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November 2021 IDA Meeting MinutesPage 1 of 3 PITTSYLVANIA COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY WEDNESDAY, NOVEMBER 17, 2021; 6:00 P.M.; ELECTIONS AND TRAINING CENTER; 18 DEPOT STREET, CHATHAM, VA 24531 MEETING MINUTES I. CALL TO ORDER Faucette called Meeting to Order at 6:02 PM. II. ROLL CALL IDA Members present: Faucette, Daniel, Haymore, Reynolds, Nuckols, Merricks, and Minter. County Staff present: Hunt, Rowe, Saunders, Van Der Hyde. III. REVISIONS TO AGENDA Rowe requested to add a New Business item (VI Resolution of the Industrial Development Authority of Pittsylvania County, Virginia, authorizing the amendment of certain documents in connection with the partial prepayments of its $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax-Exempt). There was no objection from other IDA Members present. IV. APPROVAL OF AGENDA On a motion by Nuckols, second by Daniel, the revised Agenda was unanimously approved by IDA Members present. V. APPROVAL OF CONSENT AGENDA A. October Meeting Minutes Approval B. Financials Approval On a motion by Daniel, second by Nuckols, the Consent Agenda was unanimously approved by IDA Members present. VI. NEW BUSINESS A. Resolution of the IDA of Pittsylvania County, Virginia Van Der Hyde presented the resolution to the IDA Members. The resolution presented authorized the amendment of certain documents in connection with the partial prepayments of its $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax-Exempt). The Lease Revenue Bond, Series 2018A, was issued to finance various capital improvements projects for the County. On November 17, 2021, the County issued its $3,430,000 Taxable Solid Waste System Revenue and Refunding Bond, Series 2021A (Landfill Projects), and $3,885,000 Taxable Solid Waste System Revenue and Refunding Bond, Series 2021B (Convenience Center Project), and used a Page 2 of 3 portion of the proceeds thereof to prepay a portion of the outstanding principal installments of the 2018A Bond. The County administration has requested that the Industrial Development Authority of Pittsylvania County, Virginia authorize such changes to the 2018A Bond and related financing documents as may be necessary to provide for the unrefunded portion of the 2018A Bond. On a motion by Haymore, second by Merricks, the Resolution of certain documents in connection with the partial prepayments of its lease revenue bond, Series 2018A, was unanimously approved by IDA Members present. VII. ECONOMIC DEVELOPMENT UPDATE Rowe reminded IDA Members that Reynolds & Clark has been selected and a contract is forthcoming for the Preliminary Engineering Report for Water and Sewer Service for the Olde Dominion Agriculture Complex (ODAC). In addition, Reynolds & Clark is awaiting the $1,000 contribution from ODAC to move forward. A request for the $1,000 has been sent to ODAC; Rowe also reminded the IDA Members of their contribution in the amount of $12,400 for the Preliminary Engineering Report. Rowe provided the IDA Members with a copy of the Press Release for Project Yo-Yo, the Press Release is also published on the County’s website. The Press Release stated that Pittsylvania County IDA Enters Option Agreement with Energy Company; $150 Million Capital Investment Expected. VIII. MATTERS FROM IDA MEMBERS There were none. IX. CLOSED SESSION [During the closed session, all matters discussed shall involve receiving advice from legal counsel, and as such all communications during the closed session shall be considered attorney- client privileged.] At 6:16 p.m., Haymore motioned that the meeting of the IDA be recessed in a closed meeting for the following purposes: A. As permitted by Section 2.2-3711(A)(5) of the Code of Virginia, 1950, as amended (“Virginia Code”), for discussion concerning one or more prospective businesses where no previous announcement has been made of that business’s interest in locating its facilities in one or more of the Authority’s projects located in Pittsylvania County, Virginia; B. As permitted by Virginia Code § 2.2-3711(A)(39) for discussion or consideration of records excluded under Virginia Code § 2.2-3705.6(3) (including without limitation (i) those certain confidential proprietary records voluntarily provided by private business pursuant to a promise of confidentiality from the Authority, and used by the Authority for business and trade development and (ii) those certain memoranda, working papers, or other information related to businesses that are considering locating or expanding in Virginia, prepared by the Authority, where competition Page 3 of 3 or bargaining is involved and where disclosure of such information would adversely affect the financial interest of the Authority); such information being excluded from mandatory disclosure under Virginia Code§ 2.2-3705.1(12) and Virginia Code § 2.2-3705.1(8) (appraisals and cost estimates of real property in one or more of the Authority's projects subject to a proposed purchase, sale, or lease, prior to the completion of such purchase, sale, or lease); and C. As permitted by Virginia Code §§ 2.2-3711(A)(3) for discussion or consideration of the acquisition and/or the disposition of publicly held real property commonly known as the Brosville Industrial Park, in Brosville, Virginia, and Ringgold East Industrial Park, in Ringgold, Virginia, where discussion in an open meeting would adversely affect the bargaining position or negotiating strategy of the Authority. A second was made by Minter and unanimously approved by IDA Members present. RETURN TO OPEN SESSION C. Confirmation of Motion and Vote to Reconvene in Open Meeting On a motion by Daniel, second by Minter, and by unanimous vote at 6:45 p.m., the IDA returned to open meeting. D. Motion to Certify Closed Meeting On a motion by Daniel, second by Minter, the IDA unanimously approved adoption of the following resolution: WHEREAS, the Authority convened in Closed Meeting on this date pursuant to an affirmative recorded vote and in accordance with the provisions of the Freedom of Information Act; and WHEREAS, Section 2.2-3711 of the Code of Virginia, 1950, as amended, requires a Certification by the Authority that such Closed Meeting was conducted in conformity with Virginia Law; NOW, THEREFORE, BE IT RESOLVED that the Authority hereby certifies that, to the best of each Member’s knowledge, (i) only public business matters lawfully exempted by the open meeting requirements of Virginia Law were discussed in the Closed Meeting to which this Certification Resolution applies, and (ii) only such public business matters as were identified in the motion convening the Closed Meeting were heard, discussed, or considered by the Authority. X. ADJOURNMENT On a motion by Haymore, second by Daniel, Faucette adjourned the Meeting at 6:46 PM.