdiction shall be calculated as the number of potable water
ERCs identified within that jurisdiction divided by the Total
potable water ERCs. Voting share as so revised shall be effective
for all Authority Board business conducted at the meeting on the
reporting date after approval of the revised voting share and for
the following three years until the next reporting date.
2
New Votes 97
Seacoast Voting Shares based upon 10/01/95 thru 09/30/96
I Lake Park
NPB
PBG
Juno
County
Total
Units
1,688
3,900
12,516
42
6,572
24,718
Thousands of
Gallons
173,671
404,166
1,017,003
87,723
346,367
2,028,930
Voting "Units"
3,0471
7,064
20,477
729
9,283
40,600
Voting Share
7.50%1
17.40%
50.44%1
1.80%1
22.86%
100.00%
Page 1
1 � 3UX�P'0 r-/I / 1\I V &�
RECALCULATION OF BOARD MEMBER VOTING SHARE
There was a great deal of discussion on this issue regarding the 50% weighted voting that the City
of Palm Beach Gardens received with the current method of calculation and the impact that will
have on future Board meetings. Attorney Herb Gildan was asked his legal opinion on how this
could be changed. Mr. Gildan stated that the Interlocal Agreement would have to amended. It was
also discussed in detail how voting would be done and how Palm Beach Gardens would need at
least one other entity to vote with it to get an item passed, according to the Rules and Regulations
of the Authority. After much discussion, Executive Director Rim Bishop stated that there are two
governing regulations, the Interlocal Agreement and the Board- adopted ordinance establishing the
procedure by which votes are tallied. Without spending much time on this yet, Mr. Bishop
suggested that there might be some way to change the procedure of calculating the voting shares by
ordinance. More discussion took place and it was determined that staff would investigate this issue.
MOTION
Board Members Howland/Leary moved to defer this item until the November 19, 1997 Board
meeting.
The motion carried unanimously.
MOTION
Board Members Weisman/Nelson moved to direct Executive Director Rim Bishop to schedule a
workshop and to advise the Board if there is any rational method of evaluating a 49% voting share
for Palm Beach Gardens at this point in time.
The motion carried unanimously.
TELEFAX COVER SHEET
SEACOAST UTILITY AUTHORITY
DATE: OCTOBER 27,1997 TIME:
NUMBER OF. SHEETS INCLUDING THIS PAGE: 2
TO: HERB GILDAN
TELEPHONE NO.
(561) 627 -2900 EXT. 314
FROM: RIM BISHOP
TELECOPIER PHONE NO.
(561) 624 -2839
Following up on the Board's direction, 1 have a few thoughts 1'd like to share with you
regarding the voting share dilemma. If at all possible, I'd like your feedback before I
begin tying up our data processing personnel trying to calculate the Gardens at 49%.
On page 9 of the Interlocal Agreement, it says that:
1. "a majority of the Authority Board shall constitute a quorum"
and that
2. "no action of the Authority Board, except as otherwise provided in the preceding
sentence, shall be taken by the Authority without the concurrence of 51% of the
weighted voting"
Well, I think that our problem here is one of interpretation. I find no provision that
defines a "majority" as 51% of the voting share. Intuitively, and with more than a little
supporting logic, a "majority" means at least three of the five prescribed members. If
that is the case, business can be conducted with as few as three members attending.
Once we accept that, then it stands to reason that the second provision cited, the one
that requires 51% to carry a motion, refers,to 51% of the voting share represented „by members
in attendance, not 51 % of the total.
This approach seems consistent with that taken by local governments. On a five
member commission, I believe that three members constitute a quorum, and that two
members voting together can carry or defeat a motion (with the exception of certain
issues which require either unanimous or a minimum number of votes). If that is true,
that means that two affirmative votes, constituting only 40% of the total voting
authority, can decide an issue when the full body is not in attendance.
The Interlocal Agreement also contains a provision which requires any entity holding
more than a 50% voting interest to have at least one additional Board member
concurring in order-to carry a vote. Logically, this requirement should extend to
negative votes as well as affirmative votes. In the same sense that no individual entity
should have the power to impose its will, no such entity should be in a position to
thwart the collective will of four other constituent governments. It seems to me that
the entire concept of weighted voting is to allow the entity representing the greatest
service interest proportionately more policy influence, not absolute power. To
otherwise interpret the Interlocal Agreement is to allow growth to convert our existing
representative form of government into something inconsistent with our national
system.
The problem with this perspective is that on those occasions when less than a full
board is in attendance, the "Majority Control Entity" (50% or greater voting share) loses
most if not all of its Intended population based voting share advantage. With only
three members present, two members with a total voting share of, say 11 %, could
carry or defeat a motion against a 50% member. That seems a little unreasonable. I
would therefore recommend limiting the Majority Control Entity's obligation to have a
supporting vote to those occasions when the full Board is present.
Given these considerations, I propose that the Board amend the Rules of the Authority
to include a parliamentary section. In that section, the Board would affirmatively
interpret the intent of the Interlocal Agreement in the manner outlined herein.
Obviously, legal review would be required, but I heard no Board member comments at
this week's meeting which conflict with this approach. What do you think? Could you
live with this or should I begin the statistical search for the 49%?
Please give me your thoughts right away, because the November meeting is a week
early and there is much remaining to be done.
THANKS RIM BISHOP
1�
(riv)'The Authority. should it deem is necessary, for financing,
1�
taxation or ocher reasons, shall have the power to incorporate or cenducc
Ubusiness
in any other form as may be provided by law.
Authority Board: Composition. the Authority Board shad be
C.
by the
comprised of five members; one (1) meer,ber to be appointed each of
^ �jV
governing bodies of PUG, COUNTY, NPB, LP and JU. Voting; oL the members
initially shall be weighted as follows:
Palm Beach Gardens 402
County 202
Lake Park 102
1
Juno Beach 102
North Palm Beach 202
1002
This composition shall not change without the unanimous consent of all
five entities until October 1, 1991. On October 1. 1991. and thereafter.
the voting of the members shall be weighted in proportion to the number
of "Equivalent Residential Connections" (as herein defined) that each of
the FIVE ENTITIES has, now and at any time in chc future (as of the
"Determination Date ") , within its jurisdictional boundaries (the
•
"Weighted Vote Formula "); provided that no entity shall have less than 22
voting interest and that if any one of the FIVE ENTITIES has more than a
502 voting interest, by virtue of said Weighted Vote Formula (the
"Majority Control Entity "), then in such avant at least one additional
member of the Authority Board shall be required to assent in any actions
to be taken by the Authority Board. For purposes of this Section. the
term "Equivalent Residential Connection" shall mean a unit of usage of
350 gallons per day average annual consumption. In the event of the
usage of a master meter, the unit of gallonage usage shall be divided into
the gallonage consumed through said master meter to arrive at the LRC
equivalent value. The weighted voting percentage shall be adjusted on
the basis of the Weighted Vote Formula as of October 1. 1991, and
thereafter shall be adjusted on October 1st every three years (the
"Determination Dace).
The Authority Board members shall serve. at the pleasure of the
governing body by whom the Authority Board member was appointed, and may
be removed at any time by such governing board without cause or
requirement of hearing, and shall serve, unless earlier removed, terms of
four (4) years duration or-until such time as such ,Authority Board
t
:,umber':: replacement has bemu :.ppointed. - %u Authority Board members so
appoincea shall elect from among its members a Chairman and a Vice
Chairman to serve at the pleasure of than Authority Board. Election of
the Chairman and Vice Chairman shall be done annually at Clio first
regular Authority Board meeting. The Chairman shall preside at meetings
of Chu Authority :Board, , ;hall be recognized as head of the A!1thoriry
Board for service of process, execution of contracts, deeds and other
documents as approved by the Authority Board. —ilia Vice Chairman shall act
as Chairman during the absence or disability of the Chairman. The
Authority Board shall meet regularly at least once in every month at such
times and places as the Authority Board may prescribe by rule.J" Special
meetings may be held on the call of the Chairman or of a majority of the
board members, (in numbers or in Weighted Vote Representation) and,
whenever practicable. upon no less than twelve (12) hours notice to each
member and the public .'�L The Authority Board shall determine its own rules
and orders of business. *A majority of the Authority Board shall
constitute a quorum; but a smaller number may adjourn from time to time
and may compel thw attendance of absent members in the manner and subject
to the penalties prescribed by the rules of the Authority Board. No
action of the Authority Board, except as otherwise provided in the
preceding sentence, shall be taken by the Authority without the
concurrence of 51% of the weighted voting.
The Chairman, when the Authority Board is in session, shall enforce
parliamentary rules for its governance so far as tlicy are applicable to
the Authority Board proceedings.
. D. Revenue Bonds: Issuance, Etc. The Authority Board is
authorized to provide, from time to time. for the issuance of revenue
bonds to pay all or part of the cost of acquisition or operation of a
water system or wastewater system. or both, or any additions, extensions
or improvements thereto, in accordance with the provisions of law.
E. Schedule of Rates and Fees.
(i) The Authority Board shall fix the initial schedule of
rates. fees or other charges for the ttse .of and the services and
facilities to be furnished by any such water system or wastewater system
to be paid by the owner, tenant, or occupant of eacli structure, facility,
9
:,umber':: replacement has bemu :.ppointed. - %u Authority Board members so
appoincea shall elect from among its members a Chairman and a Vice
Chairman to serve at the pleasure of than Authority Board. Election of
the Chairman and Vice Chairman shall be done annually at Clio first
regular Authority Board meeting. The Chairman shall preside at meetings
of Chu Authority :Board, , ;hall be recognized as head of the A!1thoriry
Board for service of process, execution of contracts, deeds and other
documents as approved by the Authority Board. —ilia Vice Chairman shall act
as Chairman during the absence or disability of the Chairman. The
Authority Board shall meet regularly at least once in every month at such
times and places as the Authority Board may prescribe by rule.J" Special
meetings may be held on the call of the Chairman or of a majority of the
board members, (in numbers or in Weighted Vote Representation) and,
whenever practicable. upon no less than twelve (12) hours notice to each
member and the public .'�L The Authority Board shall determine its own rules
and orders of business. *A majority of the Authority Board shall
constitute a quorum; but a smaller number may adjourn from time to time
and may compel thw attendance of absent members in the manner and subject
to the penalties prescribed by the rules of the Authority Board. No
action of the Authority Board, except as otherwise provided in the
preceding sentence, shall be taken by the Authority without the
concurrence of 51% of the weighted voting.
The Chairman, when the Authority Board is in session, shall enforce
parliamentary rules for its governance so far as tlicy are applicable to
the Authority Board proceedings.
. D. Revenue Bonds: Issuance, Etc. The Authority Board is
authorized to provide, from time to time. for the issuance of revenue
bonds to pay all or part of the cost of acquisition or operation of a
water system or wastewater system. or both, or any additions, extensions
or improvements thereto, in accordance with the provisions of law.
E. Schedule of Rates and Fees.
(i) The Authority Board shall fix the initial schedule of
rates. fees or other charges for the ttse .of and the services and
facilities to be furnished by any such water system or wastewater system
to be paid by the owner, tenant, or occupant of eacli structure, facility,
9
,eICT -27-97 14:14 From:GREENSERG TRAURIG 5616556222 T -469 P.02/04 Job -096
GHkkNNkNG
A T T 0 A N 9 r N A T L A w
I fl fl U fl I G
561-65(7061
October 27, 1 997
VIA FAX
Mr. Rim Bishop
Seacoast Utility Authority
4200 Hood Road
Palm Beach Gardens, FL 33410
Re: Board voting numbers
Dear Rim:
A review of your analysis of the voting rights and responsibilities of Board Members
reflects how close the practice of law is to the treatment and disposal of sewage. Neither is easy
to clarify, and you can get stinky results if you mess with the normal processes.
Your conclusion that "a majority of the Board" to constitute a quorum requires three
members, rather than more than 50% of the voting shares is correct, in my opinion. Your leap
from there to conclude that a majority of a quorum is all that is needed to accomplish
"concurrence of 51% of the weighted voting ", is somewhat like confusing "influent' with
treated "effluent" in defining "wastewater ". Both could meet the definition, but only one would
usually fit a particular occasion.
Had the language of the Interloeal Agreement referred to the concurrence of 51 % of a
quorum, or 51 % of actual voting, then the conclusion you reached would follow. However, 51 %
of the weighted voting must refer to 51 % of the entire weighted vote, or the reference is
superfluous. Otherwise, the Gardens would have been able to carry votes by itself when either
the County or North Palm Beach was absent from a meeting, since it would have had more than
51% of every vote thereby. Actually, to protect the majority of the customers, as well as the
minority of the customers, it required both a numerical quorum and a percentage majority of all
members. Your interpretation could have made missing a meeting perilous for the majority, if
any three members could make decisions by a majority of their votes, It would have also been
perilous for the minority, if particular member(s) missed a meeting, since then all decisions could
i.N,:HNNN1tC 'rNSnN�r. i4tip •AIAN I.imwv no.srN R QUBNTHI.. P.A.
P.O. Il.o,: 34629 Wr. -1•1- PALM BNACII, t L011IDA 33etn -06?1)
561 -65A -7900 FAX 501- 655.621-1
111 SOUTII FI.At;imt UItIvH SUITE 110 LAST WHAT PALM UHAC11, 101.gl(tuA S3401
MIAMI NEW YORK WASUiNr•rom, 1).C.
Fitirr LAII11KIt11ALF. WEST PALM 11KAC11 TAI.I.AiIANN V.. QNLAND11
^.? -2T -9T 14:14 From:GREENBERG TRAURIG 5616556222 T -468 P.03/04 Job -096
Mr. Rim Bishop
October 27, 1997
Page 2
have been made by one entity. The fact that, once one entity exceeded 50% of the weighted
voting, at least one other member had to vote with the majority for a motion to pass suggest
strongly that this would be likewise necessary when no member had 51 % or more of the
weighted vote.
Under the 50 -50 percentage split it is clearly possible for tie votes to occur, and therefore
Board actions could be stymied in the future. Such a system of checks and balances is endemic
to our governmental thinking since unmitigated power vested in either the majority or the
minority of interests has proven to be detrimental to the public on too many occasion in history.
This usually leads to compromises, when significant issues are at stake, and to a smooth
operation generally when only routine decisions must be made. Furthermore, it is in the interest
of all Board members and their consumers to have the water utility function as smoothly,
efficiently and healthfully as possible. Since the utility products are treated, priced and delivered
to all customers uniformly and without discrimination if a member wanted to harm another entity
(which I cannot conceive would actually happen), the resultant harm to that member(s)'s own
consumers should be sufficient to produce a proper conclusion. Life and good health to all
people and institutions within our service area are dependent upon our utility providing quality
products and services to the area, and the pressures to do this should override any contrary
thoughts. Particularly with the checks and balances that are set forth in the Agreement, coupled
with the outstanding quality of our Board members and the importance of our products to the
success and health of our service area, concerns about possible negative actions from misuse of
weighted voting when one member alone has 50% of that vote seems to be highly exaggerated.
No entity should wish to harm the others, and none should have the opportunity to do so.
The current status of voting should tend toward that end.
This should eliminate a need to arbitrarily arrive at a 49% voting number where one
entity actually represents 50% or more of the consumers.
You make at least one other cogent comment. That is your analysis that the Agreement
could be interpreted to require a second vote for the majority entity to defeat a motion as well as
to pass a motion. I have some trouble with this as well. Since the utility is completely supported
by the revenue of the system, regardless of political boundaries, this suggestion could effectively
disenfranchise half, to a majority, of our consumers and remove their ability to balance the other
entities which represent the other half (or less) of the consuming public. It is, of course, possible
for the board to become deadlocked over one or more issues at a 50 -50 voting split, but this is
likewise true for Congress and the Florida Legislature, Where two separate houses must agree
on legislation, deadlock is not only possible but often actual. Our government was founded on
the concept that frustration of power is more beneficial than active power in either the majority
or the minority. As with our Utility, enlightened self interest leads inevitably to compromise
and decision. Especially in our situation, where much of what we are required to do is
determined by statutes and regulatory bodies over whom we have no control, as well as by our
GRTiF?4PrRt7 TRAURM
":;T -21 -97 14:15 From:GREENBERG TRAURIG 5616556222 T-469 P.04/04 Job -096
Mr. Rim Bishop
October 27, 1997
Page 3
bond documents that are fairly well totally in place, any attempt to revise the Interlocal
Agreement should be carefully considered, particularly if it is to be done without the express
approval of the various entities that own the utility authority.
The greater concern is that the Board may be unable to constitute a quorum of three
members or a majority of 51 % at a time when it is necessary to act. This would occur for proper
reasons of vacation, illness, or conflicting schedules. A parliamentary concept to solve this
situation is to have less than the majority meet and reschedule the meeting to a time and place
when the proper number of persons can meet. A second possibility, is to permit a Board Member
to attend a meeting by telephone when necessary, as long as the telephone is connected to a loud
speaker which permits the public to hear everything that is being said, as well as the Board
Members. It also permits the absent member to hear everything being said at the meeting, and
this has been used at several Condominium meetings when Snowbird board members were
needed to make a decision. Another device to compel attendance at a board meeting is to permit
members who are present to direct the Sheriff to gather up missing members and transport them
to the meeting. At least one charter of one of our constituent members has such a provision for
peopling a meeting. (I don't recommend this procedure, but point it out as one possibility). One
other consideration is to permit the Board to meet at another more convenient site where
sufficient members can assemble to do business, and the °public can be accommodated -such as
another public forum, a hospital, a large living room, etc. I continue to believe that the only time
that extraordinary measures will be needed to do Authority business is when illness, vacation,
other business schedules of a member, or the like occur. The ability to recess a meeting to
another date usually takes care of that problem. Other concepts to create a meeting are described
above. Any action taken now to devise a formula that will revise the proper determination of the
voting percentages leads to more problems than it solves. If an issue does arise that provides a
different outcome than would have occurred if the true percentages were applied, then I am not
certain that a Court would not invalidate the action in a lawsuit brought by the aggrieved party.
Thus, this effort lacks real lasting value to the Authority or its consumers.
I am not certain that this diatribe effectively disposes of the issue, and I would be pleased
to further discuss this with you at your convenience.
M OWW11
WPRIGILDANH/133163n Q6101I.DOCJ10/211 '!
Yours v ry truly,
C
Herbert L. Gildan
GR6L:NUI►1(C TRAURU:
INTEROFFICE COMMUNICATION
DATE: November 3, 1997
TO: Rim Bishop, Executive Director
Seacoast Utility Authority
FROM: Robert Weisman
County Administrato
RE: Voting
This is in response to your memo of October 28. For the moment, I am not
eager to accept Herb Gildan's opinion. My biggest hangup is that it seems
odd that the rules would allow a quorum to exclude a majority member but a
meeting of those members could not take any substantive action. It seems to
me either you have a meeting or you don't. I could understand that one would
not want matters of real importance to the majority member to be discussed
in the absence of the majority member. Perhaps we could have an adjustment
to the agreement that would provide for the certification of a major issue by
that member which would not be discussed in their absence. It just seems to
me that the Board needs to be able to conduct its business with any member
including the majority member absent.
Secondly, I would like to pursue the concept that the majority member needs
another member to vote down a motion of the Board. The language requiring
affirmative support by another member would seem to be logically applicable
to any vote for which the majority member is on the prevailing side.
I am not looking to cause trouble with Gardens or anyone else, but just
because we are getting along now and there are no divisive issues, we cannot
speak for the membership of this Board in future years. It is important that we
think about this rationally now. You may copy this to other Board members at
your discretion.
RW:Ik D ��
NOV 0 7 1997
b
SEACOWTILITY AUTHORITY
By
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Directo`P�
DATE: November 19, 1997
RE: BOARD MEMBER VOTING SHARE
At its October meeting, the Board directed staff to review the weighted voting share process.
Concern was expressed that with one member's share about to reach 50 %, more control than was
originally intended would be vested in that participating entity.
Applying the Board approved weighted voting share formula, Palm Beach Gardens gains certain
advantages which no Seacoast entity has heretofore held. Until now, Palm Beach Gardens could
carry an issue with any one member other than Juno Beach assenting. Now any other member,
including Juno Beach, can vote with Palm Beach Gardens and cause a motion to be passed. To
my knowledge, this development has not created significant concern.
Authority counsel Herbert Gildan has opined that the Interlocal Agreement requires greater than
50% of the total weighted voting support for any motion to pass, and that is impossible without
the assent of Palm Beach Gardens. This means that no Authority business can be conducted
unless Palm Beach Gardens' representative is present, and no motion can pass unless that
representative votes in the affirmative. The Board instructed staff to investigate means by which
voting shares could be distributed more equitably among Board members.
Enclosed is a proposed amendment to the Rules of the Authority. This amendment takes a
position diametrically opposed to Mr. Gildan's on the issue of weighted voting share required to
carry a motion. If adopted, this would require the major voting interest (Palm Beach Gardens) to
have an assenting vote whether in the affirmative or the negative, as long as the full Board was in
attendance. Such a measure would preserve the advantage of higher voting share while at the
same time preventing gridlock.
In addition, instead of requiring over 50% of the entire weighted voting to carry an issue, this
proposal establishes that requirement as over 50% of the voting share in attendance. By lifting
the second assenting vote requirement when less than the full Board is present, Palm Beach
Gardens retains a considerable advantage.
Seacoast Utility Authority Board
November 19, 1997
Page -2-
Based on Mr. Gildan's misgivings and staff's ministerial limitations, I offer this approach for
discussion purposes only, and without a recommended motion. If the Board wishes staff's input,
my recommendation is that the Board take no action except to ratify the current voting share
calculation. Mr. Gildan makes a compelling argument that the enclosed draft amendment may be
inconsistent with the intent of the Interlocal Agreement.
mas.3
3.5 Weighted Voting. Authority Board member voting share shall be weighted
as required by the Interlocal Agreement. For the purpose of implementing this provision,
the Authority Board hereby adopts the following principles and practices:
a. Attendance of any three of the five Board Members shall constitute a
quorum, even if the sum of such Board Members' weighted voting share is
less than 51 % of the total.
b. Each Board Member's weighted voting share shall be a percentage fixed
at the most recent "Determination Date."
c. No action of the Authority Board, except as provided in the Interlocal
Agreement, shall be taken by the Authority without the concurrence of
more than 50% of the aggregate weighted voting share of the Board
Members in attendance.
d. Should there exist a "Major Control Entity" as defined in the Interlocal
Agreement, at least one additional member shall be required to assent to
such entity's affirmative or negative vote whenever all Board Members are
in attendance. There will be no such requirement when less than all five
Board Members are in attendance.
e. Should the calculated "Weighted Voting Formula" yield a weighted
voting share of less than 1.5% for any participating entity, that entity shall
be assigned a minimum 2% voting share. The difference between the 2%
minimum and that entity's calculated weighted voting share shall be
deducted in equal parts from the calculated weighted voting share of the
other entities.
BOARD MEMBER. VOTING SHARE
No public comments.
CLOSE PUBLIC WORKSHOP
A memo written earlier by Mr. Bob Weisman was distributed to the Board. Mr. Weisman asked
Mr. Bishop if he had withheld earlier distribution based on an understanding that doing so might be
considered a prohibited communication between Board Members. Bishop stated that was correct.
Mr. Weisman disagreed. He further stated that as long as a document is available to the public, it
could have been distributed. The other Board members agreed. Chair Bobbie Herakovich stated
that our attorney should look into how this type of situation should be handled.
Mr. Weisman introduced two issues for Board discussion. The first is the definition of a quorum.
Attorney Herb Gildan responded that any three members can call a meeting, but, in his opinion,
nothing could be passed without 51% of the voting members available. Mr. Weisman stated that if
the document allows a quorum for a meeting to take place, that is should provide for the members
in attendance to be allowed to take action at that meeting.
The second issue that Mr. Weisman wished to discuss is that when the compromise was reached to
form the Authority Board, it was clear that the majority party should not be able to pass something
without a second Board Member voting with them. Mr. Weisman feels it was the intent that the
majority party should likewise not be able to veto an initiative without an assenting vote, and he
feels that the current document provides for this (Vice Chair Howland agreed with Mr. Weisman).
Attorney Gildan stated that the Interlocal Agreement states that "one additional member of the
Board should assent if any action is to be taken by the Board." Mr. Gildan stated that this does not
specifically state a negative or positive vote. Mr. Gildan stated that he does not disagree with Bob
Weisman as to the original intent of the document, but he is not comfortable that it is actually
written the way it was intended. Mr. Gildan stated that in his opinion, the majority party needs
another member to vote with them, but not necessarily if it is a negative vote. Another issue
discussed was whether the Interlocal Agreement requires the majority party to be present at a
meeting in order for action to be taken. Mr. Gildan stated that in his opinion, the majority party
must be in attendance.
The majority of the Board Members agreed that although there is presently no voting procedure
problem, primarily because everyone gets along, there is definitely the potential for future
difficulty. They further agreed that this issue needs to be resolved as soon as possible.
Howard Osterman, of DUS Consultants, an original member of the acquisition team, stated that the
Authority is recognized throughout Florida as a model utility run by multiple public entities. Mr.
Osterman stated that he agreed with Mr. Weisman that the original intent was not for one entity to
have full power of the Board, that the majority party should always have another Board Member
vote with them whether either for or against an . issue to carry it. Much more discussion took
place. Mr. Weisman stated that he also feels that if a quorum is present, then 51% of those present
can vote. Attorney Gildan disagreed and stated that it would be 51% of the weighted voting, and he
feels it means total weighted voting. Ms. Terry Leary agreed with Mr. Weisman as to the intent of
this language. More discussion took place.
MOTION
Board Members Weisman/Leary moved to authorize staff to prepare an amendment to the
Interlocal Agreement strictly to clarify Section C, requiring that the majority party needs one other
vote to carry an issue, whether that vote is positive or negative.
More discussion took place. Mr. Weisman stated that this is for clarification, not changing the
Interlocal. Ms. Terry Leary asked if the Board could look at the clarification before it is brought to
their respective councils. More discussion. Chair Herakovich stated that there is a motion and
second on the floor and she feels it makes sense to research and discuss this again first. After much
discussion, it was determined that staff would research tapes and attempt to determine the intent of
the Interlocal Agreement and provide Board Members approximate dates.
Motion passed unanimously.
More discussion took place regarding what constitutes a quorum, and specifically how much
weighted voting share is required to carry a motion. Mr. Gildan and Chair Herakovich felt that it
requires 50% of total weighted voting, the rest of the Board Members felt it should be 50% of the
weighted voting present.
MOTION
Board Members Weisman/Nelson moved to further amend the Interlocal Agreement to clarify
Section C that any three members of the Board shall constitute a quorum at any regularly scheduled
meeting and by a majority of weighted vote present at that meeting, action shall be authorized by
that Board.
Chair Herakovich said the first part is fine, but the second part needs more discussion. A
discussion took place. Chair Herakovich requested legal interpretation on the second part of the
motion. Mr. Howard Osterman asked whether all Board Members agree that a meeting should take
place in Palm Beach Garden's absence and whether Palm Beach Gardens should be able to defer on
any item it wishes to be present to discuss.
MOTION AMENDMENT #1
Board Members Weisman/Howland amend motion to allow for majority party to defer items for
further consideration until they can be present.
Chair Bobbie Herakovich passed the gavel to Vice Chair Howland.
MOTION AMENDMENT #2
Board Members Herakovich/Leary moved to amend motion to clarify to include research pros and
cons by staff and bring back to the Board to discuss.
MOTION AMENDMENT #3
Board Members Weisman/Nelson further amend motion to allow staff further research absence
issues at regularly scheduled Board meetings.
No discussion on motion amendment #3. Motion amendment #3 carried unanimously.
Board Members Herakovich/Leary withdrew motion amendment #2.
Vice Chair Ray Howland passed gavel back to Chair Bobbie Herakovich.
Motion amendment #1 carried unanimously.
Original motion carried unanimously.
R�CSRVEQ
DEC- 4.Q97
SEACOAST,IJT,�LITY AUTHORITY
By �—
DATE:
2
MMUNICATION
December 1, 1997
TO: Rim Bishop, Executive Director
Seacoast Utility Authority
FROM: Robert Weisman
County Administrato
RE: 1988 County Commission Discussions Establishing Authority
I have reviewed tapes of the County Commission meetings in 1988 at which
the Interlocal Agreement for the Utility was discussed and approved. While
there are a number of vague references to voting issues, the only specific
comment is by Gary Brandenburg, County Attorney:
... requires consent of one of the other entities to accomplish anything . .
when Palm Beach Gardens becomes the majority member."
In speaking to our attorney's about this issue, the general impression they
provide is that people don't think of the negative voting situation but that is
equally applicable.
Just as a check, Roberts Rules indicates that the negative voters on a failed
motion are on the prevailing side. I wasn't sure if "prevailing side" referred
to such voters.
I am agreeable with your language though the term in part D that does not
require a supporting negative vote for the majority member is incompatible
with the Agreement but can be a compromise. I would be interested in
debate on that point.
RW:lk
I 1 -24 -1997 2:32PM FROM TOWN OF LAKE PARK 1 561 848 2913 P.1
I IY111. rwil l Umv i U. i any tray DoW.1121M rorw 7AM4 AM
Paper 1 of 1
SEACOAST UTILITY RECEIVED
AUTHORITY NOV 2 ' 1997
OFFICE OF TOWN MANAGER
low 4200 HOOD ROAD
PALM BEACH GARDENS, FLORIDA 33410
FAX COVER PAGE
To: Ter �
ry Leary From Ri_ m Bishop u w �2.
l �.
Fax Number : 8482913 Company : Seacoast Utility Authori lAad,p ti
Date : 11/21/97 Time : 7 :49:44 AM - For Information Call: 561- 627 -291
Subject : Weighted voting share research - Fdx Number . 1- 561 -624 --2839 1
entities' original tund�tanding o the wei voting system, g� l
g p researchirng Seacoast fllcs for evidence of the f
The date of the Interlocal Agreement Establishing the Seacoast Water Utility is August 17. 1988. It was recorded
in the Public Records of Palm Beach County as a document dally executed by the four municipalities-and Palm
Beach County on Angnst 24.1988
Later this morning I will go to our Me storage and pull our news clippings Me to see if I can find report; of
separate entity meetings prior to these dates. I will send you my findings shortly.
Is it your intention to have Seacoast staff review tapes and minutes of commkAon/councO meetings or will the
Individual entity staffs perform that ihnction? Please let me know how you would like that to be handled.
all
1
�► t i
Cover pages by 0elrina
0"7
11 -24 -1997 2:33PM FROM TOWN OF LAKE PARK 1 561 848 2913 P•2
Town Commission Meeting
July 06, 1988
Commissioner Lemoine suggested that before they jump the
gun and start sweeping streets; what would they do with
the cars? They allowed parking on streets.
