Filing # 62484350 E-Filed 10/06/2017 08:17:01 AM
STACY M. BUTTERFIELD Clerk of County Court Polk County Recorded By Court

IN THE CIRCUIT COURT OF THE TENTII JUDICIAL CIRCUIT OF FLORIDA IN AND FOR POLK COUNTY, FLORIDA CIVIL DMSION

POINCIANA COMMUNITY DEVELOPMENT DISTRICT
and POINCIANA WEST COMMUNITY DEVLOPMENT DISTRICT

PLAINTIFFS
V
THE STATE OF FLORIDA et al.

CASE NO. 2016-CA-004023 WOGE RANDALL McDONALD
Section4

DEFENDANTS

NOTICE OF APPEAL

NOTICE IS GIVEN that MARTIN KESSLER, Defendant/Appellant, Pro Se, appeals to the SUPREME COURT OF FLORIDA the order ofthis court rendered on August 31st, 2017, a final order reviewable under Florida Rules of Appellate Procedure 9.110. A confonned copy ofthe Final Judgment, titled as herein indicated, is attached as per rule
9.1 IO(d).

FINAL JUDGEMENT NOT VALIDATING AND NOT CONFIRMING BOND ISSUANCE HERIN DESCRIBED FOR FAILING TO PROPERLY APPORTION THE SPECIAL ASSESSMENT AMOUNG THE REAL PROPERTIES SPECIFICALLY BENEFFITED.

JURISDICTION

Jurisdiction under Florida Rules of Appellate Procedure Rule 9.030, (B)(i).

RECEIVED AND FILED SEP 28 2017
STACY M. BUTTERFIELD, CLERV

�tfuSe
759 Largo Pass
Poinciana, Florida 34759
863-547-4884
mdk4130@aol.com

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CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD
CLERK OF THE CIRCUIT COURT

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CERTIFICATE OF SERVICE

I HEREBY CERTIFY that a true and correct copy ofthe foregoing has been provided to: Victoria Avalon, Esq.vavalon@saolO.com, Michael Eckert, Esq. Michaele@hgslaw.com, Doug Smith, Esq. DougS@hgslaw.com, Michael Alao, Esq. MichaelA@hgs.com, kellerc@gtlaw.com, Lindsay Whelan, Esq. lindsayw@hgslaw.com, Daniel J. Fleming, Esq. daniel.fleming@gray-robinson.com, J. Carter Anderson, Esq. canderson@bussross.com, Harold Holder, Esq. hholder@bussross.com on this 28th September, 2017

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SINTSACTRY M#. 2B0U1TT71E7R0FI9E1L0D COleRrk oBfKCo1u0n2t5y 2CouPrtGPo0lk9C83oun0ty9R/0ec1o/2rd0e1d7By0C4o:u018 PM

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IN THE CIRINCUITANDCOFOURRTPOOLKF TIIECOUNTYTENTH, FJLUDORICIDIALA  POINCIANA COMMUNITY DEVELOPMENT DISTRICT,
alocal unit ofspecial purpose government organized and
existing under the laws ofthe State ofFlorida, and POINCIANA  WEST  COMMUNITY DEVELOPMENT

CIRCUIT

anDIdSTRexiIsCTting, aunlodcaler thunie ltaowfsspecialofthe purposeState ofFgolovriernmenda,
Plaintiffs,

v.
THE STATE OF FLA., and THE TAXPAYERS, PROPERTY OWNERS and CITIZENS OF

t organized

Case No.: 2016-CA-004023

Section:04

AFFECTED BY THE ISSUANCE OF THE BONDS

TITLE, OR INTEREST OR PROPERTY TO BE

POINCIANA COMMUNITY DEVELOPMENT DISTRICT and POINCIANA WEST COMMUNITY DEVELOPMENT DISTRICT, including NON-RESIDENTS OWNING andPROOTHERSPERTY OHAR SVINUBJOECTORTCOLAIMINTAXATGIOANNYTHREIGREHI'INS,,
HEREIN DESCRIBED, OR TO BE AFFECTED IN ANY WAY THEREIN,
Defendants.

FINALJUDGMENT NOT VALIDATING AND

 	_,/
NOT CONFIRMING BOND ISSUANCE 8EBJIN DESCRIBED FOR FAILINGTO PROPERLY APPORTION THE SPECIAL
ASSESSMENT AMONGTHEREALPROPERTIES SPECIALLY BENEFITI'EP
THIS CAUSE is before the Court on Plaintiffs, POINCIANA COMMUN11Y DEVELOPMENT DISTRICT, a local unit ofspecial-purpose govermnent organized and
existing underthe laws ofthe State ofFlorida (hereafter "District Onej, and POINCIANA WEST COMMUNITY DEVELOPMENT DISTRICT, a local unit ofspecial-purpose
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STACY M. BUTTERFIELD

