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HomeMy WebLinkAboutR24-074 Dissolution of Smith Creek Metropolitan District Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1 E Commissioner McQueeney moved adoption of the following Resolution: BOARD OF COUNTY COMMISSIONERS COUNTY OF EAGLE, STATE OF COLORADO RESOLUTION NO. 2024 - 074 RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF EAGLE COUNTY CONSENTING TO THE DISSOLUTION OF SMITH CREEK METROPOLITAN DISTRICT WHEREAS, Smith Creek Metropolitan District (the "District") was formed pursuant to §§ 32-1-101, et seq., C.R.S., by an Order Decree issued by the District Court of Eagle County, Colorado on November 14, 1994, and recorded in the real property records of the Eagle County Clerk and Recorder on November 14, 1994, at reception No. 550953; and WHEREAS, the District operates pursuant to the Consolidated Service Plan for Smith Creek Metropolitan District and Bachelor Gulch Metropolitan District approved by the Board of County Commissioners (the `BOCC") of Eagle County, Colorado (the "County") on September 12, 1994 (the"Service Plan"); and WHEREAS, the Board of Directors of the District has determined it is in the best interest of the District to file a Petition for Dissolution with the Eagle County District Court pursuant to §§ 32-1-701, et seq., of the C.R.S, as set forth in the attached Resolution of the Board of Directors of Smith Creek Metropolitan District Approving the Dissolution of the Smith Creek Metropolitan District dated July 11, 2024, attached hereto as Exhibit A and incorporated herein by reference (the"District's Dissolution Resolution"); and WHEREAS, as represented in the District's Dissolution Resolution,and confirmed by the District's accountant's certificate, attached hereto as Exhibit B and incorporated herein by reference, the District does not have any outstanding bonds, indebtedness or other financial obligations and it does not provide any services pursuant to the Service Plan, and the District has no assets; and WHEREAS, § 32-1-704(3)(b), C.R.S., provides that a district court may enter an order dissolving a metropolitan district without an election if(i) the district lies wholly within a county (ii) the district has no financial obligations or outstanding bonds, and (iii) the metropolitan district's board and the board of county commissioners of the county consent to the dissolution; and WHEREAS, by letter dated October 7, 2024, attached hereto as Exhibit C and incorporated herein by reference, the District has requested the BOCC consent to the dissolution; and 1 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E WHEREAS,the BOCC is in receipt of and has reviewed such documentation as it deems necessary, is supportive of the dissolution of the District, and consents to the dissolution of the District in this Resolution. ' NOW, THEREFORE,BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF EAGLE, STATE OF COLORADO: THAT,the BOCC hereby adopts as findings and determinations the recitals state above. THAT, pursuant to and in accordance with § 32-1-704(3)(b), C.R.S., the BOCC hereby consents to the dissolution of the District. MOVED,READ AND ADOPTED by the Board of County Commissioners of the County of Eagle, State of Colorado, at its regular meeting held October 29, 2024. Signed by: COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its coolie BOARD OF COUNTY COMMISSIONERS ATTEST: Signed by: tAil 0-1 Signed by: 00 10D82F246806440... By: /�.og J 81 E7B2D718E0473... Regina O'Brien, Clerk to the Board of Matt Scherr.r County Commissioners Chair DxuSgnea by: gtz?“...bl CMAC12818AA47A.. Jeanne McQueeney Commissioner "—Signed by: Kathy tE6dildf� `i y Commissioner Commissioner chandl er-Henry seconded adoption of the foregoing resolution. The roll having been called, the vote was as follows: Commissioner Scherr Aye Commissioner McQueeney Aye Commissioner Chandler-Henry Aye This resolution passed by 3/° vote of the Board of County Commissioners of the County of Eagle, State of Colorado. 