Mr. Hooker commented that they would have to get public
notices out to inform residents of the sweep; if persons
did not move their car, they would have to sweep around it
and leave a messy trail. He asked the Cuttnission if his
impression of their-wanting him to forget street sweeping
at this time was correct?
Commissioner Lemoine answered that if they addressed
themselves to the lots; the lots were pouring the sand
into the streets; he thought this would be a way to spend
their money more wisely.
The Zoning Code update, Item 8, was brought up by Mr. lit. WHITED'S
Hooker. He stated that they had 3 specific proposals to CONFIRMATION
look at and review. Mr. Hooker ccmmented that he and Mr. MOVED TO
Occhiuzzo basically agreed that they would be comfortable REGULAR AGENDA
with Whited; he asked that this item be moved to the
regular Agenda, the hiring of a zoning code rewrite.
Commissioner Lemoine stated that in the last budget, they
had set aside money for a planner.
Mr. Hooker remarked that although BOA Wham had been his
original recQia,endation; from what Mr. Occhiuzzo had told
him, and fz�cau what he had seen; he thought Mr. Whited
would be better; a singular person who would devote full
time* to the project, rather than an engineering firm who
would hire a planner that would be out of our grasp. Mr.
Whited would work in our department and we would be
working with him on a daily basis.
Attorney Gildan remarked that they had sent it out the day
before; it was due in Tallahassee by the 15th. The Town
of Lake Park will be put on record as being opposed until
they know what the document actually is.
C nnissioner Lemoine asked for a brief summazy of the
selling of Seacoast.
Attorney Gi,ldan stated that just before the sale ... was
produced between Foundation and a company called Juniper
Holdings; several of the c«<anities had attempted to get
together; Take Park, North Palm Beach, Palm Beach County
and Juno Beach had all agreed to try and get together;
they tried to get Palm Beach r --dens to also join so that
9
Mayor Baldwin
asked if we
had sent
our
objections to the
SEACOAST
SALE
Public Service
Commission
ardin
�9 9
the
sale of Seacoast
SUMMARY
Utilities?
Attorney Gildan remarked that they had sent it out the day
before; it was due in Tallahassee by the 15th. The Town
of Lake Park will be put on record as being opposed until
they know what the document actually is.
C nnissioner Lemoine asked for a brief summazy of the
selling of Seacoast.
Attorney Gi,ldan stated that just before the sale ... was
produced between Foundation and a company called Juniper
Holdings; several of the c«<anities had attempted to get
together; Take Park, North Palm Beach, Palm Beach County
and Juno Beach had all agreed to try and get together;
they tried to get Palm Beach r --dens to also join so that
9
11 -24 -1997 2:33PM FROM TOWN OF LAKE PARK 1 5G1 848 2913 P_3
Town C�*iatdssion Meeting
July 06, 1988
the 5 governments- who would be served by Seacoast, the
residents and electors would have a say in things; 4
agreed, the 5th (Palm Beach Gardens) did not. After that,
there was a meeting in PBG in Which the County and North
Palm Beach had been - invited by PBG to discuss if PBG would
join. This had lead to a suggestion that PSG would have 2
votes and put in $200,000; Palm Beach County and NPB'would
have 1 vote and would put up $100,000 each; Lake Park and
Juno Would each pay $50,000 and receive 1/2 vote.
Attorney Gildan mentioned that ccmmnts had been made by
the County Attorney, Gary Brandenburg, as well as the
staff were fairly well in line with that with a few
changes; these changes were not accepted by PBG; the
attempt was still going on to try to have all 5
gove&xumnts form a district under Florida Law that would
buy Seacoast in the name of the public and would operate
it uniformly and without discriminations; every single -
family hcme owner would get the same treatment.
At this salve time; Attorney Gildan told of their being
notified of the proposed sale being in existence; they had
asked that the Public Service Commission approve of the
transfer of certificate to operate Seacoast during this
period. Since none of the details had been filed as yet;
they did not have any information regarding the sale; he-
stated that he believed that PBG, the County, NPB and LP
had filed objections to this sale in general, as they did
not know what the proposition was to preserve their
rights.
Attorney Gildan mentioned the fact that it would be
possible that the private sale would work; then there was
the possibility that it would not; until they would know;
they filed their objections and stated same of their
concerns; such as the condition of the pipes in Take Park,
the well field and problems in the west section; each
goverr¢nent had different concerns. For the moment, they
were waiting for PSG to agree on the 5 government group
district. They were waiting to have Seacoast file the
contract with the PSC to see what it said.
Mayor Baldwin mentioned having spoken to a person that day
that told her that if a private developer bought Seacoast
they said they would not raise the rates.
Mr. Hooker remarked that was not correct; no matter what
they said; a private developer was a profit making
organization and all they would have to do would be to
have an amendment of their minutes of organization and
they could jack the rates up as high as they would want.
10
11 -24 -1997 2:34PM FROM TOWN OF LAKE PARK .1 561 848 2913
Town Commission Meeting
July 06, 1988
Mayor Baldwin then asked if the municipalities all gent in
and bought it; she had been told that they could only get
a bond for $56,000,000 would max out at $67,000,000. This
meant that the Town would be between a rock and a hard
place.; if the municipalities bought it, they would have to
raise the taxes to get up the rest of the bond money and
then they would raise the rate.
Attorney Gildan did not think that was correct. He stated
that the Government ordinarily did not buy a water or
sewer utility for the existing rates, paying the cost of
acquisition and everything else; he did -not think the
government would buy it and raise rates; the rates could
be done cheaper under private enterprise; the only one who
would pay for that would be the consumer With a rate
increase; the assumption Was and the philosophy of
government was that the revenue of the system itself;
what they were all presently paying, that revenue first
went to pay the cost of operating and maintaining, and
some goes to reserve and then pays the full debt without
raising rates; there had been a number of estimates as to
how much the present rates could afford to pay and that
varied from the high•$60's (millions) based upon rates and
certain assumptions that had been made as to the cost of
retailing with a slight rate increase.
Attorney Gildan did not think that we were between a rock
and a hard place, rather that we were in a good position
to-analyze the situation; if it turned out that they could
not do it cheaper, they would have to buy it; but he
thought that the government could do it cheaper.
Mr. Hooker, in order to give Mayor Baldwin a better
canparison, stated that there were apples and apples that
they could look at; there were other water facilities
being run by municipalities; at the present time, Riviera
Beach's water was approximately $2/1,000 cheaper than what
they were paying Seacoast; Seacoast was about to increase
the price of their water; the electrical utility operated
by take Work was developing and producing electricity a
lot cheaper than Florida Power & Light could; but when a
municipality operated a facility, they would find that the
prices, -across the board would be cheaper than a private
facility. He pointed out that the Public Service
CAuttission allowed a private concern to make a reasonable
profit; there was no need for a municipality to profit;
that would automatically be 7 -10% of the cost that would
be eliminated.
The Interloeal Agreement was discussed. The only one INTERLOCAL
reluctant to sign the Agreement was PSG and that one AGREEMM
required that each entity would have 1 vote; the Gardens DISCUSSED
11
P. 4
11-24-1997 2:35PM FROM TOWN OF LAKE PARK 1 561 BAB 2913, P•5
Town commission Meeting
July 06, 1988
continued to balk; continued to drag their feet; they
still want to be "top dog ", Mr. Hooker remarked. The land
to the' north and west of the Gardens, to be developed,
would be part of the utility and would create them to be a
mega --city amongst the other municipalities and they felt
that they should have the lion's share and the strongest
vote as to how this utility would be operated. Mr. Hooker
stated that it discouraged him to think that a city the
size of Palm Beach r-irdens, would be in a position where
they would "drown the dog, rather than save the boat."
Mayor Baldwin asked about what could be done with the
noise from the Park Inn. She asked Mr. Hooker if he would
lock into the surrounding cities to see how they
controlled their noise level and how they could deal with
noise pollution. _
C:&«uissioner Lemoine stated that in driving around all
over the County, he noticed a lot of the baseball fields,
public, county, etc., that had signs 3x3 along the
outfield fence; it was obviously done for a reason; .to
make money to maintain the property; done in a proper
manner, this actually looked good; he thought that this
would be something we could examine to help fund the new
fences and dugouts, etc. at the ballfield. He suggested
that if they could get $100 /sign, something like that, it
may be Worth it; it would also encourage more c"mianity
involvement from the business people.
Commissioner Lemoine discussed the newspaper pickup that
they were doing; he had an idea that they could ec w up
with sane sort of receptacle at the Library itself; making
it easier; other charity drives he had helped with always
had a container in a central location; everyone drove by
and placed their papers in it; it had worked pretty well.
Mr. Hooker offered to put a dumpster out back and mark it
for newspapers only. He ams, nted that he would have it
painted and placed in the Library parking lot; he thought
Commissioner Lemoine`s point was good; they would paint it
wh.i to .
The President of the Eagles offered to buy the first sign
at the ballfield.
Commissioner Lemoine asked if the Commission could direct
the Town Manager to study and implement a newspaper thing
and check out the legalities and so forth of putting the
signs on the fences; everyone else got away with it; he
could see no reason why they couldn't.
Attorney Gildan cautioned that they may have a sign
problem with billboards.
12
COMISSIONER LEMOINE
PROPOSES SIGNS ALONG
OUTFIELD FENCES
PAPER PICK -UP
AT LIBRARY
P.1
DEC 16 '97 06.07PM PALM BEACH GARDENS
FAX COYER SHEET
CITY OF PALM BEACH GARDENS
10500 N. MILITARY TRAIL
PALM BEACH GARDENS, FL 234104MBS
(561) 7?S -8250 (ADMINISTRATION)
FAX: (561) 775.8244 (ADMINISTRATION)
DATE: /4 LZ _._.
TO:J p-L„ � FAX NUMBER: -
COMPANY: PHONE NUMBER:
FROM: 6.-LLW!�� PAGES (INCLUDING COYER PAGE)—,
*- orNeX-' 9-a _ )-fQ�7YtIC6§ - - - -
Thank you.tf mat. lved in its entirety, or if this document is not legible, please call the
number above.
DEC 16 '97 06 :07PM PALM BEACH GARDENS
CITY COUNCIL REGULAR MEETING, 7/21/88
P.2
PAGE 2
la�:syits 4gatnst the City with the signing of this agreement, and attach
this agreement to the resolution as•' "Exhibit A ".
SEACOAST UTILITIES The City Manager stated each Council member has received a copy of the
Utility Agreement that is proposed by North Palm Beach, Lake Park, Juno
beach and Palm Beach County. The City Council did not feel it was
appropriate to enter into an agreement with Palm Beach County when they
were engaged in lawsuits against the City. Discussions ensued re: the
limitation of the percentage of voting power for the City of Palm Beach
Gardens in future years, since residents of the City will make up 80% of
\ the users of this utility in the future. The City Council requested the
City Manager determine what revenues the City would receive if the privat
owner buys Seacoast Utilities. The City Council also directed the City
""`Manager to further negotiate voting percentage with the other entities
REPORTS
COUNCILMAN -
KISELEWSKI Councilman Kiselei ,4si✓ci reported he attended a meeting of the Solid Waste
Authority yesterday where discussions ensued re: transportation in the
center of town.
MAYOR FEENEY Mayor Feeney stated he mat with Swab end Ant`;,;,y and agreed to dialogue
re: expansion of the County Commission to 7 members and single member
districts.
ITEMS BY THE
MAYOR AND THE
CITY COUNCIL'
COUNCILWOMAN
MONROE
1�: J
In response to Councilwoman Monroe, the City Manager stated, the Council
would have copies of the proposed Traffic Performance Standards as soon as
a few remaining problems are worked out.
DEC 16 197 06 :08PM PALM BEACH GARDENS P.3
CITY COUNCIL REGULAR MEETING, 8/4/88 PAGE 2
:• City Council, and with the agreement of Mr. Koenig, that he contact the
City Forester who shall direct hi;n to other locations on the property to
plant 20 trees.
Vice Mayor Martino stated the overall landscaping of this property, as well
as the Lassiter shopping center on the southeast corner of Military Trail
and Northlake Boulevard, is In poor shape and regl:ested the Petitioner
maintain these properties to a more presentable manner.
ITEMS BY THE
CITY MANAGER
BUDGET MEETINGS Due to a conflict in schedules, there will not be a budget meeting on
Monday, August 8, 1988. It was the concensus'of the City Council to
reschedule the budget meetings. beginning Tuesday, August 9, 19 7 :30
SEACOAST UTILITY The City Manager stated there were two versions of the Interlocal
Agreement for the purchase of Seacoast Utility. One had a 49% voting
limitation and the other was based on ERCs. The City Manager did not feel
the County would accept the agreement based on ERCs. It was the consensus
of the City Council to_add this to their agenda for the Special Meeting of
Tuesday, August 9, 1988, In addition to budget discussions_ /
REPORTS
COUNCILPAN
KISELEWSKI Councilman Kiselewski pointed out that John L. Orr, City Manager, has been
• appointed administrator of the high power line, proposed to be put in
along PGA Soul•evard
COUNCILWOMAN
MONROE Councilwoman Monroe reported attending a meeting of the Site Plan and
Appearance Review Committee meeting on Tuesday, August 2, 1 §88. where
• ® there were discussions re; Economy Inn at the northwest corner of I -95 and
Northiake Boulevard.
DEC 16 '97 06:08PM PALM BEACH GARDENS P.4
CITY COUNCIL
SPECIAL MEETING
S CITY OF PALM BEACH GARDENS
AUGUST 9, 1988
SEACOAST UTILITY The City Manager gave each- Council member a revised copy of the Interiocal
Agreement with palm beach Gardens, Lake Park, Juno Beach, North Palm Beach
and Palm Beach County, stating there were some changes on Rages 8 and 9.
The composition of the .'Authority, after it is established, within 3 years
the format will change based on ERCs in each jurisdiction. The initial
startup of the Authority would require a unanimous vote for any decisions
re: management team, operations, or condemnation. Another revision states
Foneother any entity has more- than'50% of the weighted voting, it must have
entity to vote with them. Any action taken by the Authority
uire 51% of the weighted vote. The money paid by each entity in
- "' - - -- -
® creating the Authority would be paid back in a 3 year period. Each entity
will.submit invoices for any other expenses incurred to date and the
Authority will make a decision, by unanimous vote, if the entities are to
be reimbursed. After this action, any revenues received by the Authority
will stay with the utility and the municipalities or county will not
receive any revenues from this utility. Vice ,Mayor Martino stated he
would like information why this agreement was good for the City.
A report was given re. terms of the sale of Juniper Investment Company and
how loans totally 571,000,000 were to be paid back.. It was noted that
Foundation Land did not sell any real estate, retaining all underlying
land and ail transmission mains,. Instead, Foundation will lease the real
estate and mains to Juniper Investment for $2,0001000 a year for 20 years.
At the end of the 20 years Juniper will have the opportunity to purchase
® the real estate and mains for $20,000,000 or what is then the fair marked
value. This brings the total purchase price over $115,000,000 purchase
12 -17 -1997 11:2SAM FROM TOWN OF LAKE PARK 1 S61 848 2913
AM .9"'On
i
TO:
FROM:
DATE:
SUBJECT:
�l
P. 2
"Jewel" of the Palm Beaches
MEMORANDUM
Rutz Bishop, -Execut1w Di>rect6r
Seacoast Utility Authority.
Term Leary, .Towry Manager
Lake Park
December 17, 1997
Weighted Voting of Seacoast Authority Board
After our discussion yesterday, I read. corns tents by Bob Weisman and ywr draft of the
rules pertaining to the voting section of the interlocal agreement. I want to compliment
you on your work. This is a complicated issue.
t Qiso agree tls2t Kara "D" Is somewhat of a puzzle. It does not seem to me that there
should be a difference between an. affirmative vote_ or a negative vote. Either scenario
is an "action' and should. be treated the same. . For example:
If Lake Park, Juno and the County were. the 3 present at a meeting. Business could be
conducted. if Lake Park and Juno vote in favor of an issue and the County votes
against, you are saying that the issue is defeated and the County prevails. On the other
hand, if the County votes in favor and Lake Park and Juno voter against, what happens
then? Maybe I don't understand but if you would share this with the other Board
members, t too would be interested in the discussion and ideas?
Call if you have further thoughts. See you at 3pm.
535 YaltA ..dve"w, Y,a lea Ailk, A"dac 33403'
• (56y) - 848 -3460 &94) RU -294S
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Director
DATE: December 17, 1997
RE: BOARD MEMBER VOTING SHARE
At its November meeting, the Board directed staff to prepare a draft Interlocal Agreement
amendment which would accomplish the following:
1. Clarify that for its position to prevail in a board vote, whether supporting or opposing, the
Majority Control Entity must have at least one assenting vote, and
2. Confirm that a voting quorum exists at any meeting attended by a minimum of three
board members, regardless of their weighted voting share, and
3. Allow the Majority Control Entity the authority to defer board consideration of specific
agenda items.
Enclosed is a draft amendment to the Rules of the Authority which accomplishes those
objectives. If it is the Board's desire, this amendment can easily be incorporated as a change to
the Interlocal Agreement, one which could be considered by the entities' councils and
commissions. Should the Board find this procedure clearly consistent with the intent of the
Interlocal Agreement however, it may wish simply to amend the Rules.
The Board also directed staff to provide each Board member with approximate dates when the
respective commissions /councils may have discussed Seacoast's proposed weighted voting share
procedures. This information was sent via fax to each entity on November 24, 1997. I have
enclosed the written responses received to date.
Reviewing this material, there appears to have been no clear and detailed discussion of whether
the Majority Control Entity was to be vested with veto authority. Of recent comments made by
principals involved with the acquisition, however, most indicate that it was not. Rather, it seems
a logical but unintended artifact of an otherwise eminently . fair and remarkably successful
political structure. It therefore is both reasonable and prudent to deal administratively with such
unforeseen conflicts.
mas.5
l�
3.6 Weighted Voting. Authority Board member voting share shall be
weighted as required by the Interlocal Agreement. For the purpose of implementing this
provision, the Authority Board hereby adopts the following principles and practices:
a. Attendance of three or more of the five Board Members shall constitute
a quorum, even if the sum of such Board Members' weighted voting share
is less than 51 % of the total.
b. Each Board Member's weighted voting share shall be a percentage
fixed at the most recent "Determination Date."
c. Except as provided herein or in the Interlocal Agreement, no action
shall be taken by the Authority without the concurrence of a minimum of
two members and greater than 50% of the aggregate weighted voting
share of the Board Members in attendance.
d. Should there exist a "Majority Control Entity" as defined in the
Interlocal Agreement, at least one additional member shall be
required to assent to such entity's affirmative or negative vote whenever
all Board Members are in attendance. When less than all five Board
Members are in attendance, only aff rmative votes of the Majority
Control Entity shall require a minimum of one additional assenting vote.
e. Any Board Member representing a Majority Control Entity may
temporarily suspend consideration of specific proposed Authority Board
meeting agenda items for one regularly scheduled'business meeting only.
The Majority Control Entity Board Member must deliver to the
Executive Director written confirmation of intent to so suspend no later
than one working day before the meeting. Business suspended under this
provision shall be placed on the agenda for the next regularly scheduled
Authority Board meeting and may only be deferred again by affirmative
vote of the Authority Board. Board action taken on matters not so
suspended by the Majority Control Entity Board Member under this
section shall be deemed ratified by the Majority Control Entity Board
Member.
f. Should the calculated "Weighted Voting Formula" yield a weighted
voting share of less than 1.5% for any participating entity (Minority
Voting Entity), that entity shall be assigned a minimum 2% voting share.
The difference between the assigned 2% minimum and the Minority
Voting Entity's calculated weighted voting share shall be deducted pro
rata from the calculated weighted voting share of the remaining entities.
Such deductions shall be directly proportional to respective calculated
voting share as of the effective Determination Date.
Practical application of the enclosed revision to the Rules of the Authority:
FULL BOARD IN ATTENDANCE
To block or carry a motion, PBG needs one additional vote
LESS THAN A FULL BOARD, PBG PRESENT
Any motion will fail without PBG support
A motion only passes if PBG and one other member support it
LESS THAN A FULL BOARD, PBG ABSENT
Motion only passes if more than 50% of the voting share present support it
UNDER ANY CIRCUMSTANCE
PBG can pull items off the agenda, but such items must be acted upon at the next meeting
THEREFORE
If PBG doesn't want a proposed agenda item to pass but can't attend the meeting, PBG
can write the Executive Director and remove that item. PBG must then make certain to
attend the next meeting.
At the next meeting, if a full Board is present, PBG must persuade one other member to
vote against the proposal. If there is a quorum but less than five Board members
attending, PBG can, without further support, block passage. If PBG misses that meeting,
the will of over 50% of the voting share in attendance will prevail.
If PBG wants a proposed agenda item to pass, it can call it up for a vote whenever there is
a quorum and needs only one other member to assent whether there is a full board
attending or not.
PBG ADVANTAGES
• No other member can unilaterally defer a vote on any item
• With a full Board present, no other member can carry or block a motion with just one
other assenting member
• With less than a full Board present and PBG attending, no other member can block a
motion by itself
.0�- L:=I -//3c-0, 1 ,� (>
BOARD MEMBER VOTING SHARE
Chair Bobbie Herakovich suggested to the Board that as they begin this discussion that they step
back from their positions as various public agency employees and visualize themselves as
shareholders in the Authority. Ms. Herakovich stated that there has been a lot of research into this
issue since the last meeting and she felt the best way to handle it is for each Board Member to get
the opportunity to state their opinion/comments.
Chair Herakovich stated that per the research she has done and reviewing the Interlocal Agreement,
the three items listed in Mr. Bishop's memo would require an amendment to the Interlocal
Agreement. Ms. Herakovich further stated that she asked for a legal opinion from the Palm Beach
Gardens attorney and his interpretation is that the Interlocal Agreement states the majority entity
can go up to as much as 92 %, but if any entity has more than 50 %, that entity would require one
other entity to vote with it to pass a motion. The Interlocal does not state that the same majority
entity would require any other entity to vote with it for a negative vote. Also, in this interpretation,
it was stated that three or more Board Members could hold a meeting, but unless the majority entity
was present, no action could be taken. Chair Herakovich referred to pages 8 & 9 of the Interlocal
Agreement. Ms. Herakovich compared a stockholders meeting in that if the majority share holder
was not present for a,meeting, the minority voting share would not be able to vote without them and
she felt that is why the Interlocal was set up the way it was.
Ms. Terry Leary stated that in her opinion and interpretation the Interlocal Agreement requires the
majority share holder to have another entity voting with it whether it is a. positive or negative vote.
She felt that the original intent would not be for one entity to have total veto power. Ms. Leary also
stated that she disagreed with the interpretation of not being able to hold a meeting without the
majority shareholder. She felt this would literally stop everything for however long that member
could not attend a meeting.
Mr. Bob Weisman also disagreed on the issue of the majority share holder needing another entity to
vote negatively on an item or that a meeting cannot be conducted without the majority share holder;
he felt that the interpretation is that the majority share holder requires another entity to vote on a
negative vote also. There was some discussion as to definitions in Ratiert's Rules of Order. Mr.
Weisman stated that the word "action" means positive or negative, which if interpreted this way,
the majority share holder would need another entity for a positive or negative vote.
There was more discussion on all these issues as well as on the politics and intent at the time the
Interlocal Agreement was signed. There was also much discussion directed toward defining the
issues and the differing interpretations of Interlocal Agreement regarding these issues. Mr. Rim
Bishop reviewed the proposed amendments and suggested some further revisions to accommodate
the hoard's needs.
It was discussed that the voting share percentages were changed pursuant to the Rules and
Regulations of the Authority and that they did not have to %e ratified liy the Board. In the course of
notifying the Board of these changes, these other issues arose.
Mr. Bob Weisman stated that these problems are not going to go away, but if the rest of the Board
agrees, this issue could be put to rest until future circumstances dictate that it be resolved. The
issue of the majority shareholder's absence was discussed. Mr. Weisman further stated that he
disagrees completely with Ms. Herakovich's interpretation of the Interlocal Agreement as it applies
to weighted voting. Mr. Weisman believes that 51% of the weighted voting means that with a
quorum, a meeting can be held and for a vote to carry, it would need 51% of the weighted voting
present. More discussion took place.
Mr. Howard Osterman of DUS Consultants stated that it does not surprise him that these problems
are arising. Mr. Osterman explained the history of the Authority and how the five entities were
competing for the purchase of Seacoast, as well as a private owner wanting to purchase it. Mr.
Osterman stated that it was a difficult time for this group to get together and agree on the Interlocal
Agreement. Mr. Osterman further stated that at the time it was developed, everyone involved has
to agree on a system of checks and balances and went on to explain that the way the Authority was
developed, the five entities are not the share holders, the customers are the share holders; every
customer has the same right as the other customers. When a public utility is operating, it is
necessary to always operate for the benefit of the customers. At best, this is a Board of Directors,
not a group of shareholders. Mr. Osterman pointed out that the way the Authority operates, a
customer in Lake Park is just as important as a customer in Palm Beach Gardens, every customer
needs to have his service protected. Mr. Osterman further stated that through all this confusion, he
feels that both positions are right and that this confusion is a consequence of original intentions not
being clearly defined.
More discussion took place regarding the veto power the majority entity would have on all matters,
i.e. administrative matters as well as situations directly affecting the customers. This means if the
majority entity did not want a certain employee to get raises, he /she would not get it.
Attorney Herbert L. Gildan stated that, in his opinion, the majority entity would always need
another vote, whether positive or negative, but the majority entity must always have to vote. This
would protect all entities, whether majority or minority. He felt that the document (Interlocal
Agreement) as it sits before everyone could be interpreted this way and it would protect everyone.
Mr. Bob Weisman stated that he has not spoken with Commissioner Marcus regarding the
Authority issues yet, but he feels it is time to do so. Chair Bobbie Herakovich stated that she has
not brought this to her City Council either, that she brought it to her legal counsel instead at this
point. She stated that her legal counsel has the same opinion as Mr. Gildan's original one. Mr.
Raymond Howland stated that he would not be adverse to amending the .Interlocal Agreement, if
necessary, even if this means bringing it to the North Palm Beach Commission and that he agrees
with Mr.•Gildan's latest opinion. Ms. Terry Leary stated that she is not reluctant to bring it to the
Lake Park Council either. Ms. Gail F. Nelson stated that she is not adverse to bringing this issue to
the Juno Beach Council and she also agrees with Mr. Gildan's latest opinion.
Much more discussion took place. It was agreed on that Attorney Herb Gildan, Executive Director
Rim Bishop, Howard Osterman of DUS Consultants, Chair Bobbie Herakovich and Palm Beach
Gardens' city attorney would meet to discuss this issue and it would return on a future agenda.
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: - Rim Bishop, Executive Director
DATE: February 25, 1998
RE: BOARD MEMBER VOTING SHARE, SPECIAL COUNSEL
At its January meeting, the Board voted to retain special counsel to address voting share issues.
As directed, Mr. Gildan nominated two individuals whose names and credentials were submitted
to each Board member and are included in this packet.
No clear consensus for selection was reached. Broken down by individuals, the preference was 3
— 2 in favor of Richard Weiss. By voting share, it was 52% — 48% for Sam Goren. Given this
division, staff recommends that the matter be determined by affirmative Board vote. Further,
staff requests that the Board precisely frame the question(s) it wishes special counsel to address,
and that it establish a firm budget and time limit.
STAFF RECOMMENDATIONS
PROPOSED QUESTIONS FOR SPECIAL COUNSEL
1. May the Majority Control Entity, as the lone dissenting vote, cause a legal motion to be
defeated?
2. What Board actions, if any, may be taken at a meeting when the Majority Control Entity's
representative is not present?
PROPOSED RESPONSE PERIOD — 60 DAYS (No later than April 25, 1998)
PROPOSED BUDGET - $5,000
mas.20
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BOARD MEMBER VOTING SHARE, SPECIAL COUNSEL
MOTION
Board Members Herakovich/Weisman moved to retain Sam Goren as Special Counsel.
Discussion took place regarding the two candidates and their qualifications. Mr. Weisman preferred
the other candidate, but did not want to make an issue of it. Most Board Members checked their
respective legal counsels for advice. In an earlier poll, the majority of the Board Members preferred
Richard Weiss, but by voting share total, it was 52% - 48% in favor of Mr. Goren.
The motion carried:
Yes No
Gail F. Nelson
2%
Terry Leary
8%
Bobbie Herakovich
50%
Bob Weisman
23%
Raymond J. Howland
17%
83% 17%
Board Members Leary/Nelson moved to set response time to 60 days with a $5,000.00 budget.
Discussion took place as to what a fair budget amount would be as well as a reasonable response
time. Attorney Herbert Gildan stated that $5,000.00 was a very generous budget and 60 days was a
generous response time.
SUBSTITUTE MOTION
Board Members Weisman/Nelson moved to set response time to 30 days with a not to exceed
$5,000.00 budget.
The motion carried unanimously.
03/20/98 FRI 10:44 FAX 1 407 624 2839 SEACOAST UTILITIES Q001
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TELEFAX COVER SHEET
SEACOAST UTILITY AUTHORITY
DATE: March 20, 1998
TIME:
NUMBER OF SHEETS INCLUDING THIS PAGE: 3
TO: BOB WEISMAN FROM: RIM BISHOP
TELEPHONE NO. TELECOPIER PHONE NO.
(561) 627 -2900 EXT. 314 (561) 624 -2839
Sorry for the delay in responding to your fax, just got back in the office yesterday.
Regarding voting share, following is the sequence of events pertinent to -your inquiry:
7/25/90 SUA staff proposes 7 voting share calculation formulae options to Board. Board
directs staff to bring the issue back in 11/90 for further consideration.
11/28/90 Board discusses the issue. Weisman moves, Nelson seconds, Board
unanimously approves motion to direct executive director to review practical
and legal aspects of three options for calculating voting share, obtain written
legal opinion on whether the Board has the authority to implement any such
procedure, to bring back a recommendation at the next Board meeting, and
to prepare the recommendation in the form of an ordinance.
12/19/90 Board approves first reading of enclosed ordinance.
1/23/91 Board approves second reading and adopts ordinance,
I hope that this provides the information you were looking for. If not, i can pull the relevant Board
packets and correspondence.
TELEFAX COVER SHEET
SEACOAST UTILITY AUTHORITY
DATE: March 20, 1998
TIME:
NUMBER OF SHEETS INCLUDING THIS PAGE: 3
TO: BOB WEISMAN FROM: RIM BISHOP
TELEPHONE NO.
(561) 627 -2900 EXT. 314
TELECOPIER PHONE NO.
(561) 624 -2839
Sorry for the delay in responding to your fax, just got back in the office yesterday.
Regarding voting share, following is the sequence of events pertinent to your inquiry:
7/25/90 SUA staff proposes 7 voting share calculation formulae options to Board. Board
directs staff to bring the issue back in 11/90 for further consideration.