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government organized and existing under the laws ofthe State ofFlorida (hereafter "District Two"), Complaint Seeking Validation ofPOINCL4NA. COMMUNl'I'YDEVELOPMENT
DISTRICTSpecialAssessment Bondi In an Aggregate PrincipalA.mount Not to Exceed
$102,000,000.00, filed November 22, 2016. The Court, having reviewed the Com.plaint, pleadings, applicable statutm:y and case law, and havingbeard and considered the arguments of the Parties at an evidentiary hearing on July 14111 and 18111-21•a, 2017, following an Order to Show Cause, filed May 4, 2017, and otherwise being fully informed in the matter, finds as follows:
Faetoal FJn.dinp

Avatar Properties, Inc. (hereafter "Developer"), is the developer of the Solivita residential community, Poinciana, Po& County, Florida, for individuals fifty-five years and older. Solivita residents, via payment of membership fees and other expenses, have access to a wide range of community amenities (built betweenthe years 2001 and 2009); including golfcourses, dining facilities, pools, and fitness facilities (hereafter "Existing Amenities").
There are between 5,590 and 5,595 real properties, a mixture of owner-occupied residences and undeveloped lots still owned by the Developer (hereafter "Homeowners"). These Homeowners were subjectto bond issuance and associated special assessments at issue in the instant action.
Under the AMENDED AND RESTATED SOLIVITA CLUB PLAN (hereafter"Club Plan"), each Homeowner bas access to the Existing Amenities by paying monthly "Club Membership Fee[s]" (hereafter "Club Fee(s)'') in perpetuity (as a covenant running with the land) in accord with the "Club Membership Fee Schedule applicable to a particular Home	"
(hereafter "Club Fee Scheme"). Depending in which "phase" that one buys a real property in
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CLERK OF THE CIRCUIT COURT

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Solivita, that homeowner is obligated to pay a different monthly amount as his or her Club Fee
than that ofhis or her neighbors, a fee that ineteases one dollarper year for several years. For the
year 2016, different Homeowners who purehased their homes in different phases were obligated to pay $65.00, $74.00, $75.00, $84.00, or $85.00 permonth.1 See 1oint Bx. 48 (the Club Plan);
Dem.' Bx. 19 (a copy ofthe SOIJVITA DECLARATION).
District One and District Two were lawfully established local units ofspecial purpose
governments under Fla. Stal ch. 190 (2017), established November 1, 1999 and October 6, 2006 respectively. The Districts have thepower to levy ad valorem taxes and non-ad valorem special
assessments and exercise special powers related to recreation. See Joint Bxs. 5 (copy of Fla.
Admin. Code. r. 42AA-1.001 (adopted Nov. 1, 1999)), 7 (Final Iudgment, validating District One, filed March 13, 2000 undertrial case no. 2000-CA-000040), 9 (District One's Resolution
No. 2016-066), 12 (District One's Resolution No. 2000-19), 15 (District One's Resolution No. 2008-14), 17 (Ordinance No. 2006-052, enacted by the Board of County Commissioners, Polle
County, Fla.), 20 (Final Judgment, validating District Two, filed Feb. 21, 2007 under trial case no. 2007-CA-000154), 21 (Ordinance No. 2016-034, enacted by the Board of County Commissioners, Polle County, Fla.), 24 (District Two's Resolution No. 2007-18).

increued to$79.00permonthin2030 tberelfte:r, 2) $71.00 pennoa.thin2013 mcreased to $90.00in2032

10verall, the Club Fee Schame'1 different Club Fee cateaorioa Wlll'O as follows: 1) $62.00permonth in 2013

$82.00permonthin2013 increased to$102.00in2033 thereafterto $10S,.OO7)in$8203007pertbereaflermomh,In9)2$08113.00incrc:aaedpermonttoh$in103.00

thereafter, 3)$71.00permonthin2013 incrc:aaed to $92.00 In 2034 thl:Rafter, 4) $82.00permonthin2013 inmaledto$112.00in2043 thereafter, S) $72,00permonthin2013 increased to$91.00in2032 thereafter, 6)

increued

in2034 tberelfter, 8) $81.00permonthin

2013
2013 increuedto$111.00 in2043 tbcreafta', 10)

S82.00permonthin2013 increasedto$103.00in2034 thereafter,

11) $82.00permonthin2013 increued to $104.00 in203S theRafter, and 12) $82.00permonthin2013 increased to$108.00in2039 thereafter.
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SCTEARCTYIFIMC.ATBIUOTNTEORNFILEALSDT PAGE

