Mt Vernon Building Corporation

1. Call to Order
Mr. Clyde Hall

Minutes

Mr. Hall called the meeting to order at 5:30pm.


2. Adoption of Agenda
Mr. Clyde Hall

Minutes

Mr Elkins commented there was one change made to the agenda to allow discussion of a board member.  

Mr. Thomas motioned to approve the agenda with the changes.  Mr. Gaston seconded the motion.  Motion carried 4-0.


3. Action Items
Mr. Robert Rund, Attorney

3.1 Waiver of Notice of Meeting of Directors, MVSBC of Hancock County
Mr. Greg Elkins

Notice is hereby given that the Board of Directors of the Mt. Vernon School Building Corporation of Hancock County (the "Building Corporation") shall convene on Monday, March 27, 2023 at 5:30 p.m. at Mt. Vernon Administrative Service Center 1806 West State Road 234, Fortville, Indiana for the purpose of considering the form of the proposed Fourth Amendment to Lease to be entered into between the Building Corporation and Mt. Vernon Community School Corporation, including the plans and specifications referred to therein, and made a part thereof, and for any other business which may properly come before this meeting.

 

Mt. Vernon School Building Corporation of Hancock County

Minutes

Notice is hereby given that the Board of Directors of the Mt. Vernon School Building Corporation of Hancock County (the "Building Corporation") shall convene on Monday, March 27, 2023 at 5:30 p.m. at Mt. Vernon Administrative Service Center 1806 West State Road 234, Fortville, Indiana for the purpose of considering the form of the proposed Fourth Amendment to Lease to be entered into between the Building Corporation and Mt. Vernon Community School Corporation, including the plans and specifications referred to therein, and made a part thereof, and for any other business which may properly come before this meeting. Mt. Vernon School Building Corporation of Hancock County

Mrs. Blackburn motioned to approve.   Mr. Gastion seconded the motion carried 4-0.


3.2 RESOLUTION 2023-001 APPROVING FORM OF FOURTH AMENDMENT TO LEASE
Mr. Greg Elkins

Minutes

Mr Elkins presented the Resolution 2023-001.   

A meeting of the Board of Directors (the "Board" or "Directors") of Mt. Vernon School Building Corporation of Hancock County (the "Building Corporation") was held at Mt. Vernon Administrative Service Center 1806 West State Road 234, Fortville, Indiana, on March 27, 2023, at the hour of 5:30 p.m. (Local Time), pursuant to call and waiver of notice, duly signed by the Directors, which appears in the minute book immediately preceding the minutes of this meeting.

The Directors were present or absent as stated:

Present: Clyde Hall, Darrell Thomas, Sherry Blackburn, Forrest Gaston, 

Absent: Larry Heller

A majority of the Directors being present, the President presided and the Secretary kept the minutes of the meeting.

The minutes of the last meeting of the Board were read and approved.

The President stated that the purpose of this meeting was to consider a proposed Fourth Amendment to Lease (the "Fourth Amendment") between the Building Corporation and Mt. Vernon Community School Corporation (the "School Corporation"), including the plans and specifications referred to therein and made a part thereof.  The President presented the plans and specifications, and a form of the Fourth Amendment, and stated that the Fourth Amendment to a Lease Agreement which has a term extending to December 31, 2061, provides for an increase in the annual rental payment in an amount not to exceed $2,000,000, plus additional rental for taxes and assessments.  It was also stated that the Fourth Amendment granted an option to the School Corporation to purchase the property leased thereunder on certain conditions after the lapse of a specified period of time.  It was stated that before the School Corporation can enter into the Fourth Amendment, the School Corporation must hold a public hearing on the Fourth Amendment, and that under the controlling statutes, the expense of publications of the notice of the Fourth Amendment hearing must be assumed by this Building Corporation.  The Fourth Amendment was examined by all Directors and its terms and provisions discussed.

On motion duly made, seconded and carried, the following resolution was adopted:

WHEREAS, a Fourth Amendment to Lease (the "Fourth Amendment") between the Mt. Vernon School Building Corporation of Hancock County (the "Building Corporation"), as lessor, and the Mt. Vernon Community School Corporation (the "School Corporation"), as lessee, and plans and specifications for a portion of the Mt. Vernon High School building to be leased thereunder were presented to this meeting; and

WHEREAS, the Board of Directors (the "Board" or "Directors") of the Building Corporation have reviewed the Fourth Amendment and the plans and specifications; now, therefore,

BE IT RESOLVED that the plans and specifications have been marked to indicate the work which is covered by the Fourth Amendment; and that the plans and specifications as so marked are hereby approved.

BE IT FURTHER RESOLVED that the proposed Fourth Amendment between the Building Corporation and the School Corporation, submitted to this meeting, be and the same hereby is approved.

BE IT FURTHER RESOLVED that the Secretary, Assistant Secretary or Vice President of the Building Corporation is authorized and directed to initial and date a copy of the proposed Fourth Amendment submitted this day to the Board and to place the same in the minute book immediately following the minutes of this meeting, and the Fourth Amendment is made a part of this resolution as fully as if the same were set forth herein.

BE IT FURTHER RESOLVED that upon the approval of the Fourth Amendment by the School Corporation, the Fourth Amendment shall be executed by the President or Vice President and attested by the Secretary or Treasurer of the Building Corporation.

BE IT FURTHER RESOLVED that the Treasurer is authorized to pay out of the funds of the Building Corporation the cost of publication of the notices of hearing on and execution of the aforesaid Fourth Amendment for the School Corporation.

Mr. Thomas asked for what was new on the lease from what had been presented in the past?  Mr. Rund defined the updates. Mr. Gaston asked why this is necessary now to issue? Mr. Elkins explained that a heat pump has failed and it is now needed for repairs. This has been presented in the past but have waited until the need was necessary, with the faulty pump the high school can not wait any longer.  Mrs. Blackburn asked if the contractors that quoted the work prior if the cost were locked in to insure there was no increase in price.  Mr. Elkins explained the cost has been locked in and they do not expect any additional cost. 

Mr. Thomas motioned to approved Resolution 2023-01.  Mrs. Blackburn seconded and he motion carried 4-0.


4. Reports
Mr. Robert Rund, Attorney

4.1 Establish Next Meeting Time & Date
Mr. Greg Elkins

Building Corporation will meet April 17, 2023 to adopt resolution approving issuance of bonds, form of Supplemental Trust
Indenture, and deeming the Official Statement nearly final.

Minutes

The next meeting time was discussed to happen in April or May.   Once a meeting date is set a notice will be sent with more information. 


5. Discussion of Board Member Replacement
Mr. Greg Elkins

Minutes

Mr. Larry Heller has resigned from the board.   Discussion was made on the process for a new board member.   The Building Corporation Board can make a recommendation but the school board will need to approve. Board members will give Mr. Elkins ideas of who they think would be a good candidate and he will contact them to discuss the position with them.   New members will be discussed and approved at the next board meeting. 


6. Adjournment
Mr. Clyde Hall

Minutes

Mr Gaston made a motion to adjourn the meeting.  Mr. Thomas seconded the motion, motion carried 4-0. meeting was adjourned at 6:01pm