11/28/90 Board discusses the issue. Weisman moves, Nelson seconds, Board
unanimously approves motion to direct executive director to review practical
and legal aspects of three options for calculating voting share, obtain written
legal opinion on whether the Board has the authority to implement any such
procedure, to bring back a recommendation at the next Board meeting, and
to prepare the recommendation in the form of an ordinance.
12/19/90 Board approves first reading of enclosed ordinance.
1/23/91 Board approves second reading and adopts ordinance.
I hope that this provides the information you were looking for. If not, I can pull the relevant Board
packets and correspondence.
By the way, only Palm Beach County and Palm Beach Gardens have expressed an interest in
filing a position statement with special counsel on the voting share issue. He has had staffs
information packet and the County's position statement for about two weeks, and PBG indicates
that it will make its submittal next week. The point is that while the issue is on this month's agenda,
I doubt that we will have anything from special counsel at that time.
Please give me a call if I can assist further.
THANKS RIM BISHOP
ORDINANCE NO. 1-199D
AN ORDINANCE OF THE AUTHORITY BOARD OF THE SEACOAST
UTILITY AUTHORITY, ESTABLISHING A PROCEDURE FOR CALCULATING
BOARD MEMBER VOTING SHARE, AND PROVIDING FOR AN EFFECTIVE DATE
BE IT ORDAINED BY THE AUTHORITY BOARD OF THE SEACOAST UTILITY
AUTHORITY:
WHEREAS, the FIVE ENTITIES comprising the Seacoast Utility
Authority Board have agreed to a Weighted Vote Formula under the
terms of the Interlocal Agreement dated August 17, 1988, and
WHEREAS, the FIVE ENTITIES wish to establish a procedure to
effectuate the requirements of the Interlocal Agreement,
Section 1: The procedure set forth in Exhibit "A" to this
Ordinance is hereby adopted to effectuate the WEIGHTED VOTE FORMULA
under Section (2)(c) of the Interlocal Agreement.
Section 2: This Ordinance shall take effect immediately
upon passage. nn
PASSED ON FIRST READING THIS `1 DAY OF �s�'r�QQ�' , 1990
PUBLISHED ON ) DAY OF , c&) ,-c3rq , 1991
PASSED ON SECOND READING AND ADOPTED THIS DAY
1991.
(Authority Seal)
CkAX;I&A
ATTEST:
7
AUTH CLERK
1
EXHIBIT "A"
No later than the first scheduled meeting in October of each
third year beginning in 1991 (the "Meeting Date ") , the Executive
Director shall provide the Authority Board with an analysis of
voting share for each of the respective entities. For the purpose
of calculating Equivalent Residential Connections (ERCs) as
required in Section (2) (c) of the Interlocal Agreement, each
entity's boundary shall be the corporate limits legally in effect
as of the September 30 immediately preceding the reporting date.
Number of potable water ERCs shall be calculated as the sum of the
following:
Number of individually metered residential accounts as of
the September 30 immediately preceding the reporting
date, plus
Total potable water billed to all accounts other than
those which are individually metered residential accounts
(during the fiscal year immediately preceding the
reporting) divided by 365, this result divided by 350
Total votes shall be calculated as the sum of potable water
ERCs. The proportionate share of the total votes for each
jurisdiction shall be calculated as the number of potable water
ERCs identified within that jurisdiction divided by the Total
potable water ERCs. Voting share as so revised shall be effective
for all Authority Board business conducted at the meeting on the
reporting date after approval of the revised voting share and for
the following three years until the next reporting date.
2
MAR -16 -1998 06:45
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P.01
County Admtn)stration
TO:
P.O. Box 1989
West Palm Beach. FL 33402.1989
- �" r r A
v C .
(561) 355 -2030
Fax: (561)355.3982
http:llwww.e.o. pal m • beachAus
FAX
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# PAGES INCLUDING COVER SHEET: u,
Palm Beach County
-- - -_... --- ______. -__a•• ., ..____ ==r,� ____
Board of County
Commissioners
FROM: _ROBERT WEISMAN. COUNTY. ADMINISTRATOR
Burt Aaronson, Chairman
DATE: r c y-
Maude Ford Lee, vice Chair
r
Karen T Marcus
TELEPHONE NO: (5fi11355 -2712
Carol A. Roberts
Warren H. Newell
FAX NO: (5611 35.5_ -3682 _
Mary McCarty
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Ken L. Foster
COMMENTS:
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County Admini9tratot
i
Robert Weisman, P.E.
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PLEASE REPORT ANY TRANSMISSION PROBLEMS TO
i
•An F.qualOpporrunf(y
LOUISE KELLY (561) 355 -2712
AjfirmadvvAedon Employer"
Wprinted on rocyded paper
MAR -16 -1998 08:45
beare of t.uunay a.vuun��..v.....
Carol ]. Elmquist, Chairman
Karen T. Marcus. Vice Chair
Carol A. Roberts
Ron Howard
Carole Phillips
INTSROFFICS MEMORANDUM
DATE: July 27, 1990
TO: Commissioner Karen Marcus
P.02
Ian Winters
FROM: Robert Weisman, P.S., Assistant County Administrator
RE: Seacoast Utilities - voting shares _
.-x �xass :a�emtaxxxxxsaas�xxaoxCx¢ aye= �SxCxxsxara�tsLS�xCOxoxsaaarls =ce =:s
On October 1, 1991, the voting shares that were set up in the
original Agreement for Purchase will be changed to reflect actual
usage in each jurisdiction. Seacoast staff at yesterday's Board
meeting brought up for Board consideration questions regarding this
calculation.
It turns out to my surprise and perhaps amusement that a literal
calculation in accordance with the Agreement, which I believe is
fully enforceable, would give the County the largest voting share
at this time. This is due to the fact that unincorporated areas
are particularly high water users on this system. Lost Tree
Village is an example. I gather that Mr. Orr, when he became
apprised of the situation, raised questions with staff and legal
counsel as to alternative methods that could be used for this
calculation.
Attached please find the summary that was provided at our Board
meeting. I have added a column #8 which describes the present
voting shares as established in the Agreement. It appears that an
effort is being undertaken to arrive at a compromise on #7 which
would provide a middle.ground between the Gardens and the County
and provide the most advantageous calculation to two of the other
cities. I did not agree to any such compromise at the meeting and
voiced my displeasure with the process that was being undertakers.
"An I qudi Oplxutunit). • AFiirmitivc. Action Emplovvr"
BOX 1989 WEST PALM BEACH. FLORIDA 33402 -1989
pewfed w" recycled itsr (407) 3SS -2030
Suncom (407) 273-2030
ME
MAR -16 -1998 08:46
Commissioner Karen Marcus
July 27. 1990
Path a
P.03
The other cities were noncommittal. This matter has been deferred
until November to allow for additional research by staff.
Please advise if you wish to discuss this further.
Robert Veisman. P.B.
Assistant County Administrator
RW : l k
Attachment:
Voting Share Calculation Options
MAR -16 -1998
08.46
P.04
VOTING SHARE CALMT.ATION OPTIQNS
v
AAUn a
(utilizing May, 1990 Data)
Lake
Park •
SLTM 1ARY OF OPTIONS
9
(Column numbers on matrix below correspond to
the following
numbered options)
0
MION_#
1.
One vote per dwelling unit including units under capacity
45
reservation, converting non -- residential usage to ERCs by
48
dividing by 350 gallons per day.
34 40 39
2.
One vote per dwelling unit, excluding capacity
reservations,
3
excluding, reclaimed wastewater.
3
3.
one vote per dwelling unit including capacity
reservations,
North Pala Beach
including reclaimed wastewater.
19
4.
One vote per dwelling unit excluding capacity
reservations, -
20
including reclaimed wastewater.
Beach County
S.
Water sold, excluding reclaimed wastewater.
24
6.
Water sold, including reclaimed wastewater.
20
7. Operating Revenue (sale of water and sever service).
.VOTING SHARE EXPRESSED AS %
TOTAL P.04
v
AAUn a
Lake
Park •
8
9
8
8
7 6 10
0
Palm
Beach Gardens
45
43
48
47
34 40 39
4-0
Juno
Beach
3
3
3
3
2 2 2
(C)
North Pala Beach
18
19
17
1'8
17 16 19
20
Palm
Beach County
26
26
24
24
40 36 30
20
TOTAL P.04
E �e, OT
S v - 3 a 7N-4�Z-O 1 -1
BOARD MEMBER VOTING SHARE
Board Member Bob Weisman distributed a memo dated 7/27/90 that his secretary recently
discovered regarding the voting share issue. Mr. Weisman stated that he had written this memo to
Commissioner Marcus and attached a resolution approved by the Authority Board regarding the
voting share formula. Mr. Weisman stated that the reason he is bringing this up is to show the
Board that there was a dispute by the Board over the voting share as long ago as 1990. Mr.
Weisman felt that the voting share calculation procedure adopted then was done to satisfy Palm
Beach Gardens. Mr. Weisman asked the Board to take this memo with them and take time to read
it. He further indicated that he would be asking Executive Director Rim Bishop to research the
tapes of the meetings at which this was discussed. Mr. Weisman felt that this memo provides some
history to this issue and gives a reason to question the process of voting share. More discussion
took place.
Vice Chair Bobbie Herakovich apologized to the Board that Palm Beach Gardens' position
statement had not been given to Attorney Sam Goren to date. She stated that it would be in Rim's
hands no later than Monday, March 30, 1998.
TELEFAX COVER SHEET
SEACOAST UTILITY AUTHORITY
DATE: March 31, 1998
TIME:
NUMBER OF SHEETS INCLUDING THIS PAGE: 7
TO: SAM GOREN
TELEPHONE NO.
(561) 627 -2900 EXT. 314
Sam:
FROM: RIM BISHOP
TELECOPIER PHONE NO.
(561) 624 -2839
Just received the enclosed "brief' from Palm Beach Gardens' city attorney this morning. I will
transmit a copy to you by mail as well.
I am still trying to find out whether Lake Park intends to file materials for your consideration. Their
Board representative is in Tallahassee until Wednesday, but I am hoping to hear from an
administrative assistant later today.
I would dearly love to have your report available for distribution with this month's Board packet on
April 15. Since I have heard nothing from Lake Park in about a week, my guess is that they might
decide not to submit at all. On that basis, perhaps you could begin your review. As soon as I have
a firm answer from Lake Park, I will let you know.
Thanks for your help. Please call if you need anything further.
RIM BISHOP
MEMO
To: Bobbie 1 Icrakovich, City Manager
CITY OF PALM HF.ACI1 UARDF.NS
From: David A. Acton, Esq.
WATITRSON, I•IYLAND & KI.F'1-1', PA.
Subject: Seacoast Water Utility Authority Interlocal Agreement
Date: March 30, 1908
Pursuant to your request, I have reviewed and analyzed the Interiocal Agreement executed
by the City of Palm Beach C.iardens in 1998 to establish the Seacoast Water Utility Authority
(hereafter "the Agreement "i. 1 address in this memorandum the questions you have raised con-
cerning int.erprctation of section 2.C:. of the Agreement, which specifics the voting rights of the
signatory governmentat entities in the event any one ol'them has more than 50 %, ol'the "weighted"
voting interest (as the City now has, according to your questions).
The portion of section 2.C. of* the Agreement which must be interpreted provides:
"On October 1, 1991, and thereafter, the voting ofthc members shall be weighted in
proportion to the number of "I ?quivulent Residential Connections"... that each of the
FIVE ENI'ITIFS has ... within its jurisdictional boundaries (the "Weighted Voting
Formula "); provided that no entity shall have less than 2 % voting interest and that
iifany one of the HVI- ENTITIES has more than a 50 % voting interest, by virtue of
said Weighted Voting Formula (the "Maiority Control Entity "), then in such event
at least one additional member of the Authority Hoard shall he required to assent in
any actions to he taken by the Authority Board."
'Me "Five Entities" referenced in the quoted text are (as you know) the City of Palm Bosch Gardens,
Memo rc: Seacoast Water Utility Authority I.A. Mtge 2 or0
March 30, 1998
the Village of North Palm Beach, the Town of i.ukc Park, the Town ofluno Licaeh, and Palm Beach
County.
From a review of the entire Agreement, it is readily apparent that two methods or addressing
the voting status of the rive govcmmental entities are embodied in the document. Each government
simultaneously holds both "full membership" within the Authority, yet has only a proportionate
:chary of the voting interest based upon the number of water service "connection;' within its
jurisdiction.
On the one hand, each governmental entity is an "equal" member of the authority liar some
purposes, without regard Cor the so- called "Weighted Voting formula." Fach governmental entity,
for example, is guaranteed a voting representative on the Authority Board regardless of how Few
"Equivalent Residential Connections" it may have within its jurisdiction. Seep §2.C. Each govern-
mental entity is also "equal" to every other entity with respect to any amendment to the Agreement
since it can be amended only by the "unanimous" written agreement ol� all five governmental
entities, soe §7, meaning one with more than a 50% weighted voting interest and one with the
absolute: minimum 2% weighted voting interest arc nevertheless "equal" in their ability to fibrestall
any amendment that either might dislike.
On the other hand, each governmental entity Possesses only a proportionate "voting interest"
that is akin to the voting rights possessed by shareholders of a corporation. As determined under the
so-called "Weighted Voting Formula," a governmental entity is guaranteed at least 2% of the entire
voting interest and may have ,Ls much as a 92% voting interest (assuming each of the other entities
2
Memo rc: Seacoast Water Utility Authority I.A. page 3 of 6
March 30, 1998
had only the guaranteed minimum of 2% each). 'llic division of the entire voting interest into such
prc)portionate shares obviously reflects the reality that the decisions of the Authority will ultimately
affect one governmental entity more than another and that the entity most alTected would thus want
a greater voice in the decisions made by the Authority hoard.
The utilimLion in the Agreement of equivalent "membcf4 status for some matters and a
weighted "voting interest" for other matters appears to be an attempt to strike a balance between the
interests of a governmental entity which has a majority of the users affected by the utility and the
potentially divergent interests ol'the governmental entities which have only a minority of the users
affected. In fact, the two approaches are even used interchangably in the Agreement at times. For
example, a "special meeting" of the Authority Board may be held upon the request "of a majority
of the board members." 1•1owcvcr, the Agreement expressly states that,thc required "majority" may
be "in numbers or in Weighted Vote Representation," so that a special meeting could he called elther
by any 3 of the 5 governmental entities or by a single governmental entity which liar more than a
5001., voting interest. Such references in the Agreement are also a demonstration that the drafters of
the document clearly knew the difference between the two concepts and presumably utilized one or
they ether (or in this instance, both) with spcc:ific regard liar what they intended to accomplish.
Admittedly, there arc some instance where it may be unclear what the drapers of the
Agreement intended. For example, it is stated in section 2.C. of the Agreement that a quorum is "a
majority of the Authority Board," but there is no rclemncc to whether the "majority" may be
detcunined "in numbers" or "in Weighted Vote Representation." It may he reasonably implied from
3
. ....... . . ++� r w .w w �-... r • .r -..+. 1"� 1 1 UY . /t t T T . /1 T t7C �{i� /CIA
Memo re:: Seacoast Water Utility Authority I.A.
March 30, 1 998
Page 4 of 6
the remainder of that sentence, however, that the intent was to determine a quorum basal upon the
number of governmental entities in attendance rather than the proportionate voting interest
represented by those attending since it rerers to "a smaller number'' having the authority to adjourn
and to "compel the attendance of absent memhers," but not to the "voting interests" involved.
Your principal question is how the governmental entities should interpret the provision
within the previously quoted text of section 2.C. of the Agreement that states: "irany one of the Five
Entities has more than a 50% voting interest.... then in such event at least one additional member
of the Authority Board shall be required to assent in any actions to be taken by the Authority
Board." 'rhe answer, I believe, rests in the second -to -the -last sentence ol' section 2.C. of the
Agreement, which Provides: "No action of the Authority Board, except as otherwise provided in the
preceding sentence Iregarding a quorum, ctc.l. shall he taken by the Authority without the
concurrence of 51" of the weighted voting."
Inc latter sentence makes it clear that a governmental entity which holds more than a 50%
voting interest must vote in favor of any motion, resolution, or other proposal in order liar it to be
adopted. This is sul?jcct to the requirement explicitly stated in the quoted text of'-section 2.C. that
at Icast one other governmental entity must concur in order ror any measure to be adopted, regard-
less ofwhether the second entity has only the absolute minimum 2% voting interest or has a 43.99%
voting interest (the hugest share any entity could have if another entity has more than 50 %, since the
remaining three entities would have at least 2% each).
The natural converse of the foregoing is that a governmental entity which has more than a
4
Memo re: Seacoast Water Utility Authority I.A. I'age 5 ol'f
March 30, 1998
50% voting interest and votes against a motion, resolution, or other proposal has clrectivcly
"vetoed" the adoption of any such measure, since it would thus deny the 51% required by the
Agreement for the Authority to take any action. The use of the word "assent" thus makes perfect
sense in the earlier sentence of the Agreement, since a "majority entity" dock not tte,'cd any other
governmental entity to vote with it in order to "dissent" and defeat a measure through lack of 51 %
of the voting interest.
The corollary question you have posed is whether the calculation of "51 % of the weighted
voting" that is requited by the Agreement for any action to be: taken by the Authority tc presents only
51 % of the aggregate total orvoting interests possessed by those govcmmcntal entities in attendance
I
at a particular meeting or represents the overall voting interests calculated for each governmental
entity under the Weighted Voting formula regardless of whether any particular entity is present or
absent From a particular meeting.
The answer to your question is based upon the fact that the Agreement only refers once to
the "weighted voting interest" or members in connection with the attendance of Authority Board
members at a meeting, and that is the previously discussed provision concerning who may call a
special meeting. Otherwise. all references to the "weighted voting interest" of the governmental
entities are based upon the calculations under the Weighted Voting Formula, establishing the interest
or governmental entity regardless of whether it is present at a particular meeting to cast its vote in
such proportionate share.
When interpreting documents such as the Agreement, it must be presumed that the dratlers
5
Memo re: Seacoast Water Utility Authority I.A. Page 6 ol'6
March 30, 1 c98
who represented each of the five gvvernmentul entities denit with each other in arm's-
length
negotiations and understcxxi what they meant when they used panicular words in this various sections
of the Agreement. Thus, when they rcl'erred in section Z.C. to "the concurrence of 51 % of the
weighted voting," rather than to 51 %af the weighted maing iruerert of thane members in attendance,
they presumably intended to be consistent with the preceding portions or the same section and
required a majority orthe weighted voting calcuated under the Weighted Voting Formula established
at the outset orsuch section, not a more limited calculation based only upon which members showed
up for particular meetings. furthermore, this would be the only interpretation or "thc 51% clause" .
which is harmonious with the balance or section 2.C.
1 trust this analysis addresses all of* the questions you have raised concerning interpretation
of the Agreement's provisions related to the voting rights of the signatory governmental entities.
1 lowcvcr, if 1 can be of further assistance to you with regard to this matter, please do not hesitate: to
ask.
I': \C:I'�FtIS'1'URY\ l ORO�S.I XK(319.(Dfill)
6
WATTERSON, HYLAND & KLETT
PROFESSIONAL ASSOCIATION
4100 RCA BOULEVARD, SUITE 100
DAVID A. ACTON PALM BEACH GARDENS, FLORIDA 33410 -4247
BARRY B. BYRD
PRESTON J. FIELDS
PAUL R. COLIS
WILLIAM J. HYLAND, JR
STANLEY DALE KLETT
CAROLE WALLACE POST
LES C. SHIELDS
TERENCE J. WATTERSON
SCOTT W. ZAPPOLO
LAMES F. MILLER
Of Counsel
April 8, 1998
The Honorable Roberta Herakovich
City Manager, Palm Beach Gardens
10500 North Military Trail
Palm Beach Gardens, FL 33410
Re: Seacoast Utility Authority Interlocal Agreement
Our file no. 319.066
Dear Bobbie:
APR 3
TELEPHONE
(561) 627.5000
FACSIMILE
(561) 627.5600
LYNN M. FOCHT,
Administrator
We just received a copy of the Memorandum prepared for the Seacoast Board by
"outside legal counsel" Sam Goren and Michael Cirullo. It comes as no surprise to me that
their conclusions are the opposite of those which I have expressed to you previously
concerning the meaning of the text of the Interlocal Agreement.
You may wonder how two.attorneys could reach such conflicting judgments about
the same document. Putting aside any influence of bias or ulterior motive, it can easily
occur -- as it appears to have occurred in this instance -- when the attorneys start their
analysis with different basic assumptions. While I began with the premise that the text of
the Interlocal Agreement was consistent and understandable, Mr. Goren and Mr. Cirullo
began the substantive portion of their Memorandum (pg. 2, last two lines) with the
statement "[i]t is clear that the language in the ILA is ambiguous ...."
You should understand that Mr. Goren and Mr. Cirullo had to begin with that
assumption rather than mine in order to refer to -- and, ultimately, rely upon -- extraneous
sources of information, such as the minutes of meetings, prior memoranda, etc. Those
documents would otherwise be irrelevant and unavailable to aid in "interpreting" the text
of the Interlocal Agreement, as Mr. Goren and Mr. Cirullo have liberally done. Instead, they
would have had to rely only upon the text of the document itself, as I did, and could not
read anything into it beyond what it actually contained.
Letter to the Hon. Roberta Herakovich Page 2
April 8, 1998
There are several other legal points about the Memorandum which need to be
addressed, especially if you continue to believe that the best interests of the City require
you to maintain your position concerning the rights of the City under the Interlocal Agree-
ment, Indeed, I believe that you need to understand how the conclusions of Mr. Goren and
Mr. Cirullo really amount to nothing more than an attempt to amend out of existence the
provision of the lnterlocal Agreement which clearly provides that "[n]o action of the
Authority Board ...'shall be taken by the Authority without the concurrence of 51% of the
weighted voting."
However, before I embark upon a lengthy written analysis, or even the preparation
of an outline (with copies of legal authorities) that we can then discuss verbally, I want to
be sure that you are aware such work would be billed on an hourly basis (as is all of our
work on Seacoast matters) and that you accept the added cost to the City for such work.
If so, it will be done very soon.
If I do not hear from you about this within a day or two, I'll call you.
Sincerely,
a4z
David A. Acton
P: \CP \H ISTORY\1089 \9. DOC(319.060)
STEVEN L. JOSIAS
SAMUEL S. GOREN
JAMES A. CHEROF
DONALD J. DOODY
KERRY L. EZROL
TO:
FROM:
RE:
071, 19:
JOSIAS, GORE.-,-r, CHEROF, DOODY & EZROL, P.A.
ATTORNEYS AT LAW
SUITE 200
3099 EAST COMMERCIAL BOULEVARD
FORT L.AVDERDALE, FLORIDA 33308
TELEPHONE (954) 771 -4500
FACSIMILE (954) 771-4923
MEMORANDUM
Rim Bishop, Executive Director
Seacoast Utility Authority
Samuel S. Goren, Esquire
Michael D. Cirullo, Jr., Esquire
MICHAEL O. CIRULLO, JR.
PETER A. LICHTMAN
NICHOLAS R. LOPANE
JULIE F. KLAHR
Seacoast Utility Authority ( " SUA ") /Weighted Voting Issues Legal Opinion
[Our File No. 980091
April 7, 1998
This law firm has been retained as special counsel to the SUA to render a legal
opinion on two issues related to the voting rights of the members of the SUA given
that one of the members, the City of Palm Beach Gardens, has attained a majority of
the weighted votes. Specifically, this office has researched the following issues at
your request:
1. May the Majority Control Entity, as the lone dissentir)g vote, cause a
legal motion to be defeated, or does the "assenting vote" requirement
apply to the negative as well as affirmative votes?
2. In view of the fact that a quorum is identified as three members, what
Board actions, if any, may be taken at a meeting when a quorum exists
but the Majority Control Entity is not in attendance?
It is the opinion of this office that the "assenting vote" requirement would apply to the
negative as well as the affirmative votes, and that should a quorum exist at a meeting
19800911Iegal.opl
-1-
without the presence of the Majority Control Entity, the Authority Board may take any
action that is approved by the majority of the weighted votes present at the meeting.
Basis of Review
In preparing this legal opinion, and forming an opinion on the issues presented to this
office, we reviewed the following documents forwarded to us by the SUA:
Interlocal Agreement, dated August 17, 1988;
Rules And Regulations of the Seacoast Utility Authority, dated August, 1988;
Ordinance 1 -1990, adopted on second reading on January 23, 1991;
Memorandum, from Rim Bishop to the Seacoast Utility Authority Board, dated
October 22, 1997;
Excerpt of Minutes, July 6, 1988 Lake Park Town Commission Meeting;
Excerpt of Minutes, Palm Beach Gardens City Commission Meetings on the
following dates: July 21, 1988; August 4, 1988; and, August 9, 1988;
March 2, 1998, letter from Rim Bishop to Josias, Goren, Cherof, Doody & Ezrol,
P.A.; and,
Memorandum, dated February 26, 1998, from the Palm Beach County
Attorney's Office to Robert Weisman, County Administrator.
Memorandum, dated March 30, 1998, from David A. Acton, Esquire, to Bobbie
Herakovich, City Manager for the City of Palm Beach Gardens.
Letter, dated March 31, 1998, from Timothy E. Monaghan, Esquire, to the
undersigned.
In addition, this office has reviewed relevant case law relating to contract
interpretation issues, and reviewed other sources, including dictionaries and Robert's
Rules of Order, to provide guidance for the opinion provided herein. We specifically
note that North Palm Beach and Juno Beach did not provide any written opinions on
the voting issues.
It is clear that the language in the ILA is ambiguous regarding the effect of the
development of a Majority Controlling Entity on procedural issues and the actions of
(980091 Uegal.op)
-2-
the Authority Board. This office agrees with the County Attorney's Office that the
application of rules of contractual construction and a review of extrinsic evidence to
determine the intent of. all parties to the ILA regarding the affect of the development
of a Majority Control Entity is necessary. In reaching our conclusions on the issues
presented by the SUA, this office was guided by the following language in James v.
Gulf Life Ins., 66 So. 2d. 62 (Fla. 1953):
Agreements must receive a reasonable interpretation according to the
intention of the parties at the time of executing them, if that intention
can be ascertained from their language. In the transactions of business
life, sanity of end and aim is at least a presumption, though a rebuttable
one. A reasonable interpretation will be preferred to one which is
unreasonable. When the evidence of the agreement furnished by the
contract itself is not plain and unmistakable but is open to more than one
interpretation, the reasonableness of one meaning as compared with the
other and the probability that men in the circumstances of the parties
would enter into one agreement or the other are competent for
consideration on the question as to what the agreement was which the
written contract establishes. Where the language of an agreement is
contradictory, obscure, or ambiguous, or where its meaning is doubtful,
so that it is susceptible of two constructions, one of which makes it fair,
customary, and such as prudent men would naturally execute, while the
other makes it inequitable, unusual, or such as reasonable men would not
be likely to enter into, the interpretation which makes a rational and
probable agreement must be preferred. The interpretation of any
instrument ought to be broad enough to allow it to operate fairly and
justly under all the conditions to which it may apply. A court will not
place an unjust interpretation upon a contract, unless the terms thereof
compel it to do so. An agreement will not be interpreted so as to render
it oppressive or inequitable as to either party or so as to place one of the
parties at the mercy of the other, unless it is clear that such was their
intention at the time of agreement was made. An interpretation which
is just to both parties will be preferred to one which is unjust. Every
intendment is to be made against the interpretation of a contract under
which it would operate as a snare. The inconvenience, hardship, or
absurdity of one interpretation of a contract or its contradiction of the
general purpose of the contract is weighty evidence that such meaning
was not intended when the language is open to an interpretation which
is neither absurd nor frivolous and is an agreement with the general
purpose of the parties.
Id. at 63 -64.
1980091 \legal.opl
-3-
ISSUE I
May the Majority Control Entity, as the lone dissenting vote, cause a legal
motion to be defeated, or does the "assenting vote" requirement apply to the
negative as well as affirmative votes?
Answer: The "assenting vote" requirement applies to negative, as well as
affirmative, votes, such that the Majority Control Entity could not
defeat a motion based on its sole dissenting vote.
The Interlocal Agreement (ILA) provides a basis for voting on a weighted system
based upon the "Equivalent Residential Connections" ( "ERCs ") associated with the
parties to the ILA. At the time that the ILA was executed by the parties, the City of
Palm Beach Gardens, while possessing the greatest percentage of ERCs, did not
possess the majority of them. However, it is clear from the ILA that the parties
anticipated that Palm Beach Gardens would obtain a majority of the ERCs soon after
the execution of the Agreement. This is evident by the provisions of section 2(C) of
the ILA which address the scenario of a Majority Control Entity. The parties attempted
to address this issue and limit the power of the Majority Control Entity by requiring an
additional assenting vote to any action that the Majority Control Entity sought to
occur.
Section 2(C) of the ILA provides, in pertinent part:
(1]f any one of the FIVE ENTITIES has more than a 50% voting interest,
by virtue of the Weighted Vote Formula (the "Majority Control Entity "),
then in such event at least one additional member of the Authority Board
shall be required to assent to any action taken by the Authority Board.
The key aspect of the above - quoted language is its application to "any action taken
by the Authority Board." (emphasis added). The term "action" is not defined within
the ILA. Reference to outside sources assists with determining the meaning of the
term in the document. Merriam Webster's Colleqiate Dictionary, 10th Edition, defines
the word "action" in part as "a thing done." Moreover, although the SUA is not an
agency subject to the provisions of Chapter 120, Florida Statutes, the term "agency
action" is defined therein to include "the denial of a petition to adopt a rule or issue
an order," as-well as "any denial of a request made under s. 120.54(7)." Section
120.52(2), Florida Statutes. Given the above, the term "action" in the ILA must be
read to include negative actions, such as the denial of a motion.'
' Palm Beach Gardens argues that the term "assent" is the critical word in
this language, and as a result the Majority Control Entity would possess a "veto"
power. However, the term "assent" means "to agree with something esp. after
[980091 \legal.opl
-4-
The issue of whether the contract requires an additional member to vote with the
Majority Control Entity in order to defeat a motion is complicated by the presence of
conflicting language within section 2(C) of the ILA. On one hand, section 2(C)
provides:
(1)f any one of the FIVE ENTITIES has more than a 50% voting interest,
by virtue of the Weighted Vote Formula (the "Majority Control Entity "),
then in such event at least one additional member of the Authority Board
shall be required to assent to any action taken by the Authority Board.
However, the final sentence of section 2(C) of the ILA reads:
No action of the Authority Board, except as provided in the preceding
sentence, shall be taken by the Authority without the concurrence of
51 % of the weighted voting.
Hence, the issue arises regarding how to proceed where a motion which receives the
votes of four of the five members, but only receives 49% of the weighted votes
present at a meeting since the only dissenter is the Majority Control Entity, with whom
none of the other members concurred.