Filed Polk County Clerk of Court

CLERK OF THE CIRCUIT COURT

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Each District is overseenby a five-member Board ofSupervisors (hereafter "Board(s)'') who, over time, transition from being appointed by the Developer tobeing electedby the Homeowners ofeach District. At the time the instant circumstances, Robert Zimbardi was the Chairman ofthe Board for District One, and Charles Case was the Cbainnan ofthe Board for District Two. Both Mr. Zimbardi and Mr. Case testified at this bond validation bearing. See Joint Composite Bxs. 16 (copies ofOath of Officeby board members of District One's Board), 25 (copies of Oath of Office by board members of District Two's Board).
In accord with Fla. Stat. ch. 75 (2017), the Districts came before this Court to validate bond issuance, not to exceed $102 million dollars, issued in one or more series , proceeds from the sale ofwhich to finance the purchase ofthe Existing Amenities and construction ofnew, additional Amenities (hereafter"Prospective Amenities''), tobe payed and secured by the Districts' levying special assessments against specially benefited homeowners.
First introduced at the November 18, 201S joint meeting ofthe Districts' Boards, in accord with chapter 190 and Fla. Stat. ch. 170 (2017), the Districts first approved and engaged in the complex, extended process to 1) purchase the Existing Amenities from the Developer and plan to construct the Prospective Amenities Wlder the Developer's direction, including a performance arts building and spa and health and fitness center; and 2) bond issuance and levy special assessments to finance the entire venture (hereafter "Negotiations"). The Homeowners (at maximum) were to pay their respective special assessment amounts over thirty years via installmeot payments. See Defs.' Ex. 128 (minutes ofthe Nov. 18, 201S joint meeting ofthe
Districts' Boanls); Joint Bxs. 27 (minutes ofthe Nov. 16, 2016joint meeting ofthe Districts'
Boards), 28 (District One's Resolution No. 2017-02 and attached MASTER TRUST

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INDENTURE), 33 (minutes ofthe Feb. 10, 2017 joint meeting ofthe Districts' Boards), 34 (District One's Resolution No. 2017-04), 35 (District Two's Resolution No. 2017-06), 36 (District One's Resolution No. 2017-0S), 37 (District Two's Resolution No. 2017--07).
Throughout Negotiations, it has been the Districts' Boards' intention that the Homeownerswilt not be specially assessed an amount that exceeds the amount oftheir respective individual fixed 2016 Club Feemultiplied by the thirty-year bond term. See Trial Tr. (excerpt portions of Charlie Case) 39:14-40:1, July 19, 2017 (Chairman Case testified. ''Q. Do you know why the fees vary?" A. I do not But I do know that when we started the-the process, we had guaranteed the residents that nobody would pay a dime more than they're paying today if this agreement should go forwant And, ifanything. they would pay less. Q. You're talking about the club membership fee component-A. l am. Q. -would not- A. For anybody. Q. -increase-­
A. Right."); see also Joint Ex. 12 at page 2 (The minutes ofthe July 28, 2016 joint meeting ofthe Districts' Boards reflect discussion ofthe Valuation Report and "[t]he fee per unit will be based on eva-yonc's 2016 club membership fees with the intent being to not exceed the current amount
ofsuch fees.'').