2 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1 E EXHIBIT A RESOLUTION OF THE BOARD OF DIRECTORS OF THE SMITH CREEK METROPOLITAN DISTRICT Approving the Dissolution of the Smith Creek Metropolitan District WHEREAS, Smith Creek Metropolitan District (the "District") was duly and validly organized pursuant to an order and decree of the District Court of Eagle County, Colorado as a metropolitan district in accordance with all applicable law; and WHEREAS, the District's boundaries are located wholly within Eagle County, Colorado (the "County") and are more particularly described and set forth in Exhibit A, attached hereto and incorporated herein by this reference; and WHEREAS, the District operates pursuant to a consolidated service plan, as approved by the Board of County Commissioners of the County on September 12, 1994 (the "Service Plan") in which the District was authorized to provide certain public improvements for the Eagle County community (the"Project"); and WHEREAS, the Service Plan contemplates that after the bonds of the District have been paid, control over ownership and operation of services and facilities financed by Bachelor Gulch Metropolitan District("Bachelor Gulch MD")will be turned over to Bachelor Gulch MD; and WHEREAS, the Service Plan also contemplates the dissolution of the District at the time the District's debt has been paid and provision has been made for the operation the public improvements as contemplated in the Service Plan(the "Public Improvements"); and WHEREAS, the District has completed the construction of the Public Improvements for the Project and has no outstanding indebtedness; and WHEREAS, Bachelor Gulch MD has assumed ownershipand maintenance obligations g for all Public Improvements not otherwise conveyed to other public entities for purposes of ownership and maintenance; and WHEREAS, the District provides no services to properties within its boundaries and does not contemplate providing services within or without its boundaries in the future; and WHEREAS, because the District provides no facilities or services and has no outstanding obligations, there is no need for the District to continue in existence; and WHEREAS, the District's accountant has confirmed that the District has no financial obligations and will provide a certificate confirming this position for filing with the court; and WHEREAS, the costs associated with maintaining the District in compliance with Colorado law far exceed the benefits it provides and far exceed its revenue raising abilities to cover those costs; and 268.1900;JFNQDMF2P6PR-842709962-22 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E WHEREAS, pursuant to § 32-1-701(1), C.R.S:, whenever the majority of all of the members of the board deem it to be in the best interests of the district that it be dissolved, the board may file a petition for dissolution with the court; and WHEREAS, § 32-1-704(3)(b), C.R.S., provides that an order dissolving a special district may be entered without an election if the special district lies wholly within the county, if the special district has no financial obligations or outstanding bonds, and if the special district board and the board of county commissioners consents to the dissolution; and WHEREAS, for the reasons set forth herein, the majority of all of the members of the Board deem it to be in the best interest of the District to dissolve. NOW, THEREFORE, it is hereby RESOLVED by the Board as follows: 1. Pursuant to and in accordance with § 32-1-701(1), C.R.S., a majority of all of the members of the Board deem it to be in the best interests of the District that the District be dissolved. 2. The District's general counsel, WHITE BEAR ANKELE TANAKA & WALDRON, is hereby directed to prepare a petition and plan for dissolution pursuant to § 32-1-702(1), C.R.S., to file such petition with the District Court in and for Eagle County, Colorado, and to prepare all other documentation and undertake all actions necessary for the dissolution of the District pursuant to Colorado law, including but not limited to, requesting the County's consent to the dissolution of the District, pursuant to § 32-1-704(3)(b), C.R.S. 3. The District's accountant is hereby directed to prepare a current financial statement of the District and a plan for final disposition of assets of the District and for payment of the financial obligations of the District, and to assist the District's general counsel in the preparation of all other documentation and undertake all actions necessary for the dissolution of the District pursuant to Colorado law. 4. The President and/or any other officer of the Board shall have the power and authority to execute all documents necessary to effectuate the District's dissolution and any officer shall have the power and authority to attest to such execution. Such documents shall include, without limitation, a financial certificate demonstrating that the District has no financial obligations or outstanding bonds, and all documents necessary for the final disposition of the District's assets. 5. Upon dissolution, the District's Board of Directors shall immediately and permanently dissolve and none of the members thereof shall continue in office. [Remainder of page intentionally left blank.] 