The apparent conflicting provisions requires a further examination of the intent of the
parties, and to either reconcile the conflict or give the contract a reasonable
interpretation. James, 66 So. 2d. at 63; see also Dune I, Inc. v. Palms North Owners
Assn, 605 So. 2d. 903 (Fla. 1st DCA 1992).
"it is a cardinal rule of contract construction that the intent of the parties governs."
Dune I, Inc., 605 So. 2d. at 904. A review of the intent of the parties at the time of
execution of the ILA supports the conclusion that the ILA should be interpreted to
require one other party to vote with the Majority Control Entity in order for the
Majority Control Entity to prevail. Minutes of the July 6, 1988, Lake Park Town
Commission meeting reflect concern over Palm Beach Gardens becoming a "mega -city
amongst the other municipalities," and over Palm Beach Gardens' perceived agenda
of wanting to control the entity. More importantly, excerpts of minutes from Palm
Beach Gardens City Commission meeting reveal that the Commission of that City was
aware of their potential power over the SUA, given that the City would eventually
contain eighty (80 %) percent of the users of the utility. Minutes, July 21, 1988, Palm
Beach Gardens City Commission meeting. Subsequently, the City Commission was
thoughtful consideration." Merriam Webster's Colleqiate Dictionary, 10th Edition.
Parties can agree on negative actions, such as the denial of a motion, as well as
affirmative actions.
(980091 \legal.opl
-5-
advised that there were outstanding issues related to voting rights. Specifically,
whether there would be a cap on the voting power of forty -nine percent (49 %), or
whether the vote would be in proportion to the ERCs. Minutes, August 4, 1998, Palm
Beach Gardens City Commission meeting.
On August 8, 1988, the Palm Beach Gardens City Commission was advised of a
revision to the ILA regarding voting rights, wh.ich in the end became the voting rights
clause in the executed ILA. The City Commission was advised that under the revised
language, "if any entity has more than 50% of the weighted voting, it must have one
other entity to vote with them." Minutes, August 8, 1988, Palm Beach Gardens City
Commission meeting. Hence, it appears that even Palm Beach Gardens, the
governmental entity which all parties recognized would ultimately become the
"Majority Control Entity," was aware that it would need one other vote, regardless of
its weighted authority, to prevail on any vote.
An interpretation of the voting rights within the ILA, to require one other party to
agree with Palm Beach Gardens in order for that City to prevail in a vote, is consistent
with the intent of the parties, which was to prevent Palm Beach Gardens,
notwithstanding its majority voting position, to dictate all policy and actions to the
other three municipalities and Palm Beach County. The requirement of an additional
vote -. even just one (1) vote - to permit Palm Beach Gardens to prevail in any vote of
the Authority Board, protects the intent of the parties, and prevents the other
municipalities and the County from having, in effect, no voice in the operations of the
SUA.
The Authority Board must recognize that Palm Beach Gardens is the majority voting
party, and could eventually possess upwards of eighty percent (80 %) of the ERCs of
the SUA. The requirement of one additional vote for Palm Beach Gardens to prevail
in any vote could, theoretically, place that City at the mercy of the other four parties
should none decide to align with Palm Beach Gardens in any vote. Under this
scenario, a minority of voting rights would dictate policy to the majority. However,
it appears more consistent with the intent of the parties at the time of execution, an
intent of which Palm Beach Gardens was made aware during public meetings, that the
checks and balances required by the other four parties for them to execute the ILA
also included a preclusion of veto rights for Palm Beach Gardens. An interpretation
to the contrary would grant to Palm Beach Gardens an absolute veto power which
would not be a reasonable interpretation of the ILA given the intent of the parties, and
prevailing case law cited herein.
(980091 \legal.op)
-6-
ISSUE II
In view of the fact that a quorum is identified as three members, what Board
actions, if any, 'may be taken at a meeting when a .quorum exists but the
Majority Control Entity is not in attendance?
Answer: The ILA provides for a majority of members to be present in order
to have a quorum. If the Majority Control Entity is not present,
but there is a quorum, then a majority vote of the members then
present at the meeting could effectuate action by the Board, on
any subject rightfully before it, notwithstanding the absence of the
Majority Control Entity.
A review of the Memoranda submitted by Palm Beach County and the City of Palm
Beach Gardens, as well as the language used to frame the issue for our review,
reveals that the parties agree that a quorum is constituted by three members of the
Authority Board, and is not based upon a majority of the voting percentage. This
interpretation is consistent.with the language of the ILA, as section 2(C) of the ILA
provides that "(t)he Authority Board shall be comprised of five members(,) and that
"[a] majority of the Board shall constitute a quorum[.]" It is also consistent with
general rules of parliamentary procedure, as Robert's Rules of Order, The Modern
Edition (1989), defines a quorum as "the minimum number of members who must be
present at a meeting for the transaction of business." (emphasis added) Id. at 90.
The fact that a quorum is based upon the number of members, while voting powers
is based upon a weighted voting system, reflects a clear intent by the parties to
distinguish between quorum and voting rights. Given this distinction, the affect of the
absence of the Majority Control Entity from a meeting which otherwise has a quorum
must be resolved. Section 2(C) of the ILA, provides in pertinent part:
A majority of the Authority Board shall constitute a quorum; but a smaller
number may adjourn from time to time and may compel the attendance
of absent members in the manner and subject to the penalties prescribed
by the rules of the Authority Board., No action of the Authority Board,
except as provided in the preceding sentence, shall be taken by the
Authority without the concurrence of 51 % of the weiqhted voting,
(emphasis added).
Given this language in Section 2(C) of the ILA, there are at least two interpretations
as to the affect of the absence of the Majority Control Entity from a meeting at which
three other members are present. One interpretation would permit the Authority Board
to proceed with business, of any nature, so long as a quorum is present and a majority
(980091 \legal.op)
-7-
of the voting percentage at the meeting concurs with that action. A second
interpretation would prevent any action by the Board in the absence of Palm Beach
Gardens, other than compelling the attendance of Palm Beach Gardens in the manner
and subject to the rules and penalties of the Authority Board.
As with Issue I, general rules of contractual interpretation must be relied upon to
resolve this apparent ambiguity. Applying those rules, as well as examining the intent
of the parties to the ILA, who sought to balance the power of the soon -to -be Majority
Control Entity, Palm Beach Gardens, with the needs of the minority parties, leads this
office to conclude that the Authority Board, at a meeting attended by at least three
members, is permitted to proceed with any business and take action in accordance
with the concurrence of the majority of the voting percentage present at that meeting.
The problematic language in the ILA is the following: "(n]o action of the Authority
Board, except as provided in the preceding sentence, shall be taken by the Authority
without the concurrence of 51 % of the weighted voting." This office agrees with
Palm Beach County that this language in the ILA must be interpreted as requiring a
majority vote of those present at a meetinq to concur on an action. Such an
interpretation is consistent with other language in the ILA, and with the intent of the
parties. As discussed more fully under Issue I, it is clear that the parties intended that
the Majority Control Entity not be placed in a position to perpetually and unilaterally
dictate policy to the other four parties to the ILA, and that the party that evolved into
the Majority Control Entity, Palm Beach Gardens, was aware of this intent.
To interpret the ILA to preclude the Authority Board from taking any action when the
Majority Control Entity is absent from a meeting, notwithstanding the presence of a
quorum otherwise, would be to grant the Majority Controlling Entity a veto power.
That Entity could control the actions of the SUA without the necessity of another
concurring vote simply by refusing to attend a meeting. Such an interpretation would
provide the Majority Control entity with an unintended pre - emption to the other
provisions of the ILA requiring one other consenting vote for the Majority Control
Entity to prevail in a vote. Hence, the ILA should be interpreted as permitting any
action to be taken at any meeting at which there is a quorum, so long as 51 % of the
voting percentage present at a meeting concur, and not precluding any action be the
mere fact that the Majority Controlling Entity is not present.
The fact that a quorum based on the number of members present, rather than on the
percentage of voting rights present at a meeting, could permit a minority to advance
its agenda is not inherently unjust or unfair. In fact, there are situations where an
organization may permit a percentage of less than fifty percent to constitute a quorum
and conduct business. Robert's Rules of Order, The Modern Edition (1989), p. 90.
Clearly, as previously discussed, a distinction was drawn in the ILA between a
majority for quorum purposes, and a majority for voting purposes.
[980091 Uegal.op[
I/
IM
Briefly, while the ILA does not set forth any limitations on the business that may be
conducted at a meeting at which there is a quorum, there is a provision that permits
a meeting without a quorum to be adjourned by a minority vote holder in attendance
so that additional members can be compelled to attend so as to create a quorum. This
provision does not support an interpretation that no action can be taken at an
Authority Board meeting in the absence of the Majority Control entity. This provision
is specifically applicable only where a quorum is lacking. It is intended to permit a
smaller entity, such as Juno Beach, for example, to request that the meeting be
adjourned and that additional members be compelled to attend in order to secure a
quorum, notwithstanding that it may not possess a majority of the voting rights
present at that time. For example, Juno Beach currently has a voting percentage of
2 %, while North Palm Beach has voting percentage of 17 %. Should these two
entities be the only entities represented at a meeting, there would not be a quorum.
Yet, under the language of the ILA, Juno Beach could compel the attendance of other
members even though it did not have a majority percentage of the votes present at the
meeting (17% vs. 2 %). Hence, that language should be interpreted as providing
minority parties with an avenue of securing meetings and quorums should they deem
it appropriate to do so; it should not be interpreted, or relied upon, to limit the actions
of the Board when a quorum is present but the Controlling Majority Interest is absent.
In conclusion, a majority for quorum purposes differs from a majority for voting
purposes. Interpreting the ILA to fairly and rationally distinguish between quorum for
purposes of conducting business, and voting rights, is consistent with the overall
intent of the parties to balance the rights and powers among all of the parties to the
ILA, the size of each of which dramatically differ. While larger parties to the ILA may
possess more voting power, they must attend the meetings of the Authority Board in
order to exercise those powers.
CONCLUSION
It is the opinion of this office that it was not the intent of the parties to grant the
Majority Control Entity a "veto" power over the SUA. We recognize that the ILA
contains ambiguous, even conflicting terms, making it susceptible to a contrary
interpretation which would give the Majority Control Entity a veto power by either
voting against an item, or by not attending meetings of the Authority Board.
However, such an interpretation would be unreasonable given the intent of the parties,
and the distinction between quorum and voting rights set forth in the ILA. Therefore,
we conclude that the Majority Control Entity may prevail in any vote, whether for or
against an item, only with the concurrence of one other member; and, that so long as
a quorum of three members is present,at a meeting, any action may be taken by the
Authority Board at that meeting notwithstanding the absence of the Majority Control
Entity.
1980091 \legal.opl
-9-
r
We would welcome the opportunity to present ourselves to the Authority Board to
discuss this matter should you desire us to do so. In the interim, we thank you for the
opportunity to provide. this important service to the SUA.
Respectfully submitted,
SAMUEL S. G Ni
MICHAEL D. CIRULLO, JR.
SSG; MDC
cc: See Attachment "A"
(98009111egal.opl
-10-
04/15/98 WED 13:56 FAX 1 407 624 2839 SEACOAST UTILITIES J001
TX REPORT
TRANSMISSION OK
TX /RX NO 2711
CONNECTION TEL 355 3982
SUBADDRESS
CONNECTION ID R WEISMAN
ST. TIME 04/15 13:55
USAGE T 00'29
PGS. 2
RESULT OK
TELEFAX COVER SHEET
SEACOAST UTILITY AUTHORITY
DATE: Aprll 15, 1998 TIME:
NUMBER OF SHEETS INCLUDING THIS PAGE: 2
TO: BOB WEISMAN FROM. RIM BISHOP
TELEPHONE NO. TELECOPIER PHONE NO.
(561) 627 -2900 EXT. 314 (561) 624 -2839
Bob:
Sony for the delay.
Here is the voting share calculation based on water sold by political jurisdiction during the fiscal
year ended 9/30/97. This reflects a relatively wet year and includes all annexations effective that
same date.
Call if you have any questions.
RIM BISHOP
Gallonage Sold for FY 96/97
Gallonage
% of Total
Lake Park
321,963
7.47%
North Palm Beach
733,600
17.02%
Palm Beach Gardens
1,902,944
44.15%
Juno Beach
101,221
2.35%
�a
Palm Beach County
1,250,704
29.02%
Total:
4,310,432
100.00%
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO: Robert Weisman, P.E.
FROM: Rim Bishop, Executive Directoy0
DATE: April 17, 1998
RE: BOARD MEMBER VOTING SHARE
At your request, I am enclosing Authority Board meeting minutes excerpts and packet materials
for the July,, November, and December, 1990 and January, 1991 meetings. Please note that there
are pertinent letters from Herb Gildan dated February 8, 1990 and December 5, 1990 included.
You will notice that the minutes do not present Mr. Gildan's comments in detail. To provide you
with the information you seek, I listened to each meeting tape and will try to accurately frame
Mr. Gildan's comments for you.
July, 1990
John Orr proposed that the Board adopt option seven from my staff memo. This alternative
divided voting share by water and sewer sales (dollars) within the respective participating
governmental units. Gail Nelson stated that this approach seemed to make the most sense, but
she asked Mr. Gildan whether the interlocal agreement allowed adoption of such a procedure.
Mr. Gildan stated `I think so," noting that since it was virtually impossible to measure
wastewater flow front each customer, this was a reasonable means by which the intent of the
agreement could be implemented
You commented that since all the discussion in the interlocal agreement centered on
consumption, neither guaranteed revenue nor sewage flow should be considered in voting share
distribution. Mr. Orr agreed with you on the issue of guaranteed revenue, but reasserted that
sewer flow and reclaimed water should both be considered. Mr. Gildan agreed that guaranteed
revenue should not be a factor, but he repeated that the water and wastewater revenue method
was legally defensible.
Gail Nelson asked how we could best assure that any procedure implemented would not be
overturned by a future Board. Mr. Gildan replied that if it was taken back to the participating
governmental units and approved as an interlocal agreement amendment, future Boards could
not alter the approved procedure.
Later in the discussion, you reiterated your disagreement with Mr. Gildan regarding the validity
of the revenue method of voting share calculation. Mr. Gildan stated that there was no urgency
to this decision, and the Board directed staff to bring the issue back later that year.
November, 1990
You opened the discussion by recommending that the issue be tabled for 30 days, allowing staff
time to analyze a methodology you had recently proposed. Mr. Orr pressed you to describe your
proposal, which you did. Your idea was to factor in meter size rather than pure consumption,
and you stated that staff had not had time to investigate the feasibility of this approach. You
made a motion to direct staff to investigate two specific alternatives — one ERC per dwelling unit
and ERC value based on meter size — and report back. The motion was amended (and you
accepted) to look at non - residential flow calculation alternatives and to obtain legal opinions on
the validity of each.
December, 1990
The ordinance currently in place was considered. Ms. Nelson asked Mr. Gildan what statutes
and rules govern the Authority. Mr. Gildan responded that all statutes and codes applicable to
cities and counties govern the Authority. He stated that separate statutes often govern other
special districts, depending upon the issue.
The ordinance was adopted on first reading.
January, 1991
The ordinance received final approval without Board comment.
I hope that this is the information that you needed. If not, please let me know.
Seacoast Utility Authority
Board Meeting
,* -July 25, 1990 - Minutes
Page -3-
MOTION
Board Members Weisman /Nelson moved to authorize staff to advertise
sale of surplus vehicles.
The motion passed unanimously.
PAY GRADE REVISION - METER READER
Rim Bishop explained that the reason for the request for this
revision is, after surveying what area utilities pay for this
position, the Authority found that our pay grade is much lower,
therefore causing the Authority to have a difficult time keeping
meter readers or hiring qualified meter readers. A general
discussion took place.
MOTION
Board Members Nelson /Howland moved to revise pay grade for the
position of meter reader to $7.83 to $11.75 (Pay Grade 11) per hour
effective immediately and to provide a 10% increase for existing
readers, pending satisfactory performance evaluation.
The motion passed unanimously.
VOTING SHARE CALCULATION
Rim Bishop distributed a study with seven options for calculating
the voting share for the various.entities. A detailed discussion
took place regarding these options and what the Interlocal
Agreement states can be done. Herb Gildan, consulting -attorney,
gave his legal opinion as to what the Interlocal Agreement allows.
More discussion took place with the result being that the • Board
would review these options and bring this item to a future meeting.
MOTION
Board Members Weisman /Nelson moved deferral of this item until the
November, 1990 Board meeting.
The motion passed unanimously.
REVISED CAPITAL IMPROVEMENTS PROGRAM
Rim Bishop explained that this is the same report distributed
previously for the Board's review. Mike Hermesmeyer, consulting
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
INTER - OFFICE MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Directori5,,,<_,'-
DATE: July 13, 1990
RE: VOTING SHARE CALCULATION
While reviewing the Interlocal Agreement recently, it
came to my attention that the means by which Authority
Board voting share will be calculated is a bit unclear.
I felt that it might be wise to address the mechanics of
this calculation well in advance of the first re-
alignment scheduled for 1991.
The Data Processing Department has developed a computer
program which extracts customer billing data that will
serve as the basis for this calculation. Two (2)
separate methods of calculating equivalent customers
served within each political jurisdiction have been
developed.
The first method, identified as Draft #1, is based upon
one vote,per dwelling unit with commercial establishments
converted to equivalent residential units using a 350
gallons per day equivalency. Draft #2 simply calculates
voting share based on total water sold to all customers
within each jurisdiction divided by 350 gallons per day
per customer.
Aside from providing direction as to the manner in which
votes shall be tallied, the Board should consider whether
units under guaranteed revenue should be included. In
both drafts, I have assumed that such would be the case.
Since voting share will not be recalculated until
October, 1991, there is no urgency to this matter. The
Board may wish to address the issue in a separate
workshop format or instruct staff to prepare a third
draft procedure for action at a future meeting.
map.8
4200 Hood Road, Palm Beach Gardens, Florida 33410 -1810
Phone: Customer Service (305) 627 -2920 / Executive Office (305) 627 -2900
VOTING SHARE CALCULATION OPTIONS
(Utilizing May, 1990 Data)
SUMMARY OF OPTIONS
(Column numbers on matrix below correspond to the following
numbered options)
OPTION #
1. One vote per dwelling unit including units under capacity
reservation, converting non - residential usage to ERCs by
dividing by 350 gallons per day.
2. One vote per dwelling unit, excluding capacity reservations,
excluding reclaimed wastewater.
3. One vote per dwelling unit including capacity reservations,
including reclaimed wastewater.
4. One vote per dwelling unit excluding capacity reservations,
including reclaimed wastewater.
5. Water sold, excluding reclaimed wastewater.
6. Water sold, including reclaimed wastewater.
7'. Operating Revenue (sale of water and sewer service).
ENTITY
Lake Park
Palm Beach Gardens
Juno Beach
North Palm Beach
Palm Beach County
VOTING SNARE EXPRESSED AS t
OPTION
#
1
2
3
4 5
6
7
8
9
8
8 7
6
10
45
43
48
47 34
40
39
3
3
3
3 2
2
2
18
19
17
18 17
16
19
26
26
24
24 40
36
30
WATER DEMAND ANALYSIS
Column 1 Average Consumption per Sinqle Family Unit, Includes All
Multi- Family and Non - Residential
Column 2 Average Consumption per Dwellinq Unit (Single Family and
Multi- Family Combined), Includes Non-Residential Flows
ENTITY
1
_Z
Lake Park
472
246
North Palm Beach
341
294
Palm Beach County
.802
548
Palm Beach Gardens
329
256
Juno Beach
171
124
NOTE: These numbers are expressed in gallons per day and
represent May, 1990 figures.
Seacoast Utility Authority
Location
Revenue
Percent
Lake Park
132,020.59
9.72%
Palm Beach Gardens
528,948.83
38.04%
Juno Beach
25,381.09
1.87%
North Palm Beach
262,609.79
19.33%
Palm Beach County
409,373.25
30.14%
Total:
1,358,333.55
100.00%
DRAFT #1
EXHIBIT "A"
No later than October 31 of each third year (beginning in
1991), the Executive Director shall provide the Authority Board
with An anAlyaie of voting share for each of the respective
entities. For the purpose of calculating voting, share, each
entity's boundary shall be the corporate limits legally in effect
as of the September 30 immediately preceding the October 31
reporting. Total number of votes and share attributable to each
entity shall be calculated as follows. All of the following shall
be calculated as of the September 30 immediately preceding the
October reporting.
1. Number of individually metered single family residential
accounts.
2. sum of water only plus sewer only plus water and sewer ERCs
for which Capacity Reservation Fees (Guaranteed Revenues) were
earned during the September immediately preceding tte October
reporting.
3. Total number of units served behind master meters.
4. Total water sales (in gallons) to non - residential customers
during the September preceding the October reporting, divided
by 350.
5. Total number of single family sewer only customers.
6. Total number of multi - family sewer only dwelling units.
7. Total number of non - residential sewer only customers.
Total Authority votes for each subsequent year shall be
calculated as the sum of #1 -7 above. The proportionate share of
the total votes for each jurisdiction shall be calculated as the
number of votes identified within that jurisdiction divided by the
total Authority votes. Voting share as revised each October shall
be effective for all Authority Board business conducted between
January 1 and December 31 of the following three years.
Single ERC's from
Family Capacity
Location
Resid.
Reservation
Multi
[ 1]
[21
Lake Park
1,686
6
Palm Beach Garden
8,491
2,211
Juno Beach
0
242
North Palm Beach
3,762
12
Palm Beach County
5,542
792
Total:
19,481
3,263
SEACOAST UTII.TTY AUTHORTTY
Multi
Non-
Single
Multi
Non-
Total
Percent
Family
Resid.
Family
Sewer
Resid.
for
of
Units
water
Sewer
Units
Sewer
Location
Total
(3)
[41
(5)
[61
(71
1,555
745
3
3
0
3,998
8.49%
3,246
7,086
0
0
0
21,034
44.66%
1,169
204
0
0
0
1,615
3.43%
2,794
1,754
0
0
0
8,322
17.67%
2,573
3,227
0
0
0
12,134
25.76%
11,337
13,016
3
3
0
47,103
100.00%
[1] Individually metered single family residential water or water /sewer accounts.
[2) ERC's from Capacity Reservation Charges (Guaranteed Revenues).
[3) Total units served behind residential water or water /sewer master meters.
[4) Total Water Sales for non residential customers 1350 130.
[51 Total single family residential sewer only accounts.
(61 Total units served as sewer only multi family accounts.
[7) Total non residential sewer only accounts.
pRAFT #2
EXHIBIT "A"
No later than October 31 of each third year (beginning in
1991), the Executive Director shall provide the Authority Board
with an analysis of voting share for each of the respective
entities. For the purpose of calculating voting share, each
ent,iby'a boundary shall be the corporate limits legally in effect
as of the September 30 immediately preceding the October 31
reporting. Number of votes shall be calculated as total water
billed (during the fiscal year immediately preceding each October
31 reporting) divided by 365 divided by 350.
The proportionate share of the total votes for each
jurisdiction shall be calculated as the number of votes identified
within that jurisdiction divided by the total Authority votes.
Voting share as revised each October shall be effective for all
Authority Board business conducted between January 1 and December
31 of the following three years.
(DAFT * a
Seacoast Utility Authority
Water Sold
ERC
Percent
Location
(in thousands)
Equivalent
of Total
Lake Park
23,876
2,274
7.09%
Palm Beach Gardens
115,809
11,030
34.37%
Juno Beach
5,999
571
1.78%
North Palm Beach
57,890
5,513
17.18%
Palm Beach County
133,385
12,704
39.58%
Total:
336,959
32,092
100.00%
1r. section
MASON, GILDAN, YEAGER, GERSON 91 WHITE, P.A.
ATTORNEYS AT LAW
WILLA MASON, (192- 19791
ALAN I. ARMOUR
CONALO P OUFPESNE
CHARLES M. GASPARI
GA FIT N 6ERSON
MCRBERT L. GILOAN
PHILLIP C. GILOAN
ROSS C, HEP,NG
POST OFFICE BO" 7704
FLORIDA NATIONAL BANA TOWRR
1648 PALM BEACH LANES BOULCVARO
WEST PALM BEACH, FLORIDA 37402
TELEPHONE (407) 666'7307
TCLEFA" 1407) 666 • S442
February 8, 1990
Rim Bishop, Executive Director
Seacoast Utility Authority
Post Office Box 109602
4200 Hood Road
Palm Beach Gardens, Florida 33410 -9602
Dear Rim:
SUA -VU - INTERLOCAL AGREEMENT
ESTABLISHING THE SEACOAST UTILITY
AUTHORITY Corr. Section
RE: Weighted Voting Determination
ELAINE J. ./ A -CS
"CNNETMAM ARRA
JOMN M M.OIVI Tf
NA TMAN C MASON
M. RICMARO 6APIR
GREGORY L SCOTT
JOHN ..oft , G
THOMAS J. YEAGER
You have requested our opinion concerning interpretation of
the weighted voting shares and the Weighted Vote Formula as set
forth in the Interlocal Agreement establishing the Authority. In
particular, you ask the following questions: "Should the aggregate
total of individually metered residences, plus master metered
equivalents, plus non - residential equivalents equal the total
voting share of each jurisdiction? For the purpose of calculating
equivalents, what test period should be used? Should an
independent certification of voting shares be established each
year, and if so, by whom?"
Article 2(C) of the Interlocal Agreement states that beginning
October 1, 1991, the determination of voting weight "shall be
weighted in proportion to the number of Equivalent Residential
Connections (as herein defined)". It goes on to state that "For
purposes of this Section, the term "Equivalent Residential
Connection" shall mean a unit of usage of 350 gallons per day
average annual consumption." Based on these, the determination of
the weighted votes require a determination of the total amount of
average daily consumption within the jurisdictional boundaries of
each of the five owning entities and dividing that by 350
gallons. Thereupon you arrive at the number of equivalent
residential connections in each jurisdiction, and the percentages
can be simply calculated.
Rim Bishop, Executive Director
Seacoast Utility Authority
Page 2
February 8, 1990
The Section also contains an additional pertinent sentence
which states: "In the event of the usage of a master meter, the
unit of gallonage usage shall be divided into the gallonage
consumed through said master meter to arrive at the ERC equivalent
value." This sentence appears to be redundant since the above
determination of an ERC would not be impacted by use of a master
meter. While it is possible to interpret this sentence by itself
as suggesting that each residence is an Equivalent Residential
Connection and that use of the 350 gallon divisor for a master
meter only applies to non - residential consumers, the sentence
defining every Equivalent Residential Connection as being 350
gallons per day of average annual consumption is so clear that it
negates any other definition. Further, many non - residential
customers are not on master meters and thus the sentence is
meaningless unless determined to restate that all consumption is
divided by 350. The interpretation of the entire paragraph is
that we divide all consumption by 350 gallons regardless of
whether it arises from single family, multifamily, commercial,
industrial or other source.
Additional weight for this interpretation comes from a review
of the prior drafts of the Interlocal Agreement which were
prepared by the County Attorney's Office. In the next prior
draft, the entire statement concerning this matter was as
follows: 'Thereafter, each entity shall have a weighted vote
based on the number of ERC's in each jurisdiction provided that no
entity shall have more than 498 or less than 2 %.' Had this been
the final draft then the single family homes would have been one
ERC each, regardless of consumption, and only the non - single
family residential consumers would have been determined by
dividing their gallons by 350 to arrive at an Equivalent
Residential Connection for them. However, the change was made
from simply an ERC to an ERC defined as 350 gallons per day
average annual consumption which is a different definition. Also
it is interesting to note that the proposal for determining
representation prior to that one read as follows: 'Thereafter,
each entity shall have a weighted vote based on the number of
customers in each jurisdiction.' Here each customer was to be a
single measuring entity which was later stated as each ERC being
the weighted entity and finally adopted with the 350 gallon
divisor being the weighting tool.
Rim Bishop, Executive Director
Seacoast Utility Authority
Page 3
February 8, 1990
Having determined how you arrive ar the number of ONG'a in A
given jurisdiction, the next question is what is the test period
to be used. Again, the document seems fairly clear that the
determination be made on October 1, 1991, and each three years
later on October let. Accordingly, the test period for this
determination should be made as of October 1, 1991, by determining
the gallons per day of average annual consumption within each
jurisdictional boundary for the prior year and dividing that
number by 350 to arrive at the number of Equivalent Residential
Connections within each jurisdictional boundary. The average
annual consumption would run from the period October 1, 1990,
through September 30, 1991, to permit the determination on October
1, 1991, of the previous average annual consumption.
You finally ask if an independent certification of voting
shares should be established each year and it is our opinion that
that is not required as a matter of law. Despite the fact that
the average is arrived at every three years, the document does not
talk about taking the average annual consumption of the past three
years but refers only to the average annual consumption as of
October 1, 1991, and October 1 every three years .thereafter.
Insofar as what is the proper body to establish the voting shares,
I believe the Board has the right to rely upon staff's
calculations or if an independent body is concerned, I suggest
that the CPA firm employed by the Authority to do its annual audit
would be in a good position to also independently certify what the
weighted vote should be in accordance with the Interlocal
Agreement.
if there is anything further you would like to discuss in this
matter or other opinions requested, please do not hesitate to get
in touch with me.
Yours very truly,
NASON, GILDAN, YEAGER, GERSON
& WHITE, P.A.
Herbert L. Gildan
HLG /cic
8961G
cc John Orr, Chairman
PlY
FEB 9 1990 q
i
(xiv) The Authority, nhould it deem it nceessary, ic:: l:nancir.g,
taxation or other reasons, shall have the pcwer to incorporate 3r conduct
business in any other form as may be provided by law.
C. Authority Board; Composition; The Authority Board shall :e
comprised of five members; one (l) member to be appointed by each o: the
governing bodies of PBG, COUNTY, 1PB, LP and JB. Votirg of the members
initially shall be weighted as follows:
Palm Beach Gardens 40%
County 20%
Lake Park 10%
Juno Beach 10%
-North Palm Beach 202
100%
This composition shall not change without the unanimous. consent of all
five entities until October 1, 1991. On October 1, 1991, and thereafter,
the voting of the members shall be weighted in proportion to the number
of "Equivalent Residential Connections" (as herein defined) that each of
the FIVE ENTITIES has, now and at any time in the future (as of the
"Determination Date "), within its jurisdictional boundaries (the
"Weighted Vote Formula ") ; provided that no entity shall have less than 2%
voting interest and that if any one of the FIVE ENTITIES has more than a
50% voting interest, by virtue of said Weighted Vote Formula (the
"Majority Control Entity "), then in such event at least one additional
member of the Authority Board shall be required to assent in any actions
to be taken by the Authority Board. For purposes of this Section, the
term "Equivalent Residential Connection" shall mean a unit of usage of
750 gallons per day average annual consumption. In the event of the
usage of a master meter, the unit of gallonage usage shall be divided into
the gallonage consumed through said master meter to arrive at the ERC
equivalent value. The weighted voting percentage shall be adjusted on
the basis of the Wuighted Vote Formula as of October 1, 1991, and
thereafter shall be adjusted on October lot every three years (the
"Determination Date).