As a step in Negotiations, in the November 30, 2016 joint meeting ofthe Districts'
Boards, the Districts entered into an interlocal agreement in accord with Fla. Stat. sec. 163.01 (2017). See Joint Exs. 30 at page 5 (minutes ofNov. 30, 2016 joint meeting ofthe Districts' Boards), 31 (INTBRLOCAL AGREEMENT BETWEEN [the Districts] REGARDING MUTUAL COOPERATION FOR THE FINANCING, OPERATION AND MAINTENANCE OF CERTAIN AMENITIES TO BE ACQUIRED, RECONSTRUCTED, AND CONSTRUCTED).
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Consequently, the Districts and the Developer entered into an ASSET SALE AND
PURCHASE AGREEMENT (hereafter "Agreement''). Tho Agreement provided for a $73.7 million dollar pUIChaso price and that the ''Buyer shall pay the Purchase Price in cash at
Closing.••Sollor and Buyer further agree and acknowledgethat the Purcbaso Price and Bonds shall be reduced by the Equalization Amount" See Pis.' Ex. 15 (minutes ofthe Doc. 13, 2016
joint meeting ofthe Districts' Boards); Joint Ex. 52 at pages 8, 13, & 17 (The Agreement which further provided that the Club Plan and the SOLIVITA DECLARATION arc to be amended to
reflect a changein owner ofthe Amenities.), 53 through S6 (four amendments to the Agreement); Pis.' Ex. 3 (fifth amendment of the Agreement).
As a step in Negotiations, the Districts entered into an agreement with the Developer by which the Developer agreed to defraythe cost of the Districts' "due diligence" (i.e. hiring of
consultants and completion ofsupporting studies and reports). See Pis.' Ex. 9 at pages 2-3 (minutes ofthe April 20, 2016 joint meeting ofthe Districts' Boards); Defs.' Ex. 26 (BOND FINANCING TEAM FUNDING AGREEMENT BETWEEN [District One and the Developer]).
As a step in Negotiations, the Boards hired the consultant Environmental Financial Group to do the SOLIVITA RECREATIONAL AMENITY ASSET VALUATION STUDY and
SUPPLEMENTAL REPORT (hereafter "Valuation Report''). Having considered two other
bidding consultants, the Boards considered in Environmental Financial Group's favor "[t]he fact they arc independent and do not work with anyone h� makes it valid for us to take them
seriously." The Boards furthernoted that all three bidding consultants recommended an ''income business approach to do the valuation." See Pis.' Ex. 8 at 11-13 (minutes ofthe March30, 2016 joint meeting ofthe Districts' Boards); see also Trial Tr. (excerpt portions ofCharlie Case)
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29:18-29:21, July 19, 2017 (Chaimum Case testified. "Q. And the boards chose EFG [Environmental Financial Group] because theyconsidered EFG independent, correct? A. Yes''); Trial Tr. (excerpt portions of Robert Zimbardi) 1O:13-10:14, July 20, 2017 (Chairman Zimbardi testified. "A...[S]o we wanted an independent evaluation and so we went with EFG.'').
The Valuation Report provided that Environmental Financial Group was "instructed by the Boards to utili7.e income-rued vawron methods to capitalize net available 2016 Club Fee
Revenue into an acquisition value." The "maximum acquisition valuation" was determined to be
$73.7 million dollars, before accounting forthe Assessment Bqualization Payment (discussed below). The Valuation Report supported issuance of a maximum of$102 million dollars in bonds. considering all factors including an approximate costofS11.2 million dollars to construct the Prospective Amenities. The Valuation Report further concluded that "{t]he residents' willingness to pay a fixed capital fee each year over a thirty-year bond term defines the maximum affordable assess acquisition value. This is an income-based approach using the
leverage created by a fixedand dedicated revenuestream, thus creating a practical indicator of asset value."TheValuation Report found the value •�que to Solivita" and "not reflective of
what might be available...on the open market." See Joint Bxs. SO at pages 4-S (the Valuation Report), St at page 1 and page 1 ofthe section tided "Sources and Uses ofFunds" (a copy ofthe SUPPLEMENTAL REPORT). To reach the "maximum assetacquisition value," per the Valuation Report, calculation was based on "fixed"' 2016 Club Fee amounts, ranging between
$65.00 and $85.00, for 5,590 subject real properties, tabulated over the thirty year life ofthe subject bonds. See id. at pages 6, 17-18.

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The consultant, Fishkind & Associates, Inc., has beenthe Districts' assessment methodology consultant since the Districts' creation. Fishkind & Associates, Inc., did the MASTER ASSESSMENT METIIOOOLOGY [for Districts One and Two] RECREATION
FACILITIES ACQUISmON report (hereafter "Assessment Methodology Report"). See Joint Ex. 27 atpage 7 (minutes ofthe Nov. 16, 2016joint meeting ofthe Districts' Boards); Pls.' Bxs. 18 (FINANCIAL ADVISORY AGREEMENTbetween District One and Fisbkind & Associates, Inc.), 19 (FINANCIAL CONSULTING PROPOSAL by Fisbkind& Associates, Inc., to complete the Assessment Methodology Report); see also Joint Bxs. 45 & 46 (l'be Assessment Methodology Report was incorporated into District One's Resolution No. 2017-08 and District Two's Resolution No. 2017-10).
Worldng from the Valuation Report's conclusions, the Assessment Methodology Report listed the varied special benefits that the Homeowners will receive; including but not limited to residents' ownership and control ofthe Amenities, the Prospective Amenities, certain tax benefits, and elimination ofperpetual Club Fees. By addingtogether the $73.7 million dollar purebase price ofthe Existing Amenities and the $11.2 million dollar construction cost ofthe Prospective Amenities, totally approximately $84,885.543.00; treating each real property as a single dwelling. and dividing that amount by total subjectreal properties, each real property was found to have a ''beneflt per unit'' ofSlS,171.68. See Joint Ex. 45 at pages 6 & 8 ofthe
Assessment Methodology Report.

Without more, the "preadjusted allocation [per] unit" was $17,371.65 for all the Homeowners to be specially assessed. However, to execute the Districts' Boards' intent to retain the fixed 2016 amounts ofthe Club Fee Scheme when the special assessments are levied, the
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Assessment Methodology Report incorporated the "Assessment Equalization Payment" of
$3,935,533.00, defined as a "contribution ofinfrastructurereflected in a deduction from the purchase price." Applying the Assessment Equalization Payment against the "preadjustcd allocation (per] unit," Homeowners who paid different Club Fee amounts in 2016 were to be specially assessed at different rates as follows:

See Joint Ex. 4S at pages 4, 10 and page tided "Exhibit 'A' Assessment Roll" ofthe Assessment Methodology Report.