268.1900;Q6RSSS5ZAJDU-1711910839-3132 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E ADOPTED THIS 1 1TH DAY OF JULY, 2024. SMITH CREEK METROPOLITAN DISTRICT O cer istrict ATTEST: (46 )1-5(A0k-- APPROVED AS TO FORM: WHITE BEAR ANKELE TANAKA&WALDRON Attorneys at Law General Counsel to the District 268.1900;Q6RSSS5ZAJDU-1711910839-3132 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E EXHIBIT A District Boundaries W ; F- co a W Ly M 'co N P =O \ _ n w Lam-...— ao $�p• 4 E0 N I cn --..—.. S o g,gN2s p og=- W `\--`` T NY1 N4 • A 9 •NbY'1M p8��p� , _` _ ♦M II N M ' to A ho d P C N `�\ go' \3a g sn ggyNv MYj o b Up. �_ 6r j Ev N.-n � X b m. .I i4 S�,I 0 t• ' �mN,„i4b8 Q�mN . uy8t� iit `� 6 S tt}�Qpa ,L � .-8$Y ,ri P►O^N NPJ, W a•J pHm KJCFm ...,, ,r YC C pl••mV wN ��� **3 �N of11 N 'y U' 1 �_5 n rMiA. ti r_ _ 30t 0:1�,- r ago'°-min �i.uw 9f SC$ 09 79 5 S0'E 3 OL 8£.£BS • Z % / T 2� t W i :a:64- AN----..____ r . • W O MCC • • 1 CO �£L'Z904 M,9£.L4.88N '^ O ,B£'8Zf9 3,9£.14.885 $8 i I 7 v I . N 0C i W �_ I Q 0 is S p •lk .J� i7i Z� _ DOq � =Y .yJj~ 0� 5 g U ` �� N — m•om- Q—... —... a► ... EZ •_• `t�RED..:94d�'A • L \ 1 W s o``L( 1 x ' Q lit co = • •A \`AA, PROF S. ce O n, ( 1:?: N k Iwo/7V• w • t in LA Lj I (and 0r3H90e+/r) I Z z a HJ7no 7p73HJre y3LL07 0 --0- — — a WO ,10'009 — (and H33M'!a3nr3e) 4i Q ad win M0731i7re Odd) ,VI W F- 240 N I U I o wp W $ N 1+t M_LS,Z£.88N a p ` i , �. .H CZ Z CS s" �p �"� I E I A Woa_ �D� co 8 U� ;Lc I �dLL W JN mL m LI j W O _...—.. S88'JB'44 E —.. ... ....—_ .—...,....�_..._�...— } 1360.82' �ir 14 01 z Io U ,6£'LS£L 1 t�i) OZ'9lCZ �_/ w '---------�"- M,Z4,84.98N M LI,Lb.98N -"—__ $ I n Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E EXHIBIT B AAIY6\(\& MARCHETTI&WEAVER,LLC Certified Public Accountants&Administrators ACCOUNTANT'S CERTIFICATE July 11, 2024 Board of Directors Smith Creek Metropolitan District c/o Marchetti &Weaver, LLC 28 Second Street, Suite 213 Edwards, Colorado 81632 Re: Certificate of No Financial Obligations or Outstanding Bonds This report summarizes the results of the procedures we have performed related to certification of there being no financial obligations or outstanding bonds pursuant to C.R.S. 32-1- 702(3)(a) for Smith Creek Metropolitan District(the"District"),based on the following: 1. The District has been in in-active status since December 6, 2017 and as an inactive district no bonds were issued since that date nor have any financial obligations been incurred. 2. All of the bonds issued by Smith Creek Metropolitan District since its inception were fully repaid before the District entered inactive status on December 6, 2017 and all of the District's other financial obligations at that time had been fully paid. 3. The District returned to active status on July 11, 2024 and immediately upon returning to active status adopted a resolution to dissolve the District. 4. The landowner with the boundaries of the District has agreed to assume financial responsibility for payment or reimbursement of all professional fees related to dissolution of the District. Based on our review, all of the bonds issued by Smith Creek Metropolitan District have been fully repaid and there are no outstanding bonds or other financial obligations of Smith Creek Metropolitan District and I hereby certify that Smith Creek Metropolitan District has no financial obligations or outstanding bonds as of July 11, 2024, the date of adoption of the resolution of dissolution. Mountain Office Website&Email Front Range Office 28 Second Street, Suite 213 www.mwcpaa.com 245 Century Circle, Suite 103 Edwards, CO 81632 Admin@mwcpaa.com Louisville, CO 80027 (970)926-6060 (720)210-9136 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E MARCHETTI & WEAVER, LLC Smith Creek Metropolitan District July 11, 2024 Page 2 We were not engaged to, and did not conduct, an examination in accordance with generally accepted auditing standards in the United States of America, the objective of which would be the expression of an opinion on the financial statements of the District. Accordingly, we do not express such an opinion. We performed our engagement as a consulting service under the American Institute of Certified Public Accountants' Statement of Standards for Consulting Services, and in that regard employed accounting standards and procedures that were professionally adequate to draw the opinions expressed herein. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you, but nonetheless the scope of our services and procedures were again sufficient to support the foregoing determinations under accounting principles generally accepted in the United States of America. We are not independent with respect to Smith Creek Metropolitan District, but that lack of independence does not impair our professional capacity to properly reach the determinations expressed herein. MA CHETTI& WEAVER, LLC K nneth J. Marchetti, CPA Managing Member Mountain Office Website&Email Front Range Office 28 Second Street, Suite 213 www.mwcpaa.com 245 Century Circle, Suite 103 Edwards, CO 81632 Admin@mwcpaa.com Louisville, CO 80027 (970)926-6060 (720)210-9136 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E • EXHIBIT C _ _� +- "' <opit- . r WHITE BEAR ANKELE TANAKA & WALDRON ATTORNEYS AT LAW Trisha K. Harris 303-858-1800 Of Counsel tharris@wbapc.com October 7, 2024 Via Electronic Mail Board of County Commissioners Eagle County c/o Ms. Christina Hooper, Deputy County Attorney P.O. Box 850 Eagle, CO 81631 Christina.hooper@eaglecounty.us Re: Request for County Consent to the Dissolution of Smith Creek Metropolitan District Board of County Commissioners, Our firm serves as general counsel to Smith Creek Metropolitan District (the "District"), which is an existing Title 32 Metropolitan District located wholly within Eagle County, Colorado ("the County"). The District was organized pursuant to an order and decree of the Eagle County District Court on November 14, 1994, and operates pursuant to the Consolidated Service Plan for Smith Creek Metropolitan District and Bachelor Gulch Metropolitan District, as approved by the Board of County Commissioners, Eagle County, Colorado on September 12, 1994. Pursuant to Section 32-1-704(3)(b), C.R.S., the District Court Eagle County, Colorado shall enter an order dissolving the District pursuant to § 32-1-707 without an election if the District lies wholly within the County,if the District has no financial obligations or outstanding bonds,and if the Board of Directors of the District (the "Board") and the County consent to the dissolution. The District's boundaries are located wholly within Eagle County, Colorado, the District has no outstanding indebtedness, does not own any assets and is not obligated to maintain any public improvements. Further, in accordance with § 32-1-701(1), C.RS., on July 11, 2024, the Board adopted a resolution deeming it in the District's best interest to dissolve and consenting to the dissolution of the District. A copy of the resolution is enclosed herein. This letter serves as the District's formal request for the consent of the County to the District's dissolution pursuant to §32-1-704(3)(b), C.R.S. Enclosed with this letter is a proposed resolution for adoption by the Eagle County Board of County Commissioners evidencing its consent to the dissolution of the District. In order to avoid unnecessary administrative costs, the District aims to dissolve as soon as possible. We respectfully request that the County consider the District's request by no later than October 22, 2024. 2154 E.Commons Ave., Ste. 2000 Centennial,CO 80122 I F 303.858.1801 I WhiteBearAnkele.com Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1 E Smith Creek Metropolitan District October 7, 2024 We look forward to working with you on this dissolution process. Please do not hesitate to contact me if you have any questions or need any additional information. Sincerely, WHITE BEAR ANKELE TANAKA&WALDRON Trisha K. Harris, Esq., Of Counsel Enclosures Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E RESOLUTION OF THE BOARD OF DIRECTORS OF THE SMITH CREEK METROPOLITAN DISTRICT Approving the Dissolution of the Smith Creek Metropolitan District WHEREAS, Smith Creek Metropolitan District (the "District") was duly and validly organized pursuant to an order and decree of the District Court of Eagle County, Colorado as a metropolitan district in accordance with all applicable law; and WHEREAS, the District's boundaries are located wholly within Eagle County, Colorado (the "County") and are more particularly described and set forth in Exhibit A, attached hereto and incorporated herein by this reference; and WHEREAS, the District operates pursuant to a consolidated service plan, as approved by the Board of County Commissioners of the County on September 12, 1994 (the "Service Plan") in which the District was authorized to provide certain public improvements for the Eagle County community (the "Project"); and WHEREAS, the Service Plan contemplates that after the bonds of the District have been paid, control over ownership and operation of services and facilities financed by Bachelor Gulch Metropolitan District("Bachelor Gulch MD") will be turned over to Bachelor Gulch MD; and WHEREAS, the Service Plan also contemplates the dissolution of the District at the time the District's debt has been paid and provision has been made for the operation the public improvements as contemplated in the Service Plan(the "Public Improvements"); and WHEREAS, the District has completed the construction of the Public Improvements for the Project and has no outstanding