The Authority Board members shall serve at the pleasure of the
governing body by whom the Authority Board member was appointed, and may
be removed at any time by such governing board without cause or
requirement of Bearing, and shall serve, unless earlier removed, terms of
four (4) years duration or until such time as such Authoricv Board
8
isumber's'replacement has been appointed. The Authority Board members su
appointed small elect from among its =ambers a Chairman and a Vice
Chairman to serve at the pleasure Of the :Authority Board. Electicn of
the Chairman and Vice Chairman shall be done annually ac the :first
regular Authority Board meeting. The Lhairran s..all preside at meetings
of the Authority Board, shall be reco;nized as hea.: of tLa ..uthoric�
Goard for service cf process, execution of contract ^.'deeds and other
documents as approved by the Authority Board. The Vice Chairman shall act
as Chairman during the absence or disability of the Chairman. the
Authority Board shall meet regularly at least once in every month at such
times and places as the Authority Board may prescribe by rule. Special
meetings may be held on the call of the Chairman or of a majority of the
board members, (in numbers or in Weighted Vote Representation) and,
whenever practicable, upon no less than twelve (12) hours notice to each
member and the public. The Authority Board shall determine its own rules
and orders of business. A majority of the Authority Board shall
constitute a quorum; but a smaller number may adjourn from time to time
and may compel the attendance of absent members in the manner and subject
to the penalties prescribed by the rules of the Authority Board. No
action of the Authority Board, except as otherwise provided in the
preceding sentence, shall be taken by the Authority without the
concurrence of 51% of the weighted voting.
The Chairman, when the Authority Board is in session, shall enforce
parliamentary rules for its governance so far as they are applicable to
the Authority Board proceedings.
D. Revenue Bonds; Issuance, Etc. The Authority Board is
authorized to provide, from time to time, for the issuance of revenue
bonds to pay all or part of the cost of acquisition or operation of a
water system or wastewater system, or both, or any additions, extensions
or improvements thereto, in accordance with the provisions of law.
E. Schedule of Rates and Fees.
(i) The Authority Board shall fix the initial schedule of
rates, fees or other charges for the use of and the services and
facilities to be furnished by any such water system or wastewater system
to be paid by the owner, tenant, or cccupan: of each structure, facility,
9
Seacoast Utility Authority
Board Meeting
November 28, 1990 - Minutes
Page -3-
FORM OF DISBURSEMENT REQUEST - CONSTRUCTION TRUST FUND
Move to approve Form of Disbursement Request, Statement No. 14 in
the amount of $109,207.75 funded from the Construction Trust Fund.
RESOLUTION NOS. 9 AND 10 -1990 ESTABLISHING INVESTMENT ACCOUNT
Move to approve Resolution No. 9 -1990 establishing an investment
account with Sun Bank and Resolution No. 10 =1990 authorizing
certain persons to make transfers and wire transfers to and from
the First Union National Bank of Florida Accounts; Depository
Account; Payroll Account; Customer Refund Account and Accounts
Payable.
MOTION
Board Members Howland /Weisman moved to adopt Consent Agenda.
The motion passed unanimously.
* ** *END OF CONSENT AGENDA * * * * * * * * * * * * * * * * * * * * * **
RESOLUTION NO. -1990 VOTING SHARE CALCULATIONS
Mr. Robert Weisman proposed that voting on this item be deferred
for thirty days. A very detailed discussion took place regarding
this item.
MOTION
Mr. Weisman moved "to direct the Executive Director to review two
(2) options, including the legality and what the voting effect is;
one based on a 1 ERC to 1 dwelling unit evaluation and the other
based on a ERC evaluation based on residential meter size and
regarding commercial based on meter size and as well as any other
means used to calculate ". Ms. Gail Nelson seconded for purposes of
discussion. Much more discussion took place. Mr. Orr recommended
that Exhibit "A" be looked at also and to get a written opinion
from legal counsel as to whether the Board has the authority to
determine this voting calculation. Mr. Weisman added this to his
original motion and Ms. Nelson agreed.
Each Board Member stated their opinion and more discussion took
place. Mr. John Orr recommended that the Authority pass this item
by Ordinance to make it more difficult to change in the future.
E S-TA r1S �+14<F Mi S St,,4
NASON, GILDAN, YEAGER, GERSON & WHITE, P.A.
ATTORNEYS AT LAW
-.HILL A. NASON. (1924.1979)
ALAN 1. ARMOUR
-OWARD J. rALCON $
CHARLES M. GASPAR[
GARY N. GERSON
-ERBERT L GILDAN
PHILLIP C. GILDAN
ELAINE J. JAMES
POST OFFICE BOX 3704
LORIOA NATIONAL BANK TOWER
1645 PALM BEACH LAKES BOULEVARD
WEST PALM BEACH. FLORIDA 33402
TELEPHONE (407) 686.3307
TELEFA% (407) 686.5442
December 5, 1990
Rim Bishop, Executive Director
Seacoast Utility Authority
Post Office Box 109602
4200 Hood Road
Palm Beach Gardens, Florida 33410 -9602
Re: Voting Share Calculation
Our File No. 2288/4707
Dear Rim:
I reviewed your November 30th memo with th
draft. I believe that this concept would
challenge as I understand it. To be clearer,
indented paragraph on the Exhibit I would chang e
read as follows:
STEPHEN N. LIPTON
KENNETH A. MARRA
JOHN M. MCOIVITT
NATHAN E. MASON
M. RICHARD SAPIR
GREGORY L. SCOTT
JOHN WHITE U
THOMAS J. YEAGER
e new suggested
meet any legal
in your second
it slightly to
"Total potable water billed to all
accounts other than those which are
individually metered residential accounts
(during the fiscal year immediately
preceding the reporting) divided by 365,
this result divided by 350."
(Underlined words added)
I would also point out that taking annual water billing,
rather than the month of September billing, for example, would
result in a difference in as of the month of September in
question. The likelihood is that additional customers have
been added in different jurisdictions and therefore the through
September 30th number would be closer to water billed in
September than it would be to water billed throughout the
Rim Bishop, Executive Director
Page 2
December 5, 1990
entire year. However for the purposes of making as broad a
calculation as you are doing, I believe the annual
determination divided by 365 to arrive at a daily basis would
in all likelihood be acceptable.
I trust this is the information you desire.
HLG /jbo
0183S
Sincerely yours,
NASON, GILDAN, YEAGER, GERSON
&'WFgTE P.A.
btrt L,. Gildan
L %
DEC U 1990
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
INTER - OFFICE MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Directo;i ;�j
DATE: November 8, 1990 \\�
RE: VOTING SHARE CALCULATIONS
Voting share calculation methods were discussed at the
July, 1990 Board meeting. At that time staff was
directed to bring a formal recommendation to the Board at
its November meeting.
The attached staff recommendation incorporates the
original concept of distributing votes according to water
sales along with the notion of granting consideration for
sewer accounts as well. Since sewage flows are not
metered, however, voting share has been assigned on the
basis of one vote per billed account. This method
assumes that sewer billings and flows are similar for
similar customers, regardless of jurisdiction, and that
the distribution of the various types of accounts (single
family, multi - family, non - residential) is equivalent
throughout the service area.
RECOMMENDED MOTION
Motion to adopt Resolution No. -19190 setting forth a
procedure for Board Member voting shares.
map.6
4200 Hood Road, Palm Beach Gardens, Florida 33410 -1810
Phone: Customer Service (305) 627 -2920 / Executive Office (305) 627 -2900
RESOLUTION NO. -1990
A RESOLUTION OF THE AUTHORITY BOARD OF THE SEACOAST
UTILITY AUTHORITY, ESTABLISHING A PROCEDURE FOR CALCULATING
BOARD MEMBER VOTING SHARE, AND PROVIDING FOR AN EFFECTIVE DATE
WHEREAS, the FIVE ENTITIES comprising the Seacoast Utility
Authority Board have agreed to a Weighted Vote Formula under the
terms of the Interlocal Agreement dated August 17, 1988, and
WHEREAS, the FIVE ENTITIES wish to establish a procedure to
effectuate the requirements of the Interlocal Agreement,
NOW, THEREFORE, BE IT RESOLVED BY THE AUTHORITY BOARD OF THE
SEACOAST UTILITY AUTHORITY:
Section l: The procedure set forth in Exhibit "A" to this
Resolution is hereby adopted to effectuate the WEIGHTED VOTE
FORMULA under Section (2)(c) of the Interlocal Agreement.
Section 2: This Resolution shall take effect immediately
upon passage.
PASSED AND ADOPTED THIS DAY OF , 1990.
(Authority Seal)
ATTEST:
AUTHORITY CLERK
CHAIRMAN
1
EXHIBIT "A"
No later than the first scheduled meeting in October of each
third year beginning in 1991 (the "Meeting Date ") , the Executive
Director shall provide the Authority Board with an analysis of
voting share for each of the respective entities. For the purpose
of calculating Equivalent Residential Connections (ERCs) as
required in Section (2) (c) of the Interlocal Agreement, each
entity's boundary shall be the corporate limits legally in effect
as of the September 30 immediately preceding the reporting date.
Number of potable water ERCs shall be calculated as total potable
water billed (during the fiscal year immediately preceding each
reporting date) divided by 365 divided further by 350. Number of
wastewater ERCs shall be calculated as the sum of the following:
Total potable water billed to single family residential,
master metered and non - residential sewer accounts (during
the fiscal year immediately preceding the reporting) ,
multiplied by .79, this result divided by 365, this
result further divided by 275, plus
Number of sewer only ERCs (billed during the final
billing cycle of the preceding fiscal year).
Total votes shall be calculated as the sum of potable water
ERCs plus wastewater ERCs. The proportionate share of the total
votes for each jurisdiction shall be calculated as the number of
ERCs identified within that jurisdiction divided by the Total ERCs.
Voting share as so revised shall be effective for all Authority
Board business conducted at the meeting on the reporting date after
approval of the revised voting share and for the following three
years until the next reporting date.
2
Seacoast Utility Authority
Board Meeting
December 19, 1990 - Minutes
Page -5-
ORDINANCE NO. 1 -1990 - VOTING SHARE CALCULATION
Ms. Gail F. Nelson asked if the Authority could do Ordinances and
what rules govern the Authority. Mr. Herbert Gildan, Legal
Consultant, replied that whatever rules involve the cities and the
county. Ms. Nelson asked if that applies to other Authorities like
the Solid Waste Authority and Mr. Gildan stated, no, Seacoast is a
163 Authority, which is different from other Authorities. More
discussion took place regarding whether this issue needs to be
passed by Ordinance.
MOTION
Board Members Howland /Weisman moved to first reading of Ordinance
No. 1 -1990 setting forth a procedure for Board Member voting
shares.
Mr. John Orr, Chairman, requested Mary Ann Parent, Authority Clerk
to read Ordinance No. 1 -1990 by title only. Ms. Parent asked if
she should set second reading and public hearing at the next
meeting to be held on January 23, 1991. Mr. Gildan stated that
this did not require a public hearing. It was decided to set the
second reading for January 23, 1991 and Ms. Parent would publish
the public notice required.
The motion passed unanimously.
ET- 'FCTION OF SEACOAST UTILITY AUTHORITY BOARD OFFICERS FOR CALENDAR
YEAR 1991
Ms. Gail F. Nelson thanked John Orr for his time and efforts as
Chairman for the last two years and she stated how proud she is of
the Authority and how well it operates under the management of the
present Board.
Mr. Rim Bishop stated that there were three officers that need to
be elected today: Chairman presently held by John Orr; Vice
Chairman presently held by Raymond Howland; and President Pro -Tem
presently held by Gail Nelson.
Ms. Gail F. Nelson nominated Mr. Raymond J. Howland as Chairman.
Mr. Robert Weisman seconded. Mr. Howland stated that Ms. Nelson
stole his speech about what a fine job that Mr. Orr has done, but
that he would be glad to follow in Mr. Orr's shoes. Ms. Gail
Nelson moved that nominations be closed and Mr. Raymond Howland be
Chairman by acclamation. Mr. Robert Weisman seconded.
Seacoast Utility Authority
f Board Meeting
January 23, 1991 - Minutes
Page -5-
MOTION
Board Members Orr /Long moved to approve $18,500 addendum to Water
System Master Plan agreement with Lindahl, Browning, Ferrari &
Hellstrom to provide for demographic analysis.
The motion passed unanimously.
ORDINANCE NO. 1 -1991 - VOTING SHARE CALCULATION
A short general discussion took place.
MOTION
Board Members Orr /Long moved for second reading of Ordinance No. 1-
1991 establishing a procedure for calculating Board Member voting
share.
The motion passed unanimously.
Mr. Ray Howland, Chairman, requested Mary Ann Parent, Authority
Clerk to read Ordinance No. 1 -1991 in its entirety, per Rick Sapir,
legal consultant.
MOTION
Board Members Orr /Weisman moved to adopt Ordinance No. 1 -1991
establishing a procedure for calculating Board member voting share.
The motion passed unanimously.
ACCEPTANCE OF FINANCIAL STATEMENTS
Mr. Ray Howland stated that if the Board had not had enough time to
review the financial statements, he would defer this item to the
next agenda. Mr. Orr pointed out that the motion is to receive and
file the annual financial statements so it would not make any
difference if this item is deferred. The Board Members
congratulated staff on a very well done report.. Mr. Bishop stated
that Mike Anderson, Director of Finance, led the way with
assistance from Andrea Pauley, Customer Relations Manager. Mr.
Howland stated that the report shows that Mike and staff and all
the employees have been doing a great job, that to get an audit
like this staff has to be well prepared in advance and Seacoast has
accomplished this. Mr. Howland added his congratulations to the
Board Members's- comments.
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO:
Seacoast Utility Authority Board
FROM:
Rim Bishop, Executive Director
DATE:
April 22, 1998
RE:
BOARD MEMBER VOTING SHARE
Enclosed you will find two related documents which Bob Weisman has asked me to distribute:
1. a sample weighted voting share calculation based strictly on potable water sales during fiscal
1997, and
2. Mr. Gildan's February 8, 1990 opinion on certain voting share issues.
Mr. Weisman has also requested that I convey his intention to seek replacement of the existing
voting share calculation ordinance with one based strictly on gallons of water sold annually. You
will recall that the current ordinance assigns voting share based on the respective number of
single family residences plus all other water sold converted to ERCs.
SEACOAST UTTI JTY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO:
Seacoast Utility Authority Board
FROM:
Rim Bishop, Executive Direct 0
DATE: April 23, 1998
RE: BOARD MEMBER VOTING SHARE
Enclosed are pages from December's Board meeting packet, including my cover memo, a
proposed Rules of the Authority amendment, and an implementation summary. Mr. Gildan
reviewed this proposal and found it within the Authority's legal purview to adopt.
This procedure comports with my understanding of the Board's consensus on the following
issues:
1. the Majority Control Entity should possess voting influence which is clearly superior to the
other members, and
2. this issue should be resolved by and among Authority Board members.
The procedure edit marks you see are my attempt to deal with a flaw detected by Authority staff.
As written in December, the policy would have allowed the Majority Control Entity to defer
business even for meetings which its representative does attend. In itself, that does not seem to
be a significant problem. However, the last sentence of section 3.6 (e) could be construed to
retroactively reverse. that entity's negative votes taken during meetings at which the member was
in attendance but chose not to suspend the item. The proposed revision would limit the right to
suspend to those meetings at which the Majority Control Entity is not represented.
I failed to address a subtle but meaningful matter in my "practical application" summary. If
implemented, the Majority Control Entity's veto capability would exist when either three or four
Board members are in attendance. Certain minority members would have the same privilege, but
only when a specific combination of three members are present. For example, given current
voting share apportionment, if Lake Park, Juno, and North Palm Beach are the only members
present, North Palm could effectively veto. The same is true for Palm Beach County if it
replaces North Palm Beach in the above example.
The proposed amendment clearly encourages Board member attendance, certainly a worthy goal.
The four minority members can only prevail against the Majority Control Entity's vote if all
attend and all vote together; otherwise, the majority member will always prevail. This is a strong
advantage for the majority member, one which appears to be consistent with both the letter and
spirit of the Interlocal Agreement and special counsel's opinion.
Please let me know if you would like me to present this alternative at the May Board meeting.
SEACOAST UTILITY AUTHORITY
ADMINISTRATIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Director
DATE: December 17, 1997
RE: BOARD MEMBER VOTING SHARE
At its November meeting, the Board directed staff to prepare a draft Interlocal Agreement
amendment which would accomplish the following:
1. Clarify that for its position to prevail in a board vote, whether supporting or opposing, the
Majority Control Entity must have at least one assenting vote, and
2. Confirm that a voting quorum exists at any meeting attended by a minimum of three
board members, regardless of their weighted voting share, and
3. Allow the Majority Control Entity the authority to defer board consideration of specific
agenda items.
Enclosed is a draft amendment to the Rules of the Authority which accomplishes those
objectives. If it is the Board's desire, this amendment can easily be incorporated as a change to
the Interlocal Agreement, one which could be considered by the entities' councils and
commissions. Should the Board find this procedure clearly consistent with the intent of the
Interlocal Agreement however, it may wish simply to amend the Rules.
The Board also directed staff to provide each Board member with approximate dates when the
respective commissions /councils may have discussed Seacoast's proposed weighted voting share
procedures. This information was sent via fax to each entity on November 24, 1997. I have
enclosed the written responses received to date.
Reviewing this material, there appears to have been no clear and detailed discussion of whether
the Majority Control Entity was to be vested with veto authority. Of recent comments made by
principals involved with the acquisition, however, most indicate that it was not. Rather, it seems
a logical but unintended artifact of an otherwise eminently fair and remarkably successful
political structure. It therefore is both reasonable and prudent to deal administratively with such
unforeseen conflicts.
mas.5
3.6 Wei -hted Voting. Authority Board member voting share shall be
weighted as required by the Interlocal Agreement. For the purpose of implementing this
provision, the Authority Board hereby adopts the following principles and practices:
a. Attendance of three or more of the five Board Members shall constitute
a quorum, even if the sum of such Board Members' weighted voting share
is less than 51 % of the total.
b. Each Board Member's weighted voting share shall be a percentage
fixed at the most recent "Determination Date."
c. Except as provided herein or in the Interlocal Agreement, no action
shall be taken by the Authority without the concurrence of a minimum of
two members and greater than 50% of the aggregate weighted voting
share of the Board Members in attendance.
d. Should there exist a "Majority Control Entity" as defined in the
Interlocal Agreement, at least one additional member shall be required to
assent to such entity's affirmative or negative vote whenever all Board
Members are in attendance. When less than all five Board Members are in
attendance, only affirmative votes of the Majority Control Entity shall
require a minimum of one additional assenting vote.
e. AAy7ln the event that a Board Member representing a Majority Control
Entity does not plan to attend a scheduled Authority Board meeting, such
member may temporarily suspend consideration of specific proposed
Authority Board meeting agenda items for ^ne that rPg„ i ,ri y cAh A.,iod
meeting only. The Majority Control Entity Board Member must
deliver to the Executive Director written confirmation of intent to so
suspend no later than one working day before the meeting. Business
suspended under this provision shall be placed on the agenda for the next
regularly scheduled Authority Board meeting and may only be deferred
again by affirmative vote of the Authority Board. 'Board action taken on
matters not so suspended by the Majority Control Entity Board Member
under this section shall be deemed ratified by the Majority Control Entity
Board Member.
f. Should the calculated "Weighted Voting Formula" yield a weighted
voting share of less than 1.5% for any participating entity (Minority
Voting Entity), that entity shall be assigned a minimum 2% voting share.
The difference between the assigned 2% minimum and the Minority
Voting Entity's calculated weighted voting share shall be deducted pro
rata from the calculated weighted voting share of the remaining entities.
Such deductions shall be directly proportional to respective calculated
voting share as of the effective Determination Date.
SEACOAST UTILITY AUTHORITY
ADINIINISTRATIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive DirectoP'�-
DATE: September 23, 1998
RE: BOARD MEMBER VOTING SHARE
At its April, 1998 meeting, the board directed staff to reintroduce this issue in September. I
enclose the following background and draft policy documents:
• Minutes of April, 1998 SUA Board Meeting
• Resolution 2 -1998 Adopted in May, 1998
• December 17, 1997 Memo to the Board
• Draft Amendment to "Rules of the Authority"
• Practical Application Impact Summary
The adoption of Resolution 2 -1998 resolved certain issues only temporarily. The newly adopted
flow -based calculation removes Palm Beach Gardens' previous majority voting share status. It
does not, however, address the underlying issues involving any future majority member's rights,
particularly the question of whether that member possesses veto power.
The enclosed draft "Rules of the Authority" amendment, originally proposed to the board in
December 1997, deals directly with that critical matter. This procedure reflects my understanding
of the Board's consensus on the following issues:
1. the Majority Control Entity should possess voting influence which is clearly superior to the
other members, and
2. this issue should be resolved by and among Authority Board members.
The procedure edit marks you see are my attempt to deal with a flaw detected by Authority staff.
As written in December, the policy would have allowed the Majority Control Entity to defer
business even for meetings that its representative does attend. In itself, that does not seem to be a
significant problem. However, the last sentence of section 3.6 (e) could be construed to
retroactively reverse that entity's negative votes taken during meetings at which the member was
Seacoast Utility Authority
September 23, 1998
Nee -2—
in attendance but chose not to suspend the item. The proposed revision would limit the right to
suspend to those meetings at which the Majority Control Entity is not represented.
I failed to address a subtle but meaningful matter in my "practical application" summary. If
implemented, the Majority Control Entity's veto capability would exist when either three or four
Board members are in attendance. Certain minority members would have the same privilege, but
only when a specific combination of three members are present.. For example, given current
voting share apportionment, if Lake Park, Juno, and North Palm Beach are the only members
present, North Palm could effectively veto. The same is true for Palm Beach County if it
replaces North Palm Beach in the above example.
The proposed amendment clearly encourages Board member attendance, certainly a wornhy goal.
The four minority members can only prevail against the Majority Control Entity's vote if all
attend and all vote together, otherwise, the majority member will always prevail. This is a strong
advantage for the majority member, one which appears to be consistent with both the letter and
spirit of the Interlocal Agreement and special counsel's opinion.
mas.5
APR) L <7 S 5 uA- -3c1 -0ZD r7 > �s
Commander Carr stated that Palm Beach Gardens is proposing to ins own separate building
for the antenna. Commander Carr stated that there is currently a s m progress to be sure that the
Gardens' proposed antenna will not interfere with any of ent frequencies on the Authority's
elevated tank. This study is at the City's expense. So scussion took place.
Board Members Weism eary moved to approve Communications Equipment Site
Agreement with the ' of Palm Beach Gardens as recommended by staff.
The motio arried unanimously.
BOARD MEMBER VOTING SHARE
Mr. Bob Weisman stated that at the last Board meeting he asked Executive Director Rim Bishop to
do some research on the calculation of the voting share of Board Members. Mr. Weisman asked
Mr. Bishop to send to the Board Members a copy of Attorney Herb Gildan's 1990 letter, which at
that time, was sent to Rim Bishop and copied only to John Orr. Mr..Weisman explained that in a
1990 calculation based strictly on potable water consumption, Palm Beach County came out with
the highest share due to Lost Tree Village's high usage. Clearly, this was unacceptable to Palm
Beach Gardens (John Orr). As a result, the County went along with a modification to the
calculation of voting share to allow the Gardens to become the higher voting share on the Seacoast
Board. Mr. Weisman stated that now it is his intention to make a motion to ask the Board to
authorize the Executive Director and attorney to prepare a new ordinance to revise the calculation of
voting share back to that which is clearly stated and specified in Mr. Gildan's 1990 letter, which is
strictly based on ERC calculation. The City of Palm Beach Gardens would still have the highest
voting share, but not absolute power. Mr. Weisman stated that if this motion passes, it would solve
the problem for the next three to six years. Eventually the City of Palm Beach Gardens will reach
50% and more again. Mr. Weisman further stated that he liked the opinion of outside Counsel Sam
Goren. Mr. Weisman felt that the Board still needs to deal with the entire issue, but this type of
motion would solve the problem in the meantime.
MOTION
Board Members Weisman/Nelson moved to authorize staff and legal counsel to prepare a
resolution to revise the voting share calculation to that which is indicated in the Agreement as
outlined by Mr. Gildan's letter of 1990.
Vice Chair Bobbie Herakovich stated that basically this voting share should be based on the ERC
calculation and she agrees if the Board so desires. She asked Mr. Gild'an if this opinion relates to an
earlier draft or the final Agreement. Mr. Gildan stated that it refers to the final Agreement and if
there were drafts in the hands of any other entities, he didn't know about it. Ms. Terry Leary stated
that she feels this is strictly a short -term fix, not solving the long -term problem. She would like to
see the Board continue to work out the solution to the main problem. Ms. Gail F. Nelson agreed
4
with Ms. Leary that this debate needs to continue and not end it with this short-term solution.
Much discussion followed concerning the political situation at the time of this Agreement. It was
weed that while the atmosphere of the Board is friendly and not political, this issue should be
resolved. Nis. Leary stated that she has brought this issue to her council for informational purposes
and that her Town would be agreeable to considering a new agreement. Mr. Weisman stated that
sometimes an issue of this type should not be decided on absolute legal interpretation, as the County
demonstrated in 1990.
Vice Chair Bobbie Herakovich called for a vote:
Yes No
Teary Leary g%
Bobbie Herakovich 50%
Gail F. Nelson 2%
Bob Weisman 23%
The motion carried 75% 8%
Mr. Bob Weisman asked Ms. Terry Leary why she voted against this motion. After some
discussion, Ms. Leary stated that she had misunderstood the motion. She had understood that the
motion implied this was a permanent solution as to the calculation of the voting share; she felt that
the entire issue should, still be dealt with. Ms. Leary asked if she could chwige her vote. Attorney
Herb Gildan stated that if the entire Board agreed, a new vote could be taken.
Vice Chair Bobbie Herakovich called for a new vote.
The motion carried unanimously.
The discussion continued with Vice Chair Herakovich giving a few options to resolve this issue.
Ms. Herakovich stated that she has not given her council the entire background and details of this
issue. She stated she would like the opportunity to do so. She further stated that she did not think
the council would be open to a new Interlocal Agreement. Mr. Bob Weisman
suggested/volunteered that Ms. Gail Nelson be the Board representative to go before Palm Beach
Gardens' council to present the historical background on this issue. Ms. Nelson suggested that Mr.
Ray Howland might be a better candidate to handle this. She feels that Juno Beach was a small
player and although she participated in the negotiations, but not with the same level of involvement
that North Palm Beach did. She stated she would be glad to sit in with Ray, and assist in any way
she could. It was agreed that the Board would like to first try to resolve this entire situation without
going to their respective councils/commissions. Ms. Herakovich stated that she liked the idea of
Gail and/or Rai- presenting the historical perspective to her council.
5
After hearing the Board's opinions, Executive Director Rim Bishop stated that he feels the Board is
faced with two major issues; one of which is veto power and the other is conducting business in
absence of the Majority Voting Entity. Is there a way to preserve the original intent of the Majority
Voting Entity power without giving the Majority Voting Entity absolute veto power? Mr. Bishop
suggested that the Board revisit his the procedures he suggested in December 1997. Mr. Bishop
feels that these procedures address these issues and could be a good starting point to resolving the
issue among the Board without going to the respective councils/commissions. The Board agreed to
revisit Mr. Bishop's suggested procedures and requested he send it to the Board as soon as possible.
More discussion took place. Attorney Herbert Gildan stated that this issue could be resolved among
the Board, as long as they are all in agreement. It was agreed that this would be continued as an
agenda item at the May 20, 1998 Authority Board meeting.
GTHER BUSINESS
COi�NTS FROM BOARD MEMBERS
Vice C obbie Herakovich stated that the City of Palm Beach Gardens has copies of the design
for the PGA oulevard flyover that she offered to share with the Authority to assure that any major
utility lines are t adversely affected by these plans.
Vice Chair Herako 'ch also discussed the reclaimed water as it relates to the MacArthur
Foundation. She want to, with the Board's concurrence, encourage staff and attorney to be sure
there is not a resale of a reclaimed water through the Authority's interconnect. The Board
members were not all aware f this issue. Vice Chair Herakovich suminarized by saying that the
MacArthur Foundation is in n otiations to provide reclaimed water to Abacoa/Encon/Northem
Palm Beach County Improvemen istrict and reservation capacity fees were being passed on,
along with usage fees.
Executive Director Rim Bishop stated tha Northern Palm Beach County Water Improvement
District is in the Authority's service area and Authority has put them on notice of this concern,
but only verbally. Much more discussion took ce clarifying this issue and how it affects the
Authority. Attorney Herb Gildan stated that he di of feel the Authority should interfere with
MacArthur, Abacoa and Encon until the Authority know at there is indeed reselling of reclaimed
water.
MOTION
Board Members Weisman/Nelson moved to authorize staff an
appropriate action to safeguard the Authority's interests.
The motion passed unanimously.
ounsel to take any
Oc�DTED A'*j qF'
C
RESOLUTION NO. 2 -1998
A RESOLUTION OF THE AUTHORITY BOARD OF SEACOAST UTILITY
AUTHORITY ESTABLISHING A PROCEDURE FOR CALCULATING BOARD
i1MMBER VOTING SHARE, REPEALING ALL ORDINANCES AND RESOLUTIONS
IN CONFLICT, RESCINDING AND REPLACING THE .1997 VOTING SHARE
APPORTIONMENT, AND PROVIDING FOR AN EFFECTIVE DATE.
BE IT RESOLVED BY THE AUTHORITY BOARD OF SEACOAST UTILITY
AUTHORITY:
WHEREAS, the FIVE ENTITIES comprising the Seacoast Utility Authority Board have agreed
to a Weighted Voting Formula under the terms of the Interlocal Agreement dated August 17,
1988, and
WHEREAS, the FIVE ENTITIES wish to establish a procedure to effectuate the requirements of
the Interlocal Agreement,
Section 1: The procedure set forth in Exhibit "A" to this Resolution is hereby
adopted to effectuate the WEIGHTED VOTE FORMULA under Section (2) (c) of the Interlocal
Agreement.
Section 2: Ordinance No. 1 -1990 and provisions of all other policies; procedures,
rules, and codes in conflict with the terms of this Resolution are herby repealed.
Section 3: The distribution of Board member voting share implemented in 1997 is
hereby rescinded and replaced by the following distribution derived according to the provisions
of this Resolution:
Palm Beach Gardens
44%
Palm Beach County
29%
North Palm Beach
17%
Lake Park
8%
Juno Beach
2%
Section 4: This Resolution shall take effect immediately upon passage.