At some point in Negotiations, involved parties discussed two options to retain the Club Fee scheme while transitioning from a privately contracted scenario to that ofpublicly owned Amenities. Either the Developer will be paid approximately $4 million dollars more and, after actual payment, the Developer will voluntarily pay down some homeowners' actual special assessment amounts to reconstitute the Club Fee Scheme post-bond issuance. Alternatively, pre-

STACY M. BUTTERFIELD

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bond issuance, said purchase price willbe reduced byan approximate $4 million dollar
contribution/credit of� (i.e. the Assessment Equali7.ation Payment) allowing the Homeowners to be specially assessed at diffaren t rates to retain the Club Fee Scheme without
otherwise impacting assessment mathematics. See Defs.• Exs. 157-100 & 157-103 (email
communications between relevant parties discussing the two pro- and post-bonds issuance approaches). Ultimately the Districts' Bouds approved the second, pre-bond issuance approach,
because, by applying the Assessment Equalization Payment, homeowners and the Districts avoided additional costs and red tape.
At the March 15, 2017 joint meeting ofthe Districts' Boards, Resolution No. 2017-08
and Resolution No. 2017-10 were ratified, finalizing the assessment and levying ofsaid special assessments pending the outcome ofbond validation. See Joint Exs. 44 (Ihe minutes ofthe
March 15, 2017 joint meeting ofthe Districts' Boards, also reflecting the Districts' Boards' public affinnation ofthe special. benefits.), 45 (District One's Resolution No. 2017-08), 46 (District Two's Resolution No. 2017-10).
Lepl Conslderadona for Bond Validation
Bond val.idation must legally satisfy a three-prong tesl This Court's inquiry is "sharply
limited...only to determining ifa public body bas the authority to issue the subject bonds [first
prong] and ifthe purpose ofthe bonds is legal [second prong] and ensuring that the bond issue
complies with all legal requiranents [third prong]." Warner Cable Communications v. City of
Niceville, 520 So. 2d 245, 246 (Fla. 1988); see also Donovan v. Okaloosa County, 82 So. 3d 801 (Fla. 2012) (Where a public body bas "'not exercised its taxingpoweror pledged its credit, the
obligation must merely serve a public purpose..•(but ifhaving done so]••.the purpose ofthe
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obligation must serve a paramount purpose andanybenefits to aprivateparty must be incidental•.•'Whereonly a public purpose is required, however, 'it is immaterial ifthe primary beneficiary ofa project be a private party, ifinthe public interest, even though indirect, is present and sufficiently strong.'" Further, "[t]his Court applies the competent, substantial evidence standard ofreview to the trial court's findings offact and de novo review to the conclusions oflaw.''); Keys Citizen/or Responsible Government, Inc. v. Florida Keys Aqueduct Authority, 19S So. 2d 940, 944 (Fla. 2001) (Bond validation proceedings is not the vehicle through which the Court tul.es on "collateral iSS\ICS•••directly to the power to issue the securities and the validity ofthe proceedings related thereto.''); Miccosukee Tribe ofIntluzns ofFlorida v. South Florida WaterManagementDistrict, 48 So. 3d 811 (Fla. 2010) (The ultimate "economic feasibility ofa revenue project" is likewise beyond the scope ofbonds validation. Further, "'legislative declarations ofpublic purpose arc presumed valid and should be considered correct unless patently erroneous.'"); State. Y. Housing Finance Authority ofPolk County, 376 So. 2d 11 S8 (Fla. 1979).
Specifically, special assessments must additionally satisfy a two-prong test. The Court must find that "the property burdened by the assessment must derive a special benefit from the service provided by the assessment," the first prong, and "the assessment for the services must be properly ["fairly'' and "reasonably'1 apportioned among theproperties receivingthebenefit," the second prong. A public's body's legislative determinations ofboth prongs carry a "presumption of correctness" and are upheld by a trial court unless said determinations are found to be "arbitrary'' and "capricious." See City ofWinter Springs v. State, 776 So. 2d 25S, 257--61 (Fla.
2001) (Further, a "court may recognize valid alternativemethods ofapportionment'' but, unless
found to be arbitrary, "a court should not substitute itsjudgment for that ofthe local legislative
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body." Where"reasonablepeople may differ" or then, is a "mere disagreement ofexperts as to the choice ofmethodology'' or evenjust ..anunpopulardecision," the public body's legislative determinations must be upheld unless found to be arbitrary.); seealso Morr/3 v. City ofCape Coral, 163, So. 3d 1174 (Fla. 2015) (To derive a special benefit, ...the test is whether there is a "logicalrelationship"between the services provided and the benefit to real property."').
Defendptl' Annnneng
Defendants have challenged bonds validation principally on the grounds of lack ofpublic purpose, lack ofcompliance with Florida law, and special assessments are not properly apportioned amongthe specially benefitted Homeownen, in addition to lesser arguments.
Underpinning Defendants' main challenges are two arguments. First, Defendants argued that the Developer improperly controlled, coerced, and/or unduly influenced relevant individuals and entities involved in Negotiations to maximize the Developer's profits therefrom (hereafter
"Control Argument"). Second, Defendants argued that the income based methodology and reliance on the Club Fee Scheme was not proper.
PerDefendants' Control Argument, the Developer's interlocking relationships with entities and individuals, throughoutNegotiations, unduly influenced the Districts' Boards' ultimate approval of the Developer's approximate predetermined purchase price ofthe Existing Amenities to ma·dmize the Developer's profits therefrom. For example, Defendants argued that the Developer threatened to sell the Existing Amenities to an unidentified third party rather than retaining ownership or selling to the Districts. See Trial Tr. (excerpt portions ofRobert Zimbardi) 15:5-15:8, July 20, 2017 (Chairman Zimbardi testified. ''Threat is-is your