indebtedness; and WHEREAS, Bachelor Gulch MD has assumed ownership and maintenance obligations for all Public Improvements not otherwise conveyed to other public entities for purposes of ownership and maintenance; and WHEREAS, the District provides no services to properties within its boundaries and does not contemplate providing services within or without its boundaries in the future; and WHEREAS, because the District provides no facilities or services and has no outstanding obligations, there is no need for the District to continue in existence; and WHEREAS, the District's accountant has confirmed that the District has no financial obligations and will provide a certificate confirming this position for filing with the court; and WHEREAS, the costs associated with maintaining the District in compliance with Colorado law far exceed the benefits it provides and far exceed its revenue raising abilities to cover those costs; and 268.1900;JFNQDMF2P6PR-842709962-22 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E WHEREAS, pursuant to § 32-1-701(1), C.R.S., whenever the majority of all of the members of the board deem it to be in the best interests of the district that it be dissolved, the board may file a petition for dissolution with the court; and WHEREAS, § 32-1-704(3)(b), C.R.S., provides that an order dissolving a special district may be entered without an election if the special district lies wholly within the county, if the special district has no financial obligations or outstanding bonds, and if the special district board and the board of county commissioners consents to the dissolution; and WHEREAS, for the reasons set forth herein, the majority of all of the members of the Board deem it to be in the best interest of the District to dissolve. NOW, THEREFORE, it is hereby RESOLVED by the Board as follows: 1. Pursuant to and in accordance with § 32-1-701(1), C.R.S., a majority of all of the members of the Board deem it to be in the best interests of the District that the District be dissolved. 2. The District's general counsel, WHITE BEAR ANKELE TANAKA & WALDRON, is hereby directed to prepare a petition and plan for dissolution pursuant to § 32-1-702(1), C.R.S., to file such petition with the District Court in and for Eagle County, Colorado, and to prepare all other documentation and undertake all actions necessary for the dissolution of the District pursuant to Colorado law, including but not limited to, requesting the County's consent to the dissolution of the District, pursuant to § 32-1-704(3)(b), C.R.S. 3. The District's accountant is hereby directed to prepare a current financial statement of the District and a plan for final disposition of assets of the District and for payment of the financial obligations of the District, and to assist the District's general counsel in the preparation of all other documentation and undertake all actions necessary for the dissolution of the District pursuant to Colorado law. 4. The President and/or any other officer of the Board shall have the power and authority to execute all documents necessary to effectuate the District's dissolution and any officer shall have the power and authority to attest to such execution. Such documents shall include, without limitation, a financial certificate demonstrating that the District has no financial obligations or outstanding bonds, and all documents necessary for the final disposition of the District's assets. 5. Upon dissolution, the District's Board of Directors shall immediately and permanently dissolve and none of the members thereof shall continue in office. [Remainder of page intentionally left blank.) 268.1900;Q6RSSS5ZAJDU-1711910839-3132 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E ADOPTED THIS 11TH DAY OF JULY, 2024. SMITH CREEK METROPOLITAN DISTRICT O cer strict ATTEST: APPROVED AS TO FORM: WHITE BEAR ANKELE TANAKA&WALDRON Attorneys at Law General Counsel to the District 268.1900;Q6RSSS5ZAJDU-1711910839-3132 Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E EXHIBIT A District Boundaries Docusign Envelope ID:CAD2B200-3DEC-4DBD-B07D-322D4A599C1E W W a 1-- W n . h In w O i� b ... hio mn W I i. vt �`- `;- - \\ `� gov aN 8 no B<41H 3'%J 0,14 a 98 en,s'I 'v 1_-\ Nf':La Sv NWny1 Oki F.Y iffN.Y.I �� �p �� � Z*. - -`��CON�* � $a.-8 Nh NNg5 NNi5Y 2 FN R n N 6 +. p Zit W rc..+ F-03 z�orm� 8 ro°�Y z ' i C ���N CkV J1NfN* •I AtI, 0 ,301B in rciAl g le i /f ,r4c• SSOE i*9 N79 3Ot8£.£9S //- 20•'0s. .•6'£+limun - E % - i ' �• __ Q YY ~~ tU „:,1' 4 ilW ',04,,Y,47,gQ -�._,,\ - . Qilrci I e � 8 \ o� 0: U W a 'fk , ire Q� CO gyp 'RH (�£L2909 M„9£,L1.QBN '^ 0 I ,8£'8Z£9 I : 3,9£,[4.985 gr o : I V) 5w Lj � I C p IF= o 6 �.' 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