PASSED AND ADOPTED THIS DAY OF , 1998
(Authority Seal)
CHAMNIAN
ATTEST:
AUTHORITY CLERK
EXHIBIT "A"
3.6 Weighted Voting. Authority Board member voting share shall be weighted as
required by the Interlocal Agreement. For the purpose of implementing this provision, the
Authority Board hereby adopts the following principles and practices:
a. VOTING SHARE CALCULATION
1. No later than the first scheduled meeting in October of each third year
beginning in 1991 (the "Meeting Date "), the Executive Director shall
provide the Authority Board with an analysis of voting share for each
of the respective participating political subdivisions identified in the
Interlocal Agreement ( "Entities'). For the purpose of calculating
Equivalent Residential Connections ( 'ERCs') as required in section
(2) (c) of the Interlocal Agreement, each municipal Entity's boundary
shall be its incorporated limits legally in effect 'as of the September 30
immediately preceding the reporting date. Palm Beach County's
boundary is defined as all areas served by the Authority's potable
water system situated outside incorporated municipal boundaries.
The number of potable water ERCs shall be calculated as the total
volume of potable water sold (in gallons) within the respective
political subdivisions during the fiscal year immediately preceding the
reporting divided by 365, this result divided by 350.
The proportionate share of the total votes for each Entity shall be
calculated as the number of potable water ERCs identified within that
Entity's boundary divided by the total number of potable water ERCs.
Voting share as so revised shall become effective for all Authority
Board business conducted at the meeting on the reporting date after
approval of the revised voting share and for the following three years
until the next reporting date.
SEACOAST UTILITY AUTHORITY
ADMINISTKikTIVE DIVISION
MEMORANDUM
TO: Seacoast Utility Authority Board
FROM: Rim Bishop, Executive Director
DATE: December 17, 1997
RE: BOARD MEMBER VOTL 1G SHARE
At its November meeting, the Board directed staff to prepare a draft - Interlocal Agreement
amendment which would accomplish the following:
1. Clarify that for its position to prevail in a board vote, whether supporting or opposing, the
Majority Control Entity must have at least one assenting vote, and
2. Confirm that a voting quorum exists at any meeting attended by a minimum of three
board members, regardless of their weighted voting share, and
3. Allow the Majority Control Entity the authority to defer board consideration of specific
agenda items.
Enclosed is a draft amendment to the Rules of the Authority which accomplishes those
objectives. If it is the Board's desire, this amendment can easily be incorporated as a change to
the Interlocal Agreement, one which could be considered by the entities' councils and
commissions. Should the Board find this procedure clearly consistent with the intent of the
Interlocal Agreement However, it may wish simply to amend the Rules.
The Board also directed staff to provide each Board member with approximate dates when the
respective commissions/councils may have discussed Seacoast's proposed weighted voting share
procedures. This information was sent via fax to each entity on November 24, 1997. I have
enclosed the written responses received to date.
Reviewing this material, there appears to have been no clear and detailed discussion of whether
the Majority Control Entity was to be vested with veto authority. Of recent comments made by
principals involved with the acquisition, however, most indicate that it was not. Rather, it seems
a logical but unintended artifact of an otherwise eminently fair and remarkably successful
political structure. It therefore is both reasonable and prudent to deal administratively with such
unforeseen conflicts.
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3.6 Weighted Voting. Authority Board member voting share shall be
weighted as required by the Interlocal Agreement. For the purpose of implementing this
provision, the Authority Board hereby adopts the following principles and practices:
a. Attendance of three or more of the five Board Members shall constitute
a quorum, even if the sum of such Board Members' weighted voting share
is less than 51% of the total.
b. Each Board Member's weighted voting share shall be a percentage
fixed at the most recent "Determination Date."
c. Except as provided herein or in the Interlocal Agreement, no action
shall be taken by the Authority without the concurrence of a minimum of
two members and greater than 50% of the aggregate weighted voting
share of the Board Members in attendance.
d. Should there exist a "Majority Control Entity" as defined in the
Interlocal Agreement, at least one additional member shall be required to
assent to such entity's affirmative or negative vote whenever all Board
Members are in attendance. When less than all five Board Members are in
attendance, only affirmative votes of the Majority Control Entity shall
require a minimum of one additional assenting vote.'
e. AAy-In the event that a Board Member representing a Majority Control
Entity does not plan to attend a scheduled Authority Board meeting, such
member may temporarily suspend consideration of specific proposed
Authority Board meeting agenda items for eye -that
husine meeting only. The Majority Control Entity Board Member must
deliver to the Executive Director written confirmation of intent to so
suspend no later than one working day before the meeting. Business
suspended under this provision shall be placed on the agenda for the next
regularly scheduled Authority Board meeting and may only be deferred
again by affirmative vote of the Authority Board. Board action taken on
matters not so suspended by the Majority Control Entity Board Member
under this section shall be deemed ratified by the Majority Control Entity
Board Member.
f. Should the calculated "Weighted Voting Formula" yield a weighted
voting share of less than 1.5% for any participating entity (Minority
Voting Entity), that entity shall be assigned a minimum 2% voting share.
The difference between the assigned 2% minimum and the Minority
Voting Entity's calculated weighted voting share shall be deducted pro
rata from the calculated weighted voting share of the remaining entities.
Such deductions shall be directly proportional to respective calculated
voting share as of the effective Determination Date.
Practical application of the enclosed revision to the Rules of the Authority:
FULL BOARD IN ATTENDANCE
To block or carry a motion, PBG needs one additional vote
LESS THAN A FULL BOARD, PBG PRESENT
Any motion will fail without PBG support
A motion only passes if PBG and one other member support it
LESS THAN A FULL BOARD, PBG ABSENT
Motion only passes if more than 50% of the voting share present support it
UNDER ANY CIRCUMSTANCE
PBG can pull items off the agenda, but such items must be acted upon at the next meeting
THEREFORE
If PBG doesn't want a proposed agenda item to pass but can't attend the meeting, PBG
can write the Executive Director and remove that item. PBG must then make certain to
attend the next meeting.
At the next meeting, if a full Board is present, PBG must persuade one other member to
vote against the proposal. If there is a quorum but less than five Board members
attending, PBG can, without further support, block passage. If PBG misses that meeting,
the will of over 50% of the voting share in attendance will prevail.
If PBG wants a proposed agenda item to pass, it can call it up for a vote whenever there is
a quorum and needs only one other member to assent whether there is a full board
attending or not.
PBG ADVANTAGES
• No other member can unilaterally defer a vote on any item
• With a full Board present, no other member can carry or block a motion with just one
other assenting member
• With less than a full Board present and PBG attending, no other member can block a
motion by itself
Rjd�3 (9�l
LAKE PARK RFCOMMENDED MOTION
Motion to amend Seacoast Utility Authority's Rules of the Authority to establish
that a quorum shall be defined as the presence of any three Board Members; that no
single Board Member may cause a motion to pass or fail by their vote alone; that a
Majority Control Entity representative may defer agenda items for one board
meeting; and that the four entities shall yield such fractional vote share as may be
required pro rata to insure that no entity's share falls below 2 %.
THE ABOVE MOTION IS INTENDED TO ESTABLISH THE FOLLOWING
PROCEDURE
3.6 Weighted Voting.' Authority Board member voting share shall be weighted as
required by the Interlocal Agreement. For the purpose of implementing this provision, the
Authority Board hereby adopts the following principles and practices:
a. Attendance of three or more of the five Board Members shall constitute
a quorum, even if the sum of such Board Members' weighted voting share
is less than 51 % of the total.
b. Each Board Member's weighted voting share shall be a percentage
fixed at the most recent "Determination Date."
c. Except as provided herein or in the Interlocal Agreement, no action shall
be taken by the Authority without the concurrence of a minimum of two
members and greater than 50% of the aggregate weighted voting share of
the Board Members in attendance. No motion shall be defeated,
however, by the vote of a single member.
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d. In the event that a Board Member representing a Majority Control
Entity does not plan to attend a scheduled Authority Board meeting, such
member may temporarily suspend consideration of specific proposed
Authority Board meeting agenda items for that meeting only. The Majority
Control Entity Board Member must deliver to the Executive Director
written confirmation of intent to so suspend no later than one working day
before the meeting. Business suspended under this provision shall be
placed on the agenda for the next regularly scheduled Authority Board
meeting and may only be deferred again by affirmative vote of the
Authority Board. Board action taken on matters not so suspended by the .
Majority Control Entity Board Member under this section shall be deemed
ratified by the Majority Control Entity Board Member.
e. Should the calculated "Weighted Voting Formula" yield a weighted
voting share of less than 1.5% for any participating entity (Minority
Voting Entity), that entity shall be assigned a minimum 2% voting share.
The difference between the assigned 2% minimum and the Minority
Voting Entity's calculated weighted voting share shall be deducted pro
rata from the calculated weighted voting share of the remaining entities.
Such deductions shall be directly proportional to respective calculated
voting share as of the effective Determination Date.
PARKS AND RECREATION
MEMORANDUM
TO: Bobbie Herakovich, City Manager r
FROM: Susan Miller, Director/Parks and Recreations
DATE: October 15, 1998
RE: Golf Committee
Regarding the establishment of a Golf Committee for the Palm Beach Gardens Municipal Golf
Course, I feel the following philosophy and procedures would be, at this time, most beneficial to the
City.
Selection of the committee members should be done by the Parks and Recreation Director. The
committee would serve as a tool of communicating to and from the members and players to the City
and vice versa. The committee would also serve as a sounding board for the management firms
proposed programs and activities, discussing items such as pricing, clinic and tournament dates,
instructional classes, course enhancements, etc. The primary objective would be to allow an
opportunity for the players and management to address constructive feedback.
The optimum number of committee members would be five, with members coming from the various
groups who play the course, such as the men's association, women's association, retirees, a parent
who has children involved with the junior program, etc. The committee members would draw for
staggered one and two year terms to allow for some continuity in future years. The management firm
would also be a part of the committee, with myself serving as the committee chair, bringing the total
committee members to seven.
The committee should meet quarterly, with meetings scheduled in the evenings to allow all members
to attend. Agendas will be prepared and distributed in advance to allow for a productive meeting.
It will be important to stress that the committee will not be a policy making body, but simply a
committee to help ensure that the golf staff and the Department have support from the players and
community as we strive to offer the highest quality golf experience possible.
If you have any questions regarding this approach to formulating the committee, I am available for
discussion at your convenience.
MEMO.
PARKS AND RECREATION
TO: Bobbie Herakovich, City Manager
FROM: Sue Miller, Director, Parks & tv�
DATE: October 21, 1998
RE: Golf Course Options-
Prior to evaluating the different options for the future of the golf course, staff would like to
request a six - eight month extension of this process in order to allow Meadowbrook to institute
the changes in the course operations and policies they deem necessary.
Staff feels that after this time frame, a more precise and in depth evaluation of the course
operations can be made.
If you have any questions, I am available at your convenience.
MEMORANDUM
TO Bobbie Herakovich, City Manager
FROM Sue Miller, Director of Parks and Recreation,544,
Kent R. Olson, Finance DirectorA,",tj
SUBJECT Golf Course Options
DATE October 14, 1998
INTRODUCTION
Please let us briefly review the history of the Golf Course to gain perspective on
how we arrived where we are today. The City's Municipal Course began construction
in the summer of 1990, and opened for operations in February 1992. At that time, the
City hired Don Kepler to serve as Golf Course Manager to oversee the pro shop and
course employees. The snack bar operation was under contract to Nancy DeLuca, who
operated the restaurant under the name of Tees and Greens. In addition, the City
contracted out the grounds maintenance to ISS Golf Services. In March 1994, the City
hired Dubin and Associates to operate the Golf Course. In June 1994, Ms. DeLuca's
contract was terminated, and Dubin took over the operation of the snack bar. In June
1995, the City awarded Dubin the grounds maintenance contract, bringing the entire
operation under the control of a single contractor. In September 1996, the
management contract with Dubin and Associates was extended for two years, expiring
on September 30, 1998. On October 1, Meadowbrook Golf Group took over the
management of the Golf Course operation.
There is a misconception that nothing can be done with refinancing the bonds until
2001. 1 have recommended no refinancing until 2001 due to the premium which must
be paid if we call the bonds before that date. The first call date is July 1, 1999; the
premium at that time is 2% of the bonds outstanding, or $138,500. The premium
drops to 1 % on July 1, 2000, or $66,800, and there is no premium on or after July 1,
2001.
SUMMARY OF OPTIONS
It is early in their tenure to expect Meadowbrook to develop a long -range plan for
capital improvements at the Course. The options and analysis that are in this report
have been developed with a minimal amount of input from Meadowbrook for that
reason. We recommend taking another look at the options for the Course in six months
to allow Meadowbrook a chance to assess the needs and long -term potential of the
property. The staff sees three viable options: 1) Sell the Course, 2) advance refund the
bonds, or 3) advance refund the bonds and make $500,000 in improvements to the
Course. Below we shall review each of these options.
OPTION 1: SELL THE COURSE
The least time - consuming option in the long run, the City would need to advertise
the sale to be conducted either by sealed bid or auction(we suggest sealed bid). The
sale price of the property will determine the future disposition of the bonds issued to
construct the Course. If the Course is sold for less than $5 million, the City would have
to use the proceeds of the sale to redeem what bonds it can with those proceeds. For
example, if the Course is sold for $4 million, only $4 million must be used to redeem the
outstanding bonds. The remaining bonds ($3,155,000) would be paid off by the City
in accordance with the original debt payment schedule. Of course, these bonds would
have to be repaid with monies from the General Fund. If the Course sells for more than
$5 million, the proceeds must be used to redeem the bonds at the earliest call date(July
1, 1999). This would require the City to pay the difference between the sale proceeds
and the outstanding debt($ 7,155,000) plus a 2% call premium ($138,500) on July 1,
1999. For example, if the Course were sold for $6 million, the City would need to pay
$1,293,500 on July 1, 1999.
OPTION 2: ADVANCE REFUND
As noted above, to advance refund the bonds prior to July 1, 2001, will require
the City to pay a premium to call the bonds. The effect of this premium is to lessen the
savings on the refunding. Federal law essentially limits us to one refunding of each
bond issue, thus it is important to choose our timing carefully. The only way to refund
more than once is to refund the bonds with a bank loan that allows for pre - payment of
principal. It's not certain that this would be the most economical method to refinance;
it depends on the demand by banks for tax - exempt paper.
If we refunded the bonds today and did not extend the maturity of the bonds
beyond July 1, 2015, we would save approximately $88,000 in annual debt service
payments, bringing the average annual debt service to $655,000. If we refunded the
bonds on July 1, 2001 and did not extend the maturity of the bonds beyond July 1,
2015, we would save approximately $126,000 in annual debt service payments,
bringing the average annual debt service to $618,000. The benefits of a refunding are
often calculated as the percentage present value savings of the refunded bonds. The
higher the percentage, the more attractive the refunding. In present value terms, a
refunding today would provide savings as a percentage of the refunded bonds of
16.41 %; for a refunding in 2001, the percentage is 18.59 %.
OPTION 3: ADVANCE REFUND AND MAKE IMPROVEMENTS
The biggest problem the facility faces is the lack of sewer service(the Course is
on a septic system). The staircase in the middle of the clubhouse wastes a lot of
potential usable space as well. We are sure Meadowbrook will have some other
suggestions which will improve the long -run profitability of the Course. At this time,
we are using an estimate of $500,000 in improvements to illustrate this option.
By refunding the old bonds and issuing new debt(the $500,000) in the same bond
issue, we are able to decrease the cost of the refunding and make lower annual debt
payments in the future. For example, if we refunded the existing bonds and added
$500,000 in new debt to issue a new twenty year bond on or after July 1, 2001, the
average annual debt service payments would drop to $529,649, much lower than the
annual average of $743,000 on the existing Golf Course bonds. With an annual debt
service of $529,649, the Golf Course in fiscal 1997 would have broken even without
needing a transfer from the General Fund.
Future Land Use Element
Future Land Use Categories
In addition to presenting the Future Land use categories described above, the Future Land Use
Map also includes two traf c transportation components. The Transportation Ti-affilic
eiretrlatian Element of this Comprehensive Plan provides further details on these components.
Interchange (o): The Future Land Use Map designates eight interchanges within the City. Four
Five, of the interchanges shown on the map are existing: I -95 and Northlake Boulevard; I -95 and
PGA Boulevard; I -95 and Military Trail; I -95 and Donald Ross Road; and the Turnpike and PGA
Boulevard. The PGA Boulevard and Alternate AlA urban interchange is currently under design
and is programmed by FDOT for construction in 2000/2001. Two future interchanges shown for
I -95 and Central Boulevard, and Northlake Boulevard and the Turnpike will not be needed within
the first five -year planning timeframe. However, they are designated in order to anticipate their
right -of -way requirements construction and to recognize their potential impact on surrounding
future land uses.
Parkway (0000): The Parkway designation is shown along some of the major arterials within
the City. The intent of the Parkway designation is to identify and preserve a corridor of between
300 and 400 feet within which the arterial roadway can occur along with bikeways, pedestrian
paths, native vegetative greenways, linear parks, and landscaping. The parkway cross - section will
provide an aesthetically pleasing buffer between highly traveled arterials and surrounding
residential areas, as well as a safe byway for alternative modes of transportation. The Parkway
System has been designated as an urban component of the Florida Greenway System. It is described
in more detail in the Conservation and Transportation Elements.
One major objective of designating Parkways is to eliminate the perceived need of using strip
commercial as a buffer between arterials and residential areas. Therefore, the Parkway concept
is integrated into the philosophy of designating commercial and employment areas at intersections
or "nodes ", eliminating the need for strip commercial use.
Goals, Objectives and Policies
Policy 1.1.1.4.: The City shall maintain land development regulations which provide for a
Planned Community District (PCD) which shall implement the following concepts:
a. The intent of a Planned Community District (PCD) is to permit a large area to be
developed under one master plan that includes different land use types at several different
levels of intensity. Collector roads and development "pods" are shown as part of the
master development plan. Supporting documentation is also included which describes the
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development intensities assigned to each pod and any restrictions in use or site design
requirements. The pods are then developed as individual site plans.
b. Although a variety of uses and use intensities may be approved as part of a residential
PCD, the overall density must be consistent with the underlying Future Land Use
designation of the area. For the purposes of this Comprehensive Plan, the City Council
may approve the following bonus densities for areas developed as PCDs:
Rural Residential 20 (RR20): Up to 0.05 units per gross acre.
Rural Residential 10 (RR10): Up to 0.1 units per gross acre.
Residential Very Low (RVL): 'Up to 1.0 units per gross acre.
Residential Low (RL): Up to 5.0 units per gross acre.
Residential Medium (RM): Up to 9.0 units per gross acre.
Residential High (RH): Up to 12.0 units per gross acre.
C. In addition to the above, PCDs with an underlying Future Land Use designation of RH
may have densities permitted up to 15.0 units per gross acre, based on one additional unit
of density allowed for every 10% of native ecological habitat put into a preserve within
the PCD up, to a maximum of 15.0 units per gross acre. These preserve areas would be
over and above the minimum preservation and open space areas provided in accordance
with standard PCD requirements, and must be incorporated into the Parkway system.
d. In addition to the above, PCDs with an underlying Future Land Use designation of RH
may have densities permitted up to 15.0 units per gross acre for the provision of affordahle
housing, as defined in this Plan, or for an Adult Congregate Living Facility (ACLF).
except in Coastal High Hazard Areas that are the Category 1 Hurricane Evacuation Zones.
e. Through the PCD's flexibility, the City Council may grant waivers to the non - residential
intensities described previously.
f. Site plans for pods which are developed within Planned Community Districts shall be
developed according to the densities and intensities assigned to them under the Planned
Community District master plan documentation.
Policy 1.1.1.9.: The City shall encourage `linkages' which connect or gather residents and
business owners of different neighborhoods and promote a sense of community. This shall be
accomplished through 1) implementation of the Conceptual Linkage Plan (flap I) and Parkes -av-
System, as described further in the Conservation and Transportation Elements; 2) connection of
neighborhoods, shopping, schools and parks through an expanded sidewalk /pathway system,
discussed further in the Transportation Element; 3) promotion of `gathering' (people) places in
new development projects; and 4) installation of entry features along major arterials, including
signage, art and landscaping which identify Palm Beach Gardens as a city and community.
Policy 1.1.4.4.: The City shall consider appropriate means, such as bonding through the Northern
Palm Beach County Improvement District, to guarantee that the rights -of -way /easements required
for Parkways are identified, acquired, and improved.
Transportation Element
Policy 2.1.2.2.: Minimum right -of -way requirements for new roadways shall be:
a) Arterial roadways - right -of -way based on County
and State standard;
b) City Collector roadways - 120' right -of -way;
C) Neighborhood Collector roadways - 80' right -of -way
d) Local roads - 60' right -of -way (swale drainage);
and 50' right -of -way (curb and gutter).
e) Parkways - 300-400' right -of -way.
Objective 2.1.6.: To continue to plan for parkways, pedestrian and bicycle facilities.
Policy 2.1.6.1.: The City shall require that specific corridors be constructed as parkway facilities.
Policy 2.1.6.2.: The parkways are shown on Maps A and I and include the following facilities :
1) PGA Boulevard from Beeline Highway to Central Boulevard.
2) Central Boulevard from PGA Boulevard to Donald Ross Road.
3) Donald Ross Road from Prosperity Farms Road westward to the Palm Beach
Gardens city limits.
4) Beeline Highway from PGA Boulevard to the Caloosa subdivision.
5) Hood Road from Prosperity Farms Road to a future North -South Artery west of
Florida's Turnpike.
6) Future North -South Artery west of Florida's Turnpike.
7) Future East -West Artery north of PGA Boulevard and south of Hood Road.
Policy 2.1.6.3.: The parkways shall include pedestrian ways within the additional rights -of -way.
.Policy 2.1.6.4.: The designated rights -of -way for parkways shall be 300 -400 feet. The "right -of-
way" may be averaged, with City Council approval, to include in the calculation restored wetlands
and upland habitat set aside on the site in order to maintain a native greenway and promote
"linkages" of the natural environment, including wildlife corridors. Hood Road between Prosperity
Farms Road and Central Boulevard shall receive `parkway treatments' within a 55' corridor.
Objective 2.1.7.: The City shall encourage the use of public transit, bicycle, and pedestrian
paths within City boundaries and in conjunction with surrounding municipalities through use
of the Parkway System and support of Palm Tran and Tri -Rail.
Policy 2.1.7.6.: The City shall continue to require parkway system improvements, as defined in the
Future Land Use Element of this Comprehensive Plan, to be introduced into newly developed areas
to incorporate pedestrian ways.
Policy 2.1.7.8.: The City shall coordinate with the Town of Jupiter in an effort to identify
appropriate bike trail linkages between the PBCC campus in Palm Beach Gardens and the proposed
Florida Atlantic University campus in the Abacoa development in the Town of Jupiter.
Conservation Element
Objective 6.1.8.: Prior to the issuance of any development orders for that area included in
the Conceptual Linkage Plan presented in the Future Land Use Element of this
Comprehensive Plan, the plan for all or a part of the Parkway System shall be implemented
by the City.
Policy 6.1.8.1.: The City shall continue to maintain land development regulations to ensure the
implementation and design of the Parkway System.
Policy 6.1.8.2.: The parkways shall be designed, developed and maintained to serve a multitude
of functions including:
a. Preservation of significant native ecological communities in greenways along the City's
major corridors;
b. Separate bicycle and pedestrian circulation through and between land uses within and
adjacent to the areas included within the Conceptual Linkage Plan presented in the Future
Land Use Element of this Comprehensive Plan;
c. Mitigation areas for natural areas disturbed elsewhere within the area included within the
Conceptual Linkage Plan presented in the Future Land Use Element of this Comprehensive
Plan, where applicable;
d. The buffering of adjacent roadways, land uses and developments, where applicable; and
e. The provision of public access to the restored Loxahatchee Slough, where applicable.
f. Preserve urban beauty through right of way landscaping requirements;
g. Provide residents with a safe and multi -use pathway system which is recognized as an
urban component of the Florida Greenways System;
h. Eliminate a perceived need for using strip commercial as a buffer between arterials and
residential areas; and
i. The phasing of the establishment of the parkways shall, at a minimum, be relative to the
phasing of development in the area included within the Conceptual Linkage Plan presented
in the Future Land Use Element of this Comprehensive Plan.
Policy 6.1.9.3.: Through the site plan and subdivision review process, the City shall endeavor
to connect open space and conservation/preservation areas with the Parkway System wherever
possible.
MEMORANDUM
TO: Growth Management Department
FROM: Mark Hendrickson, City Foresteryf/W
SUBJECT: Overview of the 1998 Florida Trails and Greenways Conference (Oct. 22 -24)
DATE: October 26, 1998
This conference theme was "Renewing Florida's Communities ". The major sessions were
entitled "The Transportation Obsession: What If There' Nowhere Left, Worth Going ? ", "The New
Urbanism: Toward An Architecture of Community ", "Innovation and Change in Development
and Transit ", "Sprawl's Impact on the Environment/Reversing the Course" and "Resources and
Sustainable Development ". All the speakers relaid the message that cities are not sustaining their
communities because trails, sidewalks, pathways and corridors are not connecting the
communities. The large road systems and zoning regulations are fraginenting the communities.
The other problem is the where the cities do have good plans, they are not following them,
therefore they are not sustainable.
One of the best ways to keep a City and their communities together is through their open space
connectors. Trying to get people off the road system is directly connected to the short and long
term health of the local economy. Allowing developers to extent urban boundaries and encroach
into greenway corridors increases the negative impacts of sprawl.
Sec. 118 -281. Parkway overlay.
(a) Scope. The parkway system requirements in this section shall apply to all
roadways designated as parkways within the comprehensive plan.
(b) Purpose and intent.
(1) The city comprehensive plan objective 2.1.7 and policies 2.1.7.1, 2.1.7.2
and 2.1.7.3 require the development of a parkway system to provide city
residents with an alternative mode of transportation which is safe and
aesthetic, as well as to beautify the city's arteries and protect residential
areas from highly traveled arteries.
(2) The objectives of the parkway overlay are established toy
a. Preserve urban beauty through right -of -way landscaping
requirements;
b. Provide residents with a safe and aesthetic multiuse pathway
system;
C. Provide a buffer between designated roadways and the adjacent
development;
d. Eliminate a perceived need of using strip commercial as a buffer
between arterials and residential areas; and
e. Promote and protect the peace, health, safety and general welfare
of the city.
(3) Specific standards have been created for the parkway overlay which are
intended to provide a buffered multiuse pathway'and landscaped roadway
system. Although these standards are intended as a benchmark for
development and shall be applied to the fullest extent possible, it is
recognized that in some situations it will not be possible for all of the
standards to be met. Therefore, the physical constraints of a particular
site will be considered in determining which standards are applicable and
the extent to which the standards should be adhered to for each particular
project. Only by express approval of the city council will the standards of
'the overlay be waived or eased.
(c) Applicability and effects.
(1) The standards contained in this section shall apply to all roadways
designated as a parkway by the city council: PGA Boulevard west of
Central Boulevard, Central Boulevard, Donald Ross Road, Beeline
Highway north of PGA Boulevard, Hood Road west of Central Boulevard,
a future (yet unnamed) north -south artery between PGA Boulevard and
Hood Road, and a future (yet unnamed) east -west artery between Central
Boulevard and the future north -south artery.
(2) While existing development and approvals granted prior to August 18
1994. are not affected. amendments to approvals, redevelopment,
revitalization and new development shall conform with the provisions of
this overlay.
(3) Where conflicts occur between the standards and requirements of the
overlay and this Code or other regulations, the .provisions of the overlay
shall prevail. Additionally, where provisions of this overlay are not in
conflict with other regulations, that which is more strict shall prevail.
(d) Boundaries. The parkway overlay shall consist of PGA Boulevard west of Central
Boulevard, Central Boulevard, Donald Ross Road, Beeline Highway north of
PGA Boulevard, Hood Road west of Central Boulevard, a future (yet unnamed)
north -south artery between PGA Boulevard and Hood Road, and a future (yet
unnamed) east -west artery between Central Boulevard and the future
north -south artery. each of which shall be a minimum of 300 feet wide. with the
exception of Hood Road and PGA Boulevard which shall be a minimum of 200
feet and 400 feet wide, respectively. The width of the parkway shall be divided
equally from the centerline of the road right -of -way, except for PGA Boulevard
and Hood Road.
(e) Parkway development guidelines
(1) Parkway concept.
a. Each parkway shall include a parkway easement. Installed within
the parkway shall be a multiuse pathway, pedestrian path,
landscaped medians, linear parks, greenbelts and landscaping
buffers. Conceptual cross sections of parkways are illustrated in
exhibits 2 through 11. The city council shall approve the ultimate
cross section of each parkway link.
Add figure of Exhibit 2
Add figure of Exhibit 3
Add figure of Exhibit 4
Add figure of Exhibit 5
Add figure of Exhibit 6
Add figure of Exhibit 7
Add figure of Exhibit 8
Add figure of Exhibit 9
Add figure of Exhibit 10
Add figure of Exhibit 11
b. Implementation of the parkway concept shall require ultimate
curbing of the roadway to allow landscaping buffers to be installed
between the roadway and the pedestrian /bicycle pathways:
improvement of a meandering 12 -foot multiuse pathway;
installation of a six -foot pedestrian sidewalk on the opposite side of
the artery from the pathway: landscaping of medians; preservation
of native vegetation or installation of landscaping to buffer the
artery and pathway from adjacent development and to provide
canopy for pedestrians /bicyclists; installation of irrigation. where
necessary, to ensure the viability of landscaping; and dedication of
a parkway easement for those areas outside of the formal road
right -of -way but with the 200- to 400 -foot parkway. Special views
along the road and special public features such as fountains, art in
public places and pedestrian pockets may also be provided within
the parkway with city council approval.
(2) Landscape theme. A native pine -oak vegetative community shall
constitute the landscaping theme of the parkway system. Plantings shall
include but not be limited to live oak, slash pine, saw palmetto, wax
myrtle, sabal palm, as well as grass. Clusters of vegetative communities
as well as individual trees shall be provided, consistent with clear zone
and sight distance criteria, to landscape medians, to buffer the pathways
from the roadway and adjacent land uses, and to provide canopy.
(3) Parkway improvements
a. The city council shall require all new development fronting along a
parkway to install, develop or otherwise provide for the
implementation of the parkway system as illustrated in the
conceptual cross sections and outlined in this section. This shall
be made a requirement.for issuance of a development order.
1. The city shall coordinate the installation of the parkway
system with the development
approval
process. Proposed
development fronting
along a
parkway
shall prepare plans
for the necessary
improvements
and install the
facilities /elements or
provide
the city with the appropriate
amount of funds or
surety
to cover
the costs of such
improvements.