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terminology. It was another option that was available to them. And yes, we did consider, you know, the ramifications ofa third party owning facilities.''). Another example is the Developer's executive vicepresident ofdevelopment at the time, Tony Iorio, served on District Two's Board until his resignation was acc:cpted at the March 30, 2016joint meeting ofthe Districts' Boards. See Pis.• Bx. 8 at page 3 (acceptance ofTony Iorio's said resignation). In support ofDefendants' Control Argument, Defendants also entered into evidence email intercommunications between the individuals and entities involved in Negotiations2
Based on their Control Arpment, Defendants argued the bond issuance lacked public purpose because the private Developer and their intent to obtain maximum profits from the
purchase ofExisting Amenities was an impermissible primary private beneficiary and private
pmpose, overwhelming any de minims public purpose. See Orange County Industrial Development Authority v. State, 421 SO. 2d 174 (Fla. 1983) (Under the paramowt public purpose standard, the court invalidated a local public body's industrial development revenue bond issuance to expand a private local news facility because such was a paramOWlt private purpose.).
Defendants argued that Plaintiffs failed to determine the fair value ofthe Existing and Prospective Amenities in accord with Fla. Stat. sec. 190.016(1)(c) (2017) ("Tbe price or prices

1SeeDefs.' Ex. 14, 28-29, 31B, 34-40, 42, 45, 47-48, 57-58, 62, 65, 68-69, 70, 79, 81-85, 89-90,
97-100, 102, 106-107, 111, 122, 127, 153-5-153-7, 153-7, 153-1 1, 153-16, 153-19, 154-22, -
24-154-25, ---- 154-33, ---- ---- 154-44, 154-50. 155-53,
155-55, ---- 155-62, 1 55-64, 156-68, 156-70, 156-74, 	llllii-156-
87, 1S6-89, 157-98, 1S7-100, 1 S7-103, 158-1 11, 158-117, 158-119, 158-121, 158-123-1 58-125,
159-134-159-135, 1 S9-138, 162-150, 171-1, 172-173, 175-176, 179, 181, 183, 194, 205, 209,
21 1, 232-233, 247, 260-262, 270, 273, 278, 284, 305, 31 1-313, 326-327, 331-332, 336-1.
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for any bonds sold, exchanged, or delivered may be: (a) The money paid for the bonds; (b) The principal amount, plus accrued interest to the date ofredemption or exchange, or outstanding obligations exchanged for refundingbonds; and (c) In the case ofspecial assessment or revenue bonds, the amo\Ult of any indebtedness to contractors or other persons paid with such bonds, or
the fair value of any properties exchanged for the bonds, as determined by the �­ Defendants argued reliance on the income based approach, per the Valuation Report, to determine a $73.7 million dollar purchase price for Existing Amenities did not accoWlt for the
actual real property value of the Existing Amenities. Consequently, the Districts' Boards failed to comply with the legal requirement to determine the fair value ofthe Existing Amenities in
compliance with subsection 190.016(1Xc). In contrast, Defendants' expert, Michael McElveen, a state certified general real estate appraiser ofUrban Economics, Inc., testified that he appraised
the "market value" ofthe Existing Amenities at $19.25 million dollars as ofon or about April 11,
2017. Seealso Defs. Ex. 184 at page titled OPINION OF MARKET VALUE and pages 1-3 (Per the APPRAISAL OF SOLIVITA COMMON AREA FEATURES LOCATED WITHIN POINCIANA AND POINCIANA WEST, POLK COUNTY, FLORIDA, market value was
defined as "'[t]he most probable price, as ofa specific date, in cash,...for which the specific propaty rights should sell after reasonable exposure in a competitive market under all conditions requisite to a fair sale...' the market value estimate by the Cost Approach is performed in two steps. The first step is to estimate the market value of the fee simple interest of the land and the second step is to estimate the market value ofthe improvements.").
Condustog pfLaw
The Fint Prong of Bond Valldadon

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OR BK 10274 PG 0480

OR BK 10252 PG 0997

As to the first prong for bond validation, the Court finds that Plaintiffs demonstrated that both Districts One and Tworespectively bad the legal authority under chapter 190 to issue the bonds and levy special assessments for the financing thereof. Defendants did not contest this first prong ofbond validation.
The Second Prong ofBond Validation

As to the second prong forbond validation, the Court finds that Plaintiffs demonstrated a public purpose for bond issuanceto finance the purcbase and constructionofExisting and Prospective Amenities in accordance with Fla. Stat. sec. 190.012 (2017) whichprovides for the Districts' financing, establishing, and maintaining parks and facilities forrecreational, cultural, and educational purposes. See also Joint Bxs. 34 & 35 (District One's Resolution No. 2017-04 and District Two's Resolution No. 2017-06, both whichprovide "acquisition ofcertain amenity facilities for recreational, cultural and education purposes	" Both said resolutions attached an
earlier version of the Assessment Methodology Report that listed the subject special benefits.);
Trial Tr. (excerpt portions ofCharlie Case) 12:13-12:22, July 19, 2017 (Chairman Case testified. "Q.•.[W]bat were the primary benefits you saw that would be achieved by this transaction. A. Again, it was the-the ownership and control ofthe facilities, the addition of additional amenities to the point of$11.2 million. We thought there'd be increased property values and it would have better services to the residents.;. The Court finds no patendy em>neous declaration ofpublic purpose for the purchase and construction ofthe Existing and Prospective Amenities, that said public purpose is sufficiently present and strong, and, consequently, the Districts' Boards' legislative determination of public pwpose is presumed com,ct.

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Filed Polk County Clerk of Court	09/01/2017 02:33 PM

CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD
CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0481

OR BK 1 0252 PG 0998

Having found said public purpose sufficiently strong and present, the Court finds no harm that the private Developer is aprimarybeneficiaryby selling the Existing Amenities to the Districts for $73.7 million dollars. The publicpurpose for purchasing and constructins the Existing and Prospective Amenities is not overwhelmed by the Districts' Boards• acquiesceto the Developer's firm stanceon its targetedpurchaseprice. privately benefiting the Developer.
The Court does not find circumstances ofthe instant action a matter ofparamount public pmpose as the Districts have not pledged its creditor exercised its ad valorem taxing power.
The Court does not find that the Developer improperly controlled. unduly influenced. or coerced the Districts• Boards and other involved parties. such as the consultants. during Negotiations, to secure their predetermined purchase price to maximi7.e their profits. Beyond the expectant negotiated give-and-take and intimate cooperation and communication between individuals and entities involved in a complex real estate purchase and bonds issuance process; at best. it appears to the Courtthat the Developer mayhave engaged in tactics ofpersuasiononits behalftomaximize profits. However. the Court finds thisdoes not evidence improper control. widue influence. or coercion. See Trial Tr. (excerpt portions ofCharlie Case) 12:23-13:14, July
19, 2017 (Chairman Case testified. "Q. During the due diligence and negotiations periods. did AV[ the Developer) do anything that you would consider to be inappropriate? A. No. Q. Did it try to overpower your will and forcing you to accept this deal? A. No. Q. Did it use any influence that you would consider to be inappropriate? A No.••Q. Are you aware of any facts that would lead you to believe that AV conspired with the districts in this transaction? A Absolutely not''); Trial Tr. (excerpt portions ofRobert Zimbmdi) 11:11-11: 13, July 20. 2017 (Chairman Zimbardi testified. "Q. What is your teSpoDSC to the allegation that AV and Tony Iorio exerted undue
influence ontheboards? A I havenot experienced that.").
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CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD
CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0482

OR BK 10252 PG 0999

The Courtfound the following cases instructive regarding undue influence, duress, and threatening an otherwise legally pamisst1>le action. See Lutgert v. Lutgert. 338 So. 2d 1111 (Fla. 2d DCA 1976); Franklin v. Wallack, 516 So. 2d 1371 (Fla. 5th DCA 1991); Spillers v. Five Points Guaranty Bank, 335 So. 2d 851 (Fla. 1st DCA 1976).
The Third PropofBond Validation