2. i. For determination as to whether improvement of the
parkway shall be conducted concurrent with development, or
whether there shall be provision of funding or surety to the
city in an amount equal to the needed improvements. the
city establishes a guideline threshold of one -half mile (2.6,40
linear feet). If monies in lieu of improvement are provided.
the city will install the required improvements at a time in the
future when a "link" or segment of the parkway can -be
achieved or when roadway improvements or developme ^t
activities allow implementation of the parkway system.
ii. The one - half -mile threshold is a guideline and shall
be used on a case -by -case basis to ascerta.n
whether the adjacent land uses or characteristics of
the development require or warrant installation of the
necessary improvements concurrent with
development.
b. Unless otherwise approved, fronting development shall be
responsible for the perpetual maintenance and irrigation of the
parkway. Development on either side of the parkway shall share
the responsibility of maintaining the median landscaping along the
length of the developments.
C. If the city establishes a special district or other entity to assume
responsibility of the parkway system, the development shall
automatically become a member of the district. This condition shall
also be made a part of property owners' association documents.
(Code 1987, § 159.060)
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(3) Parkway. The portion of PGA Boulevard -located between Central
Boulevard and the Beeline Highway has been designated -a parkway in
the comprehensive plan and on - the future land -use :map. -The PGA
Boulevard parkway shall have a minimum .:right-of -way /easement
requirement of 400 feet. This right -of -way /easement shall be reserved by
the abutting landowner or. dedicated to the city within .the overlay district.
Within this right -of -way /easement sidewalks and - pathways "shall be
provided. These pedestrian and bike facilities shall be provided as
components of the city's linkage plan, as described in section 118 -281.
4�xc�P���,,.
PGA 6WJ Ceh�O"Qy
1ig-asa(d�
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PGA C�.d� 0�1q
Within the 400 -foot parkway portion of the corridor, if the greenbelt
area is at least 55 feet in width, the 55 -foot special setback shall
not apply.
(5) Rezonings. Every property owner seeking a development order within the
PGA Boulevard corridor overlay shall rezone the property to the planned
community district (PCD) or planned unit development (PUD) zoning
district. Property owners of existing developments shall undertake this
rezoning at the time a modification, time extension, site plan amendment
or development order change is initiated or after suffering damage in
excess of 50 percent of the appraised value. Uses permitted within the
PCD or PUD shall conform with the comprehensive plan land use
category and the underlying zoning district, where not in ,conflict with the
provisions of this overlay.
(e) Boulevard landscape theme and parkway guidelines.
(1) Tree preservation.
a. In an effort to preserve expansive open spaces and native
vegetative communities, development shall be clustered to reserve
large areas of open space and the existing natural vegetation shall
be preserved whenever possible, except invasive exotic plant
species.
b. Infrastructure design shall integrate existing trees, understory
vegetation and the natural character of the land. During
construction, existing natural vegetation shall be protected by the
developer's implementation of best management practices
consistent with chapters 98 and 102. The greenbelt of the PGA
Boulevard corridor can be relocation sites for trees and other
plants being moved from adjacent development. After construction,
emphasis shall be placed on the replacement of dead and
unhealthy trees and plants to ensure in perpetuity that a
substantial tree canopy remains.
C. Trees which have been preserved within the PGA Boulevard
corridor shall not be credited toward meeting the city's
environmental preservation requirements unless expressly
approved as such consistent with chapter 102. There shall not be
any retention /detention within the landscape /buffer areas of the
PGA Boulevard corridor, nor shall surrounding drainage or
elevation changes adversely impact tree preservation. Existing
natural vegetation shall be maintained or managed with the same
standards set for new landscaping (see chapter 98). The
requirement of 100 - percent irrigation may be waived by the city
council within large clusters or stands of natural vegetation where it
can be demonstrated that 100 - percent irrigation is not necessary.
There shall be no construction within native vegetation without the
city's express approval.
(2) Landscaping theme.
a. Landscaping shall be provided and maintained consistent with
chapter 98 and the general guidelines in the landscape handbook.
b. Landscaping within the greenbelt shall be free form design using
the following plant list: live oak, slash pine, saw palmetto, wax
myrtle, sabal palm, common grass and other plants with the
approval of the department. Free form design means new trees
and shrubs should duplicate natural patterns with multiple plant
sizes, spacing, plant clusters, and single plantings. Grass shall be
planted in all open areas. Mulch shall be used around all trees and
plants. The greenbelt shall have undulating berms. Windows or
voids in the landscaping, if not in excess of 60 feet, are acceptable
for scenic views of lakes, art in public places, or signage.
Nonmountable curbs shall be used to ensure landscaping
installation /preservation can be achieved consistent with the
theme.
C. All trees, plants and any other associated landscape or outdoor
material shall be of high quality and grade. All new landscaping
shall be 100 - percent irrigated. The water source for irrigation shall
be approved by the city prior to installation. All backflow
preventers. electrical boxes, lift stations and any other utility
structure shall be screened with landscaping. Intersections,
entrances, and building frontage can be 'enhanced with additional
landscaping not listed in this subsection with site plan approval.
d. Multiuse pathways shall meander around vegetation and berms
throughout the greenbelt. Nature trails may connect to the
sidewalks. Pathways shall be illuminated pursuant to specifications
approved during site plan approval. All landscaping, irrigation,
berms, sidewalks, and lighting within road rights -of -way shall be
approved by the appropriate governing bodies.
e. The cost of maintenance of the greenbelt, including right -of -way
and medians, and buffer areas shall be the responsibility of the
fronting property owner unless otherwise agreed upon prior to site
plan approval.
f. The conceptual landscaping theme illustration that follows depicts
a conceptual segment of the corridor. This illustration does not
depict intersection /entrance landscaping which is also required
consistent with chapter 98.
Add figure of PGA Boulevard conceptual landscaping theme
(3) Berms. Berming and mounding of the site shall use long and gentle
slopes. As a rule, the higher the berm, the gentler the slope shall be.
Berms five feet or less in height shall have a maximum slope of 2:1
Berms greater that five feet in height shall not exceed 11 in slope.
(4) Fences. Fences shall not be visible from any street frontages. All fences
shall be screened with vegetation from public view.
(5) Buffer areas between uses. Buffers shall be provided between uses
consistent with requirements of this Code. Natural vegetation and
environmentally sensitive preserve areas, where appropriate, are
encouraged to be utilized as buffers between uses.
(6) Parkway and boulevard greenbelt.
a. Within parkway rights -of- way /easements, preservation, in place, of
all significant vegetation, wetlands and wildlife habitat shall be
encouraged. The parkway right -of- way /easement shall serve the
following functions:
1. Preservation of significant native ecological communities;
2. Location of bicycle and pedestrian circulation paths;
3. Mitigation areas for natural areas disturbed elsewhere; and
4. Buffering of adjacent land uses and developments.
b. Consistent with comprehensive plan policy 1.1.6.5 and the corridor
concept, a boulevard greenbelt including median landscaping shall
be provided to produce the feeling of masses of trees forming
green arbors interrupted by occasional views to open spaces and
environmentally sensitive lands. As a general design principle, the
density of vegetation should increase with the density of
development. Priority should be given to retaining existing natural
resources and mature trees.
C. Landscaping along the parcel perimeter and major road edge shall
be installed consistent with the provisions of section 4.5(E) and
with the requirements of chapter 98. Interruptions in perimeter
landscaping shall be permitted only by access driveways and
pathways. No structures or parking are to be located in this
landscape area.
d. Pedestrian /bicycle facilities shall be located throughout the corridor
and wherever possible shall be located within the boulevarc
greenbelt.
e. Median landscaping shall be provided to continue and erhance t_ne
aesthetics and character of the corridor. Median landscaping st-a;l
meet the following requirements:
1. Landscape design, materials and giants shall meet Me
specifications of chapter 98 and apprcval of the departme
and
2 Landscaped areas shall be regularly maintained in a neat,
orderly and healthy appearance consistent with chapter 98
and subject to enforcement and penalties in that chapter.
f. The following elements are prohibited within the boulevard
greenbelt: chainlink fences in public view, unfinished concrete or
concrete masonry walls, dumpsters or trash receptacles, artificial
plants or turf, decorative or commercial display objects, visible
neon, elements with highly reflective or bright colored surfaces and
other objects which are frivolous, distracting or not in harmony with
the overlay landscape and design goals.
g. Pull -off transit stops shall be provided within the boulevard
greenbelt. These transit stops shall provide a 144 -foot taper in and
out of the travel lane, on either side of a 12 -foot by 50 -foot transit
vehicle stall.
h. Transit stops shall include accessory structures such as kiosks,
sheltered benches or other features.
(f) Pedestnanlbicycle facility guidelines.
(1) Accommodations shall be provided along the corridor for pedestrians and
bicyclists. These facilities shall be designed per American Association of
State Highway and Transportation Officials criteria for safety and
landscaped per the criteria of this section for aesthetic enjoyment.
(2) Within the parkway, a continuous, interconnected pathway of 12 feet shall
be provided with no less than 40 feet of greenbelt space between the
roadway edge of pavement and the pathway. This regulation shall be
applied outside of the parkway as permitted by right -of -way and easement
widths.
(3) The pathway shall be landscaped with shade trees to provide canopy.
These shade trees shall be supplemented with ground cover to provide
visual and physical buffers between traffic and pedestrians.
(4) A bench or resting place shall be provided every 800 feet along the
pathway. Every mile, further amenities such as drinking fountains,
benches and shelters or kiosks shall be provided and are encouraged to
be supplemented with small open spaces.
Sec. 114 -205. Minimum pavement width.
(a) Generally. The minimum pavement width for subdivision streets shall be as
follows:
(1) Parkway. Four or more 12 -foot lanes with turning lanes and medians.
(2) Arterial and collector streets. Two or more 12 -foot lanes with turning lanes
and medians where required.
(3) Industrial street. Two or more 12 -foot lanes with turning lanes and
medians where required.
(4) Local street. Two ten -foot lanes with two feet of curb on both sides of
street or roadside swale drainage.
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4.0 SYSTEM PLANNING ANALYSIS RECOMMENDED
LOCATION /POTENTIAL CONCEPTS
This Section contains a discussion of the three proposed interchange location and conceptual
alternatives. It also includes a screening of the alternatives and a recommendation. This ranking
was presented to the Palm Beach County: MPO Citizens Advisory Committee, MPO Technical
Advisory Committee and Metropolitan Planning Organization for input and ultimate interchange
location selection.
4.1 EVALUATION ISSUES AND SCREENING ANALYSES
Based on the environmental assessments at the three Turnpike crossings (NW 45th Street, S.R_
710, and Northlake Boulevard), only the northwest quadrant of S.R. 710, the southwest quadrant
of Northlake Boulevard, and the northeast quadrant of NW 45th Street are suitable for a new
interchange. The areas north of Northlake Boulevard and south of NW 45th Street were
considered to contain fatal flaws. Other areas such as the Steeplechase subdivision east of the
Turnpike between S.R. 710 and Northlake Boulevard, the landfiWsolid waste project site west of
the Turnpike between NW 45th Street and S.R. 710, and the park and recreation area east of the
Turnpike between NW 45th Street and S.R. 710 are areas with major environmental constraint.
Three conceptual interchange alternatives were developed within the most suitable areas.
The first concept was at NW 45'h Street which utilized the northeast quadrant. The access to the
Turnpike ramps occurs at a single point approximately 800 feet east of the Turnpike on NW 45th
Street.
The second and third concepts originated from the need to address several issues in the vicinity of
S.R. 710 and Northlake Boulevard. The issues included:
■ utilisation of primarily the area west of the Turnpike between S.R. 710 and Northlake
Boulevard for the interchange.
■ provision for the extension of Jog Road which is in the MPO Long Range Cost Feasible
Plan.
■ provision for more than one access point to the Turnpike ramps.
■ the access point for the Turnpike ramps on S.R. 710 should be aligned with Jog Road.
As the issues were analyzed in determining interchange concepts, two alternatives emerged. One
concept was to tie the Turnpike interchange ramps into the Jog Road Extension. This concept
would provide S.R. 710 and Northlake Boulevard direct access to the Turnpike. The other
concept at this location was a concept with a solution which minimized environmental impacts
and disregarded the issue of the Jog Road Extension. As the concepts and issues were analyzed,
it did not make sense to have an interchange with a single point of access to Northlake Boulevard.
Turnpike Concept Planning Report Page 39
Palm Beach County September 1998
Table 4.1
Northern Palm Beach Concept Study
ESTIMATED ADT (2000 & 2015) WITH SR 710 / JOG ROAD INTERCHANGE
Note: The volumes are used for comparison of these alternatives oily. and should not be used as design traffic.
Route & Location
Estimated
1997
Count
Est. 2000
Adj. AADT
No Build
Est. 2000
Adj. AADT
With Int.
Est. 2015
* Adj. AADT
No Build
Est. 2015
Adj. AADT
With Int.
PGA E SR 710
12,600
14,490
11,031
30,045
21,586
PGA E Turnpike
27,500
31,625
28,237
43,086
38,991
PGA W Military Trail
29,700
34,155
28,956
56,798
48,813
North PGA
7,100
8,165
8,137
15,109
15,366
Northlake W SR 710
19,400
22,310
21,921
44,904
44,490
Northlake E SR 710
12,500
14,375
16,813
31,527
31,938
Northlake E of Rider
14,500
16,675
19,414
36,718
35,018
Northlake W Military Trail
30,500
35,075
37,486
74,631
65,400
SR 710 N Northlake
9,900
11,385
12,169
21,286
22,293
SR 710 N PGA
15,000
17,250
19,239
25,082
27,933
SR 710 E Jog Rd
13,700
15,755
19,843
29,224
35,257
SR 710 E Haverhill
17,000
19,550
20,457
29,337
30,028
TURNPIKE N PGA
21,600
24,840
24,320
43,572
42,332
TURNPIKE N SR 710 & Jog Inter.
28,100
32,315
30,614
44,052
42,131
TURNPIKE S 45th.
28,100
32,315
32,898
39,742
41,208
TURNPIKE S Okeech.
28,900
33,235
33,595
38,575
39,553
Military Trail N
37,600
43,240
41,945
60,244
58,257
Military Trail S
32,100
36,915
36,225
48,932
47,840
Haverhill N
11,900
13,685
13,887
20,378
19,694
Haverhill S
21,100
24,265
23,555
30,216
29,492
45th E Military Trail
31,500
36,225
35,780
49,973
51,267
45th W Military Trail
18,300
21,045
22,350
34,007
40,377
45th E Turnpike
2,900
3,335
3,249
6,473.
9,064
Jog Road W Turnpike
2,000
2,300
2,147
7,947
11,807
Okeechobee East of Turnpike
50,500
58,075
54,005
77,211
72,867
Okeechobee West of Turnpike
51,700
59,455
59,142
79,497
77,950
,Interchange Volume Cal SR 710 & Jo
N/A
WA
12,100
WA
18,500
As a result of this screening of options, three alternatives were carried into a more detailed
comparison and ranking. The three alternatives are:
Alternative 1 - NW 45th Street Interchange
This alternative was developed in the northeast quadrant of the NW 45th Street crossing over
Florida's Turnpike (Figure 4.1). This alternative was selected to avoid the landfilYsolid waste
property entirely. The interchange consists of an elongated ramp terminal roadway, which
includes the toll plaza and is branched off to the ramps. The middle branch is elevated and crosses
over the Turnpike before ending at a T- intersection (stop condition) with the diamond ramps.
The location of this crossing is dictated by the merging length required for the southbound
entrance ramp prior to the NW 45th Street bridge. The right -of -way required for this alternative
is estimated to be 60 acres. The estimated total project cost is $19 million.
Alternative 2 - S.R. 710 Interchange
This alternative was developed in the northwest quadrant of Florida's Turnpike crossing over S.R.
710. This alternative would avoid the Steeplechase subdivision (Figure 4.2). The tight diamond
Turnpike Concept Planning Report Page 40
Paler Beach County September 1998
ramps are used on the cast side to avoid encroachment into the constrained properties. These
ramps are proposed to be constructed entirely on Retained Earth Walls within existing Turnpike
right -of -way. A conventional Trumpet type interchange at this location would encroach into -the
subdivision and require additional right -of -way. Viability of such an interchange configuration
would depend on public input from the subdivision residents. Conversely, construction of the
proposed diamond ramps on high retained earth walls could be considered unsightly and their
proximity to residences would probably require noise walls. The right -of -way required for this
alternative is estimated to be 90 acres. The estimated total project cost is $19 million.
Alternative 3 - S.R. 710/Northlake Boulevard Interchange
This alternative was developed in the area west of the Turnpike between S.R. 710 and Northlake
Boulevard (Figure 4.3). The interchange is a hybrid serving both S.R. 710 and Northlake
Boulevard. This alternative includes the extension of Jog Road connecting S.R. 710 and
Northlake Boulevard. The location of the connection to Northlake Boulevard is aligned with
Ryder Cup Boulevard to facilitate the movement of traffic along Northlake Boulevard. In
addition to the northbound ramps, the southbound ramps are also proposed to be tight diamond
on retained earth walls. The toll plaza is located on a connector road between the ramp terminals
and the Jog Road Extension. The results of the traffic modeling for an interchange connected to
the Jog Road Extension is shown in Table 4. 1, since it was added as a result of the initial analysis
described in Section 3. As indicated in Table 4. 1, the interchange with a connection to the Jog
Road Extension capitalizes on the advantages of both the Northlake Boulevard location and the
S.R. 710 location. The only disadvantage is that it does not reduce the traffic congestion on
Northlake Boulevard in 2015 as significantly as the interchange on S.R. 710. The two points of
access help provide a better distribution of traffic wishing to access the Turnpike rather than
having it solely on one facility. The right -of -way required for this alternative is estimated to be 33
acres. The estimated total project cost is $26.3 million, which includes $4.3 million for the
construction of the Jog Road Extension.
The following characteristics /assumptions are common among all of the alternatives:
1. All of these alternatives can satisfy current criteria (geometric, ;permitting, mitigation, etc.) by
FDOT and regulatory agencies.
2. The interchanges will be tolled consistent with the Florida's Turnpike ticket system tolling
scheme.
3. The number of lanes and type of facilities were assumed for cost estimating purposes and
were not based on traffic projections. These assumptions are as follows.
A. Each proposed ramp was assumed to be one lane.
B. Toll plazas were assumed to be six lanes with a medium size administration building,
tunnel, and parking lot.
C. The ramp terminals, connector roads and the toll plaza approach roadways were
assumed to be four lanes.
4. The type of interchange is assumed to be a combination of trumpet and tight diamond design.
The tight diamond ramps are used to avoid encroachment into the constrained properties.
These ramps are proposed to be constructed entirely on retained earth walls within the
Turnpike Concept Planning Report Page 41
Palm Beach County September 1998
existing Turnpike right -of -way. An advantage of this configuration is that the exiting ramp
movements through the toll plaza can be physically separated from entering ramp movements
resulting in enhanced toll plaza operations.
5. The total project costs for each alternative include construction,, preliminary engineering,
CEI, toll plaza, toll equipment, right -of -way and mitigation cost. The costs associated with
the off system improvements are not included.
4.2 COMPARISON OF THE ALTERNATIVES
These interchange locations were analyzed and compared based on: (1) systems benefits,
including statewide and regional continuity; (2) transportation benefits; (3) environmental impacts
and issues; (4) land use and social issues; and (5) economic issues (cost and toll feasibility).
Turnpike staff reviewed and ranked each location on each of the five criteria listed above. A
summary of the issues and impacts, is described below.
Alternative I — NW 45th Street Interchange with the Turnpike — This location serves the area in
the NW 45' Street corridor from the Turnpike east to US 1, but currently does not serve the
developing areas west of the Turnpike as well as the other alternatives. This alternative has the
lowest traffic volumes using an interchange and the greatest impacts to the existing system. It
does not significantly reduce congestion in any areas. This facility would not directly connect to a
state highway. NW 45`h Street has an interchange with I -95, thereby providing connectivity with
the Turnpike. The current NW 45'h Street and Turnpike crossing is within 600 feet of a
designated water catchment area. The northeast quadrant of the Turnpike and NW 45'h Street is
in zone 4 of the City of West Palm Beach and City of Riviera Beach wellfield. Although the area
is predominantly upland, some wetlands will likely be impacted. A preliminary cost estimate for
this location is about 19 million dollars for the interchange, with additional costs anticipated for
improvements that will be needed to NW 45' Street and Jog Road.
Alternative 2 — S.R. 710 Interchange with the Turnpike - This location serves the area in the S.R.
710 corridor from US 1 and the Port of Palm Beach to other areas west and north of the
Turnpike. This facility is on the state highway system and the FIHS system. It is also designated
as an emergency evacuation. route. This alternative best utilizes the capacity of S.R. 710 and
significantly reduces traffic on Northlake Boulevard and PGA Boulevard. I -95 has an interchange
with Blue Heron Boulevard, providing connectivity with the Turnpike. The area west of the
Turnpike and north of S.R. 710 contains both upland and wetland areas. Some wetlands are
expected to be impacted. Although no right -of -way is anticipated from Steeplechase residents,
there will be visual and noise impacts to the parcels. A preliminary cost estimate for this location
is about 19 million dollars for the interchange, with minor costs for other system and operational
improvements.
Alternative 3 — Jog Road Extension From S.R. 710 to Northlake Interchange with the Turnpike -
This location serves the area in the S.R. 710 and the Northlake Boulevard corridors from US 1
and the Port of Palm Beach to other areas west and north of the Turnpike. S.R. 710 is on the
state highway system and the FIHS system. It is also designated as an emergency evacuation
Turnpike Concept Planning Report Page 42
Palm Beach County September 1998
route. Northlake Boulevard is a local road. This alternative utilizes the capacity of S.R. 710 and
significantly reduces traffic on Northlake Boulevard and PGA Boulevard. The two points of
access provides a better distribution of traffic as it relates to intersection operations on S.R. 7 -10
and Northlake Boulevard. I -95 has an interchange with both Northlake Boueevard and Blue
Heron Blvd., providing connectivity with the Turnpike. The area west of the Turnpike and north
of S.R. 710 contains both upland and wetland areas. Some wetlands are expected to be impacted.
The Steeplechase area will likely be impacted. A preliminary cost estimate for this location is
about 22 million dollars for the interchange, with some additional improvements expected to
complete the Jog Road Extension.
4.3 RECOMMENDED RANKING RECOMMENDED
LOCATION /INTERCHANGE ALTERNATIVE
The ranking of the three alternatives is shown below:
1. Jog Road Extension between S.R. 710 and Northlake: This alternative provides the best
overall service to the Turnpike and the existing street and highway network. It will have potential
impacts on the Steeplechase development east of the Turnpike. The wetland impacts are
primarily to manmade wetlands.
2. S.R. 710 — This alternative provides the second best overall service to the Turnpike and the
existing street and highway network. It will have some impacts on the Steeplechase development
east of the Turnpike. The wetland impacts are primarily to manmade wetlands. This alternative
provides only one point of access at S.R. 710, and does not serve the Northlake Boulevard area
west of the Turnpike as effectively as the Jog Road Extension alternative described above.
3. NW 45' Street — This alternative primarily serves the NW 45' Street corridor, and does not
provide for the anticipated development north and west of S.R. 710. This alternative would be
within the wellfield zone of influence and near the designated water catchment area. This
alternative is the most expensive in total system cost, and provides a more limited transportation
service than the other alternatives.
Figure 4.4 shows the complete evaluation matrix for the three alterriatives.
4.4 PALM BEACH COUNTY MPO TECHNICAL ADVISORY COMMITTEE
(TAC)
On June 3, 1998, after a presentation by representatives from the Turnpike, the Palm Beach
County MPO TAC recommended that the MPO approve the Jog Road Extension Alternative with
the provision that the Jog Road Extension be designed to connect into the existing signalised
intersection at Ryder Cup Boulevard.
Turnpike Concept Planning Report Page 43
Palm Beach County September 1998
4.5 PALM BEACH COUNTY MPO CITIZENS ADVISORY COMMITTEE (CAC)
On June 3, 1998, after a presentation by representatives from the Turnpike, the Palm Beach _.
County MPO CAC recommended that the MPO approve the Jog Road Extension Alternative
between S.R. 710 and Northlake Boulevard.
4.6 PALM BEACH COUNTY MPO
On June 27, after a presentation by representatives from the Turnpike, the Palm Beach MPO
approved the Jog Road Extension Alternative. The MPO decided they did not want the
construction of the Jog Road Extension as a means of access to the Turnpike to be associated
with the other issues related to the extension of Jog Road/Ryder Cup Boulevard into the PGA
National DRI as a public facility. The MPO conditioned their approval of the Jog Road Extension
concept with the requirement that if the Jog Road Extension to Northlake Boulevard was not
possible, their second - choice of location is a connection to S.R. 710 only.
Turnpike Concept Planning Report Page 44
Palm Beach County September 1998
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5.0 ISSUES FOR FUTURE STUDY
Given the decision to select the Jog Road Extension Alternative for a future interchange location,
additional activities will follow this study. These additional studies will include an Interchange
Justification Report and a PD &E Study.
5.1 Interchange Justification Report
The Interchange Justification Report (IJR) will further justify the construction of an interchange
between S.R. 710 and Northlake Boulevard in a manner consistent with the Department's
Interchange Request Development and Review Manual. In this report, several alternatives will be
compared and analyzed. These include the no -build alternative, Transportation Systems
Management (TSM) options, and a build alternative. The build alternative is the preferred
alternative chosen in the concept report. It includes extending Jog Road to Ryder Cup Boulevard
with a shared interchange between S.R. 710 and Northlake Boulevard: Each of the alternatives
will undergo a detailed operational analysis for the opening, interim, and design years to ensure
that the preferred alternative is designed appropriately for future year traffic levels.
Environmental and cost/benefit factors will also be considered in the evaluation. This report is
underway and will be completed in early September of 1999.
5.2 Project Development and Environment Study
The PD &E Study has been advertised and a consultant selection should be completed by February
1999. The scheduled completion of study is February 2001.
Issues which were raised during the Concept Report Phase which should be addressed in the
future analysis of an interchange at this location are as follows:
• PGA National has indicated that it would oppose the Jog Road Extension if aligned with
Ryder Cup Boulevard.
• The northbound on and off ramp configuration adjacent to Steeplechase is a critical issue.
• An operational analysis of the elevated diamond configuration should be made to determine
its ability to handle future traffic.
• Coordination of the interchange layout should include future development plans, if
appropriate, on the McArthur property.
• The intersection design of S.R. 710 and Jog Road should address the impacts on the future
operation of the intersection.
• The queue distance between the Jog Road intersection and the toll plaza will need further
study to determine the alignment of Jog Road.
• The permit coordination process should address the Florida Game and Freshwater Fish
Commission classification of biodiversity hotspot/strategic habitat conservation area.
• All Turnpike improvements at this location should allow for the widening of the Turnpike
from 4 to 6 lanes.
Turnpike Concept Planning Report Page 49
Palm Beach County September 1998
• High speed rail corridors are being studied for both the Turnpike and S.R. 710. As the high
speed rail project proceeds and alignments are refined, the impacts to the interchange design
should be considered.
• SunPass will be online when this toll plaza is constructed and should be considered in the
analysis of toll plaza size and configuration.
• The future signal timing on Northlake and S.R. 710 as major east -west facilities should be
considered in operational analysis of the intersections of Jog Road at Northlake Boulevard
and S.R. 710. Under future conditions, the green time for Jog Road may be severely
constrained.
■ Noise and noise abatement at Steeplechase should be considered.
5.3 Production Schedule
The following is the tentative schedule for this project. The right -of -way schedule as currently
shown in the Turnpike Production schedule may need to be revised based upon the decision to
acquire right -of -way in advance.
Activity
Begin
End
Months
Advance Right -of- Way Acquisition
10/98
10/99
12
PD &E Study
2/99
2/01
24
Preliminary Engineering
6/01
1/03
18
Permits
3/02
12/02
9
Letting
4/03
4/03
- -
Construction
8/03
4/06
30
Turnpike Concept Planning Report Page 50
Palm Beach County September 1998
Appendix C
Right -of -Way Deeds, Jog Road Extension
iewu co,
Meta. Pal. Outs Cs..ety [-el.eeTle�
Poet O[[lc. oaA 117]1
AW..... 4..a 11.1- e..J. rlerl4 77.19
Att., a..*... Laver
Hoot. e..,]w- lu- [1Ia -w[a
7¢:e :¢a [cuss¢: fcapaca� bYl
Pala 166eL County
AO■reen, foot Oltieo box Al
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(corporation)
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_fJllra_A.OVt -TaIa LIIR TOR )et;a#.I MO CATA
PROJECT NO, 87521
RQJW , J0.4Bd. /Breline Highway- Sorthlake Blv¢
PARCXL NOS. A '& 9
?,isht- of -way
SPECIAL NARRAtrrT DECD
THIS WARRANTI DEED, Slade this �d day of Su�y ls�, by
TOILV n- and CATHERINE T. Ma GAATRUR FOUNDATION- a nor for profit cornoration
and having ita principal place of business at 440C PGA Dquleverd. Suite 900. Palm Beach Gardann. PL
33510 hereinafter callad grantor, to PALK aiACX COON=, a poll "-cal subdivision of the State
of Florida, hereinafter callcd graatse.
NITNESSETH. That rile grantor, for and in consideration of the sum of TEN ($10.00) dollars and other
valuable canal dera_ ions, receipt whereof is hereby anrnnvledged, by these presents down grant, bargain,
@all, alien, remioo, release, convey Lad conZirs unto the grantee, all that certaiz land situate is
Palm Beach County, Florida, Tire
Property more particularly described in Exhibit "A" attached hereto s:d nude a part hereof.
TOCL'THiR with all the tonaments, hareditaments and appurtanancoa thereto belonging or in anywise
appertaining.
TO RAVE AND TO )TOLD, the sane in Zee simple forever.
AND the grantor hereby covanaata with said grantee that it is lawfully ■aired of said land in fee
■impla for Right -cf -Hay purpose■; that it has good right and lawful authority to Nall and convey said
.andr that it hereby Cully warrants the title to aaid land and will defend the eamo against tae lawful
cla:.me e1 all persona claiming by, through or under crantor and that said land is free of all
sncumbraneoa, except taxes subsequent to December 31, 19 97_., and matters of record.
19 WITNESS W11LRE0r t.A. grantor has caused these prevents to be ex.cuted is its acme, end its corporate
seal to lao affixed, by its proper officers tber-uato duly authorised, the day aad year fire •bore
Xwitten.
(CORPORATE SEAL)
Signed sealed and delivered in the fees••• of-
(S at a two ienas (�aquirad #Y Flerida l.w)
1 �� � ��itr._
od or ecd a e of witsleas
JOHN D. k CATHERINE T. M2cAVTnc2 y02Tn2ATIOIC
ad or Jprinted name of corporation
I;
ITS Vle6 as(ES^.:
L-4 r, Ru-�fvn
Typed or priated name o1 Vic-c- grsaideac
4JOQ PGA Blvd.. Suits 900- -
__� ,•.L Palm Beach Gardena.- yL `334_0 :.
W1 ree;a Y - Mai a 'r a •'l;_� :'.
�..,:
ATTUF:
Typed or printed name of witnu a fpm ITS / dX=Z=TARY
STATE Or Z 16 "1S
C00117— or Coot'
Typed or yriatad name.ct wocreta--y
r a
BEFORE mf, the underaigned auehority, personally appeared LYR 111
/�
`r 1Unr who is /a v personally Xnown to me =wq,
-- -- _ -- -._-r S�.ii�.: �bJ.a .. .._a1►, azacuted the foregoing iastruaaat ae suaa
Officer(@) on bahalt cc the aaid Corporation fo�rL the cease and p.trposo. tla -.r +in - -preseed.
WITNESS mr hand and official seal this /� day of Tula i9 G Q
OFFICIAL 5A 1 ► , IA 1
NANCY A RINDIIt 9 igned 1 `� "ki 1.
NOTARYPUOUC`iTA. ,.OF1L111015 Notary Pubiii in sad for the County and State a :oremeationed
MYCOMMlSS10NE7(Pr :M0K 7A.1" n 1
t.CTRR =JIL SEAL krntY ,RPA%r
277 -LGL Typed or printeQ name of i:eearl- Pubiic
Rev- 07/96 ?Iv ,. ...•,
i
i
06 n. 1596 il` 56i_3356E1 ME7FO PI-NC; 33 /i.
DESCRIPTION PARCEL "A"
A ST RIP OF LAVC FOR ROAD RIGHT -OF WAY PURPOSES LYING IN SECTION 22- TOWNSHIP 42 SOUTH. RANCE 42 EAST.
PALM BEACH COUNTY, FLORIDA, I„ ORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCE A7
THE NORTH ONE-OUARTER SECTION CORNER OF SECTION 22.TCWNSHP 42 SOUTH. RANCE
42 EAST;
THENCE
SOUTH
01.25'31' WEST, A;.ONG THE NORTH -SOUTH OQARTER SECTION LINE OF SAID SECTION 22
A DISTANCE
OF 120.00 FEET TO A POINT ON A LINE iPARALLEL WITH MO 120.00 FEET SOUTH OF wH.EN MEASURED
AT RIGHT
NVGLES
To 7:1E NORTH LINE OF THE NORTHWES' ONE-QUARTER OF SAID SECTION 22:
THENCE
NORTH
88'08'32" WEST, A.ONG 'SAID PARAL_EL LINE A DISTANCE OF 164,91 FEET 7 0 THE PO;N7
OF BECINNiNC;
THENCE
NORTH
38'08'27" WEST A DISTANCE OF 580.00 FEET:
THENCE
SOUTH
97. 13'27" EAST, A OIS T ANCE OF 25C.03 FEET:
THENCE
SOUTH
74.38'43" EAST. A DISTANCE OF 51.42 FEET;
THENCE
SOUTH
88.08'27" EAST, A DISTANCE OF 280.00 FEET.
THENCE
SOUTH
43.012'22" EAST, A 01STA4C£ OF 56.57 FEET;
THENCE
NORTH
01.51'30" EAST, A OISTANCE OF 15.00 FEET;
1•HrNC'
NORTH
43.Ot3'29" WEST. A DISTANCE OF 55.57 FEET TO THE POINT OF BEGINNING.
CONTAINING 0.140 ACRES. OR 6120 SQUARE FEET OF LAND, MORE OR LESS.
6EARINCS ARE BASED ON THE NORTH -SOUTH QUARTER SECTION LINE OF SECTION 22 BEARING S01- 25'3',..w (0)20
NAD 123, 1990 ACJUSTMENT).
NORTH L:NE OF NORTHWES`.
QUARTER OF SECTION 2z
0
N
So7.1�'27 "E
NORTHLAKE BLVD.
2i0. 03
POINT OF COMMENCEMENT
NORTM ONE - QUARTER CORNER SECTION
22. TOWNSMLP 42 SOUTH. RANCE 42 EAST
PALM SEACM COUNTY LOCATION
N88-08'27"i
POINT OF BEGINNING
+a
0
N88.08127 "M' 58C.00' I °
588' 08' 27 -E 28C.001 7116-00� NB8' 08' 32 "W I,
57;' 38'4 3 "E " Tn
42' 543• G8' „, N01.51' N4 ���
�oz
u zc.f'
THIS IS NOT THIS INSTRUMENT PREPARED BY:
WLLlAM ETHERIDGE, P.L.S.
A SURVEY FLORIDA CERTIFICATE NO. 3173
OFFICE OF THE COUNTY ENGINEER
PALM BEACH COUNTY -ENGINEERING
VEY SEC*
SCALE: 1 " = 1 00' 160 AUSTRALJANNAVENUE
WEST PALM BEACH,FL 33406
Z�X/ /76 /7" 14 �
NOT VALID WLTiiOUT THE SIGNATURE AND THE ORIGQNAL RASED SEAL OF A FLORIDA LICENSED SURVEYOR AND MAPPER.
eA R rer�t: *I YC ^ I X0. r":29%m IaT�wrs, PAlJ1 RZACE COLR -:7'
JOG ROAD PARCEL "A" p ExG7RXNv AND PVc wou:
DESCRIPTION SIC�TCH
SECTION 22. TOWNSHI° ENGLNEERI2NG SERVICE:
42 SOUTI:. RANGE 4-2 EAST z K c No 160 AUnMAll.Ax Av7_NVZ
D\ i aJ f' 7f-D1 '-/`VT IT (T 4 1-1 n i n I I v'c Pr v.I �! OR ary c+ nrry
lC..6" 1998 n1 :. 71 56123355 ME7:;v ri_'i13 i3r_
DESCRIPTION PMC!:L "8"
I _ -
A STRIF OF LAND FOR ROAD R:CHT -OF WAY PURPOSES LYWC IN SECTION 22, TOWNSHIP 42 SOUTH, RANCE 4: EAST,
PALM BEACH COUNTY, FLORIDA, :ORE PARTICULARLY DESCRIEED AS FOLLOWS:
COMMENCE AT T`:E NORTH ONE-0JAR'ER SECTION CORNER OF SECTION 22, TOWNSIdQ 42 SOUTH, RANGE 42 EA57;
THENCE SOUTH 01' 25'31" WEST, ALONC THE NORTH -SOUTH OUARTZ;R SECTION LINE OF SALT SECTION 22 A CSTANCE
OF 120.00 FEET TO A POINT ON A LINE`PARALLEL WITH AND 120.00 FEET SOUTH OF WHEN MEASURED AT Rte=
ANGLES TO THE N0A7M LIVE OF TH_ NORTHEAST ONE-QUARTER OF SAID SECTION 22:
`. r.ENCE S0U74 Be' 3241" EAST. ALONG SAID PARALLEL LINE A :):STANCE OF s4.ei FEET TO Tr: POINT OF ii;@NNING:
THENCE SOUTH 8s• 32'41" EAST, A DISTANCE OF 684.97 FEET;
THENCE NORTH E9' . 7'41' WEST, A DISTANCE OF 250.03 FEET;
j T F'ZNCE NORTH Be- 3241" WEST, A CISTANCE OF 435.00 FEET.
THENCE SOUTH 46. 39'.2.5" '!VEST. A OtSTANCE OF 56.37 FEET;
. HENCE NORTH 01. 51'4A" EAST..: DISTANCE OF 4.00 fEET;
THENCC NORTH 45' 39'24" EAST, A DISTANCE OF 56.37 FEET TO THE POINT OF SEG NNING.
CONTAINING 0.055 ACRES, OR 2:399 SQUARE FEET OF LAND. MCF.E OR LESS
SEARINCS ARE BASED CN THE NORTH -SOUTH QUARTER SECTION LINE OF SECTION 22 BLARING $01-25'31"W (--RC
NAD 83, 1390 A0JUSTMENY).
POINT OF COMMENCEMENT
NORTH 0h_-- QUARTER CORNER SECTION
22. TOWNSHIP 42 SOUTH. RANCE 42 EAST NORTH LING OF NORT
PALM BEACH COUNTY LOCATION >`4W T
– OUARTER OF SECTIGH 22
Z
588-32'47E - J —
n
r n, � 588'32'41'2. 54. E1' i
z� o
O M N46':S'24•e,
Ov
rY 7 N
— I
y POINT OF
O W
m Q
_j 3
as
0
l I t
W
�Wx
�s-
��Z
� W ~
z C ..1
N
56.37"
BEGINNING
$BA 0 1'1' d 1 ~�
N88.32'4I "r
- -546'c9'25'W, 56.37'
— N01.51'44'E. 4.00'
THIS INSTRUMENT PREPARED SY'
WILUAM ETHERIDGE. P.L.S.
FLORIDA CERTIFICATE NO. 3173
CFFICE OF THE COUNTY ENCINEER
PALM BEACH COUNTY ENGINEEIR'NG
SURVEY SECTION
160 AUSTRALIAN AVENUE
WEST BALM BEACH, FL 33406
435.00'
NORTHLAKE BLYD.
O
N
684.97'
h18i -77 41 -W - 50.03'
THIS IS NOT
A SURVEY
SCALE: 1 " = 80'
NOT VALID WITHOUT THE SIGNA-URE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED SURVEYOR AN:: MAPPER,.
—�
E R mPtcti _ �' S x w. rn�stw I►r eni PA.LX AZA.C11 -'OV rr
JOG ROAD PARCEL "B" s ?I = ollDESCRIPTION SKETCH a I:CT:ON 22, TOIi ?; SHIP N :I } E�-GI��ERII� C SER VYCT?� 42 SOUTH, RANCE 42 EAST !C c iqo IG4 dII3TAdS.:.lN AYffi�Z:E
Dclic. /ut UAW _. .. I _ wuu.c �. PIl:A •m[ 14.E
Ncers co.
Y
aaf4t•vL -way noeul.ltl o. ■•t ue.
)
Nta.. 1.1s eat.► C.wsty Lsl .... L.e
►
r Oa[ OLtiea Can 711]1
)
wddr••.. ••t r.l. t... ►, r1e•ll. 77 t11
►
Att., e..e.r.
acct. Mo..1f0•li1- 0777.6301
p
-
D
Tti. Is.c adt )r.p.rad 1y.
j.
)
Nr.. r...l •. cla -J, Ae.Ast.st county Attsta.r
D
rasa aetaa comty.
►
Adds.... r..t OLLice Cos 31777
D
a..t ).163 a.tca. )IorlM )lilt
y
Y
r.c• No.•
D
]PAei_Al"I TIM LTWe P06 ►.tcr.72.•0
a.rt .PACs
""A Sal) LLN[.rea )aaC"RIPO Drw2rj
(Corporation) -
PROJECT NO, 87521
ROADS Joe R3. /Beel :pe HzRhwav-1cr_nlake E:v
PARCEL MOs,
Right- of -rzy
SPCCThL W>,RV .T DEED
THIS MARRANTY DEED, made this to*,- day of 77 .1v , 19 1, by ,
JOHN D, and ChTHERTHE T. Mac "THUR FOUNDATION_. a not for orofie earnorhtion
and having its principal plaea of bustnead at . 1400 PCX Boulevard, Suits 900, Palm Beach Gardann, F1,
33110 hereinafter called grantor, to PALM BEACH COUNTY, a political subdivision of the State
of Florida, hereinafter called grantee.
MZT14L39ETN: That the grantor, for and in consideration of tha sm of TEN (;10.00) dollar. and other
valuable- considerations, rseaapt whereof is hereby a0mowls4ged, by thi44 presents doss great. bargain,
sell, alion, rwLise, release, convey and coafira unto the grantee, all that certain land situata in
Dal= Beach County, Florida, vi:,
Property more particularly daacribad in Exhibit -Ae attached hereto and mule a part hereof.
TOGETHER with all the tenamaata, heraditament■ and appurcenancas thereto belonging or in anywise
apportaining.
TO HAVE AND TO HOLD, the same in fee simple forever.
AND cha grantor hereby covenants with &aid grantee that it is lawfully seized of said land In See
simple for Right -of -Way purpossst that it has good right and lawful authority to sell and ooavay said
land, that it hereby fully war_ants the title to said land and will defend the mama aga.nst the lawful
claims of all persona clai_:ng by, through or under Grantor and that said land is txee of all
aneumbrancos, except taxes suas&Qu&nt to DecesJ7ar 31, 19,?? , end sacterm of record.
IN WI_X2ZS WHEAGOF the grantor has cauaod these presents t0 he executed IA ice name, and !Ls corporate
seal to be allixod, by its prop.r officers chersuato duly &utlwrized, the day and year : -rat abaea
..ri tten.
'CORPORATE SEAL)
S1gno sea ^l.'d and delivered in the presence of:
( gnacu , Yirbz'sses re red by Florida law)
Wit i a I .
ed o� /pr ace name of witness
Wicnaas
Typed or printed name of witness
ST=Z OF IIIM1oiS
co*'n r.: or `Do L
TOTEN D. C CATi1PAT)IL�S M.eARTH7R FQ'J7TJATT05
Typed or printed name of Corporation
_TS Vtee. PRr.3IDENT
Syped or printed name of 4.0resis&at
1199 PGA tivd,. suite 900'
Palm Beach Gardens. FY '3?+:10
Hail' ddre a
A'I .-EST -
Typed or printed name of secretary
BLroRE Hr, the lundorsi nmtad authoricy, personally appeared, Lv); irta�' wi d,ri G7YS 0.� e4 7ciw �•„
n1�'�2 n1N: T.'Pwk7Wf Fs is /.:ry personally known to me 1Tn4--A .. _
a— 1- ' ^ ^�_� ri - ^a .° 1w�- Qtid�d2d •-ILEtr- r�Te3- �'a7t- �a.cA, oxecvtad the for.goin4 instrument as etch
Offlcar(a) on behalf of ciao said Corporation for t17e u&aa and ;Purposas theroin expreased-
WITNSSE my hand and offici &1 seal this _J(J'f_� day of TU14 19
- I —
OFFlCiAL SEAL
1V \ j A"
NANCY A KINDER Signad7 `i, µAl•QVJ�
NOTARY PUBLIC STATE OF 1L.)NOLSI Nocary P"I.4 z�,n and fgr the County and stata aforomanLior.ad
MY COMMISSION EXP. MAR.'_L,1999 , I
NOTAA=.L SEAL _ AJ 1NtJr• v RINo -`-'g -
277 -LOL Typed or printed a.me of Notary rulaic
bi-,3 --- sc 's �;
ME 7F;0
JOG ROAD BEELINE TO NORTHLAKE
DESCRIPTION
A STRIP OF :AND FOR ROAD RIGHT -OF WAY PUFiPosF-S LYING IN 'SECTION 22. TOWNSHIP
42 SOUTH. RANGE 42 _AST.PPALM BEACH COUNTY, FLORIDA. MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
COJ.WENCE AT THE NOR. -H ONE- OUARTER SECTION CORNER OF SECTION ZZ s TOWNSHIP
42 SOUTH, RANGE 42 EAST!
THENCE SOUTH 01.25' --1' WEST. ALONG THE NORTH =SOUTH OUARTER SECTION LINE Or
SAID SECTION 22 A DISTANCE OF 120.00 FEET TO A POINT ON A LINE PARALLEL WITH.
AND 120.00 FZE T SOUTH OF WHEN MEASURED AT RIGHT ANGLES TO THE NORTH LINE OF
THE NORTHEAST ONE - C,iARTER OF SAID SECTION 22 AND THE POINT OF BEGINNING:
THENCE SOuTe. 8(1.32'11' EAST. ALONG SAID PARALLEL LINE A DISTAI4CE OF 54.81
FEE...
THENCE SOU -H 46'39'24' WEST. A DISTANCE OF $6.37 FEET:
THENCE SOUTH 01.31'30' WEST. A DISTANCE OF ZiA.39 FEET TO THE BEGINNING OF A
CI:RVE TO THE LEFT 4,:YING A RADIUS OF 1833,86 .FEET FROM w"rCH THE RADIUS
POINT BEARS SOUTH 8Zi•08'30' EAST:
THENCE SOUTHERLY ALONG THE ARC OF* SAID CURVE THROUGH A CENTRAL ANGLE OF
02'03'CG', A DISTANCE OF 65.61 FEET TO THE POINT OF iNT'ERSECTION WITH A NON-
TANGENT LINE:
THENCE SOUTH 12.31'77' WEST, A DISTANCE OF 51.42 FEET:
THENCE SOUTH 04.42'45' EAST. A DISTANCE OF 250.00 FEET TO A POINT OF
INTERSECTION W:TH A NON - TANGENT CURVE TO THE LEFT }LAVING A RADIUS OF 1849.86
FEET FROM WHICH THE RADIUS POINT BEARS NORTH 80.29'41' EAST:
THENCE SOUTHERLY, AND SOUTHEASTERLY ALONG THE ARC OF SAID CURVE THOUGH
A CENTRAL ANGLE OF 25'38'ST'. A DISTANCE OF 828.11 FEET TO THE END OF SAID
CURVE:
THENCE SOUTH 35.09''6' EAST. A DISTANCE OF 239•.29 FEET TO THE BEGINNING OF A
CURVE TO THE RIGHT HAVING A RADIUS OF 1969.86 FEET FROM WHICH THE RADIUS
POIN- BEARS SOUT:y 54'50'44' HEST:
THENCE SOUTHEASTZRL':, AND SOQTHERLY ALONG THE ARC OF SAID CURVE THROUGH A
CENTRAL ANGLE OF 5T'z3'14'. A DISTANCE OF 1Z85.40 PPeT TO A POINT OF
INTERSECTION W:TH A NON- TANGENT CURVE TO THE RIGHT HAVING A RADIUS OF
1576-00 FEET FROM V'r. I CH THE RADIUS POINT BEARS NOrRT)f 89'35'50' WZST:
THENCE SOUTHERLY ALCNG THE ARC OF SAID CURVE THOUGH A CENTRAL ANGLE OF
09'05'51'. A 015TANE OF 250.24 FEET TO.A POINT Or COMPOUND CURVATURE WITH
A CURVE TO-THE RICH— 64AVING A RADIUS CF 1573.•86 FEET FROM 1MICH THE RADIUS
POINT BEARS NORTH 8C °29'59' U'ESTL
THENCE SCUTHERLY ALONG THE ARC OF SAID CURVE THROUGH A CENTRAL ANGLE
OF 06.48'54". A DIS",4CE OF 234.78 FEET TO THE END OF SAID CURVE;
THENCE SOUTH 16.18'.5" WEST, A DISTANCE OF 248.12 FEET:
THENCE SOUTH 18.41'Go' EAST. A DISTANCE OF 45.89 FEET TO A POINT ON THE
NORTHERLY RIGHT- OF -VAY LINE OF THE BEE LINE HIGHWAY lSR -7101:
THENCE NORTH :3'11'C8' WEST. ALONG SAID RIGHT- OF-WAY LINE A 0I5TANG!: OF
234.12 FEET:
THENCE NORTk 71'18'44' EAST. A DISTANCE OF 65.53 FEET:
THENCE NORTH 16.18'ES" EAST. A DISTANCE OF 168.05 FEET TO THE BEGINNING OF .A
CURVE TO THE LEFT HAYING A RADIUS OF 1833,86 FEET FROM WHICH THE RADIUS
POINT BEARS NORTH 73'41`05' WEST:
THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THROUGH A G)_?ITRAL ANGLE OF
01.42'47 ". A DISTANCE OF 54.81 FEET TO THE POINT OF INTERSECTION WITH A NON -.
TANGENT LINE:
THENCE NORTH 27.19'05' EAST. A DISTANCE OF 51.42 FEET:
THENCE NORTH 10'05'06' EAST. A DISTANCE OF 243.81 FEET TO A POINT OF
INTERSECTION WITH A NON-TANGENT CURVE TO THE LEFT HAYING A RADIUS OF :849.86
FEET FROM WhICH THE RADIUS POINT BEARS NORTH 84.42'20' WEST:,
-` ""JOG ROAD BEELINE �a I
TO NORTHLAKE
�-. DESCRIPTION SKETCH
SECTION 22. TOWNSI•IIP � !
4Z SOUTH, RANGE 42 EAST ?� o e+o
PALX BEACS COVI,=
�'� LLiVC;IIrY1ucB:0 al.•D P4-*lC WOX=
• ENGINMERLNG SERVICES
i? -_A
�vP� ;F_RT D A 1.11 R A Cii vi . TLAM
THENCE NORTHERL:. AND NORTHWESTERLY ALONG THE ARC OF SAID CURVE THOUGH A
CENTRAL ANGLE OF 40 °26'56'. A 015TANCE OF 1305 -94 FEET TO THE END OF SAID
CURVE( r
THENCE NORTM 35'09'16 "..WEST. A DISTANCE OF 239.29 FEET TO THE BEGINNING C7 A
CURVE TC THE RIGHT HAVING A RADIUS OF 1969.86 FEET FROM WHICH THE RADIUS
POINT BEARS NORTH 54.50'44' EAST:
THENCE NORTHWESTERLY. AND NORTHERLY ALONG THE ARC OF SAID CURVL THROUGH A
CENTRAL ANGLE OF 32'45'19'. A DISTANCE OF 782.34 FEET TO A POINT OF
!NTERS=CTION WITH A NON— TANGENT CURVE TO THE RIGHT HAVING A RADIUS Or 157E.00
FEET FROM WHICH TFi= RADIUS POINT BEARS NORTH 75.46'15' EAST:
THENCE NORTHERLY ALONG THE ARC OF SAID CURVE THOUGH A. CENTRAL ANGLE OF
09'05'5!'. A DISTANCE OF 250.24 FEET TO A POINT OF COMPOUND CURVATURE X17H A
CURVE TO ;HE RIGHT HAVINC A RADIUS OF 1973.66 FEET FROM WHICH THE RAOiUS
POINT BEARS NORTH 84'52'06' EAST:
THENCE NORTHERLY ALONG THE ARC OF SA10 CURVE THROUGH A CENTRAL ANGLE OF
Ce'59'24'. A 0i5 7ANCE OF 240.81 FEET TO' THE END OF SAID CURVE:
THENCE NORTH 01.51'30" EAST, A DISTANCE OF 218.00 F ET;
ImENCE NORTH 43.09'29" WEST. A DISTANCE Of 56.57 fE =7 TO A POINT ON A LINE
120.00 FEET SOUTH OF WHEN MEASURED AT RIGHT ANGLES TO THE NORTH LINE OF THE
NORTHWEST ONE — QUARTER OF SAID SECTION 22:
THENCZ SOUTH 88.08'27" EAST, ALONG SAID PARALLZL LINE A DISTANCE OF 104.91
FEET TO THE POINT OF BEGINNING.
CONTAINING 10.697 ACRES. OR 465951 SQUARE FEET OF LAND. MORE OR LESS.
3EARINCS ARE BASED ON THE NORTH- SOUTH QUARTER SECTION LINE OF SECTION 22
BEARING So1.25'31'W (GRID NAO 83, 1190 AOJUSTbENT).
THIS IS NOT A SURVEY
THIS INSTRUM`NT PREPARED BY:
WILLIAM ETHERIDCE. P.L.S.
FLORIDA CERTIFICATE NO. 3173
OFFICE OF THE COUNTY ENGTNE_R
PA_M BEACH COUNTY ENGINEERING
SURVEY SECTION
160 AUSTRALIAN AVENUE
WEST PALM BEACH. F_ 33406
NOT VALIC WITHOUT THE SIGNATURE AND THE ORIGINAL RAISED SEAL OF A FLORIDA LICENSED
SURVEYOR AND MAPPER. "
N_88.08'27'r MORTH LINE OF NORTHEA5T
15 TER OF SEC7ICN 22
xCA7M LINE GF NORTHWEST / I
OuAftTEA of st:c toN POINT OF nOMENCEMENT
POINT OF BEGINNING- i o NORTH ONE- WARTER CORNER SECTION
o 22. TOWNSHIP 42 SOUTH. RANGE 42 EAST
S88. 08'27 "E o PALM BEACH COUNTY LOCATION o
164.91' N 588' 32' 41'E
s4.e1' NORTHLAKE BLVD.
N43'08'29 "w j 546.39'24 011
56.57' 56.77'
n
m
N N
W . #
O�
w
IA �
r
n
• MA07AL
0
Y' R 1.833.86'
= 02.03'00'
L = 65-61'
w
r`-- S12.31'ZT'W
51.42'
Q a 06'59'24" SCALE: 1" = 100'
L = 240.81'
0
0
0
� N9.4•5_2'06 "E
_ _ — — —• — RAOI
c
• fA
N
Q
v
O
H
R 1.576.00' R�►D1IZ
G 09.05'51'
L = 250.24'
r►75 fkst5' � ...
r
1
• r• - "" r R =. t � 849.86'
L
R = 1.969.86'
LL 782.34' 49"
��CH L1N
CC7 "° R7521 10"m H0- q•1 - 4R -12a'1 1P910.ECT' ,- ROAD - BEELINE TO NORTHLAKE 1
JE IM^jCx �j Of 6
i
i
I
i
i
I
I
i
j I
R t�849.86' j
• S L
j L = 828.11'
I I
. SCALE: 1" = 100'
I I
i
i
R ?,969.86'
o = 22' 45' 19'' _
L 782.34'
i
i
/
times • ' ��� !�
,v
! .969.86' j
L _ '2S5 -40'
R = 1 • 849. 86'
t G = 40.26' 56" ¢
L = 1305.94'
h
4FX1-,41,3 1T �4 _
.GT W, a�.S�� 16-- w. G -i _qR- 12.4'4 1 MIA: 7, .Tna t2n a n- PT?VT.TVP TO 9 0 RTi -tT.
-0 :': .5 5J'--'- - - ME',• -ij PL'�i. _. _ - -E . 1, ..
r -
/
• R 1.969.86'
A = 37.23'14"
L 1285.40'
R 1.849.86'-
4 - 40.26'56"
L - 1305.94'
SCALE: 1 " = 100'
gATCH
6 O
OF
:C: �• A7ri `71 �CRwr►G wo. C_� _Cl-in _1 ?A.'7 !nr•..LCT• 7 n^ D!N A T1_DT. VT TVL' Mn VADm QT A ✓L•� 1 T� C CK• _
.9S6 0 �c. Sob METnQ PL ^41 r
HATCH L1rE SEE
SHEET 5 OF 6 _.
R = 1.849.86' R = 1,969.86'
4, 40125'56" d = 37-23'14'
L a 1305.94' 1295.40'
N89* 35150"W _
_N04 •_42'201-w
RAD(jIL — — �' •
R = 1.576.00'
0 = 09.05'51'
• L = 250.24'
o
0
n
0
o
2
N27* 19'05"E
51.42'
R Y 1,633• @6 R - 1.S73.86'
,6 Q1 i2 47 - G = 05'48'54"
L - 54.83' L - 234.T8'
h T3.
RApI� w
o TT*�Z
�a
N7r 18154 11E av
55.53' �. V.
c
�o
wi
!n
40
B h
F �s�•
rF� f T"' SCALE. i " - '00'
S`��j Ofjr S18.41'06 "E.
45.89'
16-XI1 16 1 r".4(
= .1
OFFICE OF THE FIRE CHIEF
INTER OFFICE MEMO
DATE: October 15, 1998
TO: Bobbie Herakovich, City Manager
FROM: Peter T. Bergel, Fire Chief
RE: Cost : ,.-\nalysis for Fire Station Construction
Pursuant to the directive issued at the August 20, 1998 Council Meeting, I offer the
following cost analysis for fire station construction versus relocation. This analysis
will compare the cost of relocating Fire Station Four to the Golf Digest
Development to the construction of a new fire station in District Five (Frenchman's
Creek).
History:
In October of 1997 Fire - Rescue commissioned a Fire Station Location Analysis
which was conducted by J. Gordon Routley. This analysis recommends that Fire
Station Four be relocated to better serve the west and northern districts (namely
District 4 and District 6) within the City.
In February of 1998 Fire- Rescue began to explore possible sites within the proposed
Golf Digest development for possible relocation of Fire Station Four as outlined in
the aforementioned study. Based on information and preliminary meetings with
Growth Management it was determined that a suitable site was available and
furthermore, fire impact fees would cover the cost of land acquisition and building
construction.
At the August 20, 1998 Council Meeting, the Council questioned the economics of
relocating Fire Station Four versus building a new Fire Station Fire.
Analysis:
After careful analysis I conclude that it is more cost effective to relocate Fire Station
Four versus building a new Fire Station Five for three reasons. First, the relocation
of Fire Station Four will in actuality not cost the City any money to be relocated due
to levying of fire impact fees. Additionally, there are no new personal costs,
operating expenses or capital outlay for this relocation as they currently exist in the
budget for the operation of Fire Station Four. Secondly, the fire station may be sold
after the construction of the new building or may be kept for a storage or
maintenance facility, which can be utilized by all City Departments. Finallv, the
addition of Fire Station Five will cause the City to incur S2,559,462 in new costs due
to the fact that this station, personnel or equipment do not currently exist.
Additionally, impact tees generated will be staggered over the build -out of Golf
Digest and not received in one lump sum to pay for construction of a building or
purchase of new equipment resulting in increased capital outlay and budget for Fire -
Rescue.
Attached you will find a spreadsheet that will break down the cost of each Fire station
based on the aforementioned analysis. I anticipate this mad- generate further
discussion and I am available at your convenience. If I can be of further assistance
in this matter, please do not hesitate to contact me at any time.
cc: file
Fire Station Cost Analysis
Relocation vs. New
Fire Station 4
Fire Station 5
Relocation
New Construction
Personal Services
Personal Services
Salaries
Salaries
$557,500
Benefits
Benefits
$237,774
Total Personal
$0
Total Personal
$795,274
Operating Expenses
Operating Expenses
Physicals
Physicals
$2,880
Training
Training
$5,000
Travel
Travel
$2,000
Equipment
Equipment
$2,808
Office Supplies
Office Supplies
$200
General Operating
General Operating
$3,600
Small Tools
Small Tools
$2,500
Chemicals
Chemicals
$1,200
Uniforms
Uniforms
$18,000
Field Equipment
Field Equipment
$8,000
Utilities
Utilities
$8,000
Total Operating
$0
Total Operating
$54,188
Capital Outlay
Capital Outlay
Vehicles
Vehicles
$350,000
Station
$1,200,000
Station
$1,200,000
Land
Land
$60,000
Furnishings
Furnishings
$100,000
Total Capital Outlay
$1,200,000
Total Capital Outlay
$1,710,000
Total Station Cost
$1,200,000
Total Station Cost
$2,559,462
Total Cost Less Station
$0
Total Cost Less Station
$1,359,462