As to the third prong ofbond validation, the Court finds that Plaintiffs complied with all legal requirements to issue the bonds and levy special assessments, including statutorily requisite notification and holding of public hearinp and passage ofresolutions under chapter 190, Fla.
Stat. sec. 163.01 (2017) (providing for interlocal agreements), and Fla. Stat. sec. 170.08 (2017) (public equalization hearing(s) as part ofthe processlevying special assessments).
First, having found insufficient evidence for Defendants ' Control Argument, any argument that the Districts' Boards' approval ofthe purchase and construction ofthe Existing and Prospective Amenities was not legal, being arbitrary and capricious, based on the Control Argument must likewise fail.
Second, the Court finds that the cm:umstances ofthe instant action do not fall under subsection 190.016(1)(c) which applies in situations where property is exchanged for the literal bonds; in such situations the legal concept of fair value, or (as argued by Defendants) the market value ofthe Existing Amenities, may become applicable. In the instant action, the Court finds that bonds are being issued for the purpose ofbeing sold to bond purchaser(s) for monetary funds which is then used to pay the Developer for purchase and construction of Existing and Prospective Amenities, in addition to associated costs. SeealsoJoint Ex. 52 at page 16 (In the

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CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD
CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0483

OR BK 1 0252 PG 1 000

Agreement, ''Buyershall havesold the bonds and received funds from such sales in amount{s] as are necessary to acquire the purchased assets.	").
Tbin1, the Courtfinds Defendants' objection ofPlaintiffs' using an income based valuation methodology, rather than an alternative valuation methodology suchas marketvalue based on cost approach. is not sufficient, in and ofitself: to invalidate bond issuance. This particular objection mils because, while alternative valuation methodologies may render a more favorable outcome to Defendants; the income based approach utilized by the Districts, via their consultants' expertise, was not arbitrary or capricious. For the Court, the dispute ofvaluation methodologies allowed for reasonable people's differing opinions thereon. Further, the Court finds said dispute merely a disagreement between Plaintiffs' expert, Scott Harder of Environmental Financial Group, who testified as to the use ofan income based valuation methodology in the instant circumstances. and Defendants' expert, Michael McElveen, who testified as to the use ofmarket value based on cost approach in the instant circumstances.
Consequc,ntly, the Court must defer to the presumed validity ofthe Districts' chosen income based valuation methodology.
Further, theCourt notes that a developer is entitled to seek payment for its income stream stemming from membership-type fees when negotiating a real propertypurchase by a local governingbody. See Palm Beach County 11. Cove Club Inves tors, LID, 734 So. 2d 379 (Fla.
1999) (Where the county purchased a mobile home lot within a mobile home community with
amenities, said community's owner was entitled to be paid for its loss of income from said lot's owner's obligation to pay recreational fees for use ofsaid amenities.).
Alto Lesser Argument■
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OR BK 10274 PG 0484

OR BK 1 0252 PG 1 001

Asto Defendants' lesserarguments, the Court first finds that ruling upon the legality of the underlying Club Plan or the Club Fee Scheme, as privately contracted between the Developer and Solivita homeowners, under Fla. Stat ch. 720 (2017) to be collateral to bond validation.
Consequently, the Court shall not rule on any argument based thereon within the context ofbond validation.3
The Courtfurther finds that that alicensed appraiserunder Fla. Stat. ch. 475 (2017) is not a legal requirement in the Districts' Boanls' choice ofconsultant and valuation methodology in the instant circumstances.
The Court rejects Defendants' lesser argument that the Districts failed to comply with Fla. Stat. sec. 190.021(2) (2017). The Court finds subsection 190.021(2) legally inapplicable in the instant action because the type of special assessments at issue in the instant action arc not "benefit special assessments," the subject ofsubsectiQn 190.021 (2).
The Court finds the lesser argmnent that the Districts failed to provide for competitive
bidding for contracted services under Fla. Stat. sec. 190.033(1) (2017 ) to be collateral to bonds validation. There is neither nx:ord evidence nor testimony_ that the Districts have entered into
such contracts that would be subject to competitive bidding under subsection 190.033(1) at this time.
The Ftnt Proag Jermally forSpedal Alses1mep.11

3Defendants badqued that Diatricta' Boudl' approval ofsaid $73.7 million dollar purdweprice ofExisting Amenities. via ID incomehued approach, baaedupon ID iUcpl Club Plan and ClubFee &:hemewu, itsel( arbitrary and capricious.
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Filed Polk County Clerk of Court	09/01/2017 02:33 PM

CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD
CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0485

OR BK 1 0252 PG 1002

As to the tint prong especially for special assessments, the Court finds that Plaintiffs demonstrated that the Homeowners burdened with the subject special assessments did receive special benefits via purchasing Existing Amenities and construction ofProspective Amenities. The Court finds a logical relationship between said acquisition and the special benefits therefrom. The Court finds no evidence that the Districts' determination ofwhat the special benefits are was arbitrary or capricious. Defendants did not contest this tint prong especially for special assessments.

SpedalAues,ments

DeSecond Prong l•P!S!eI'Y for
As to the second prong especially for special assessments, the Court does find that Plaintiffs failed to properly, fairly, and reasonably apportion the subject special assessments levied among the Homeowners specially benefiting from the purchase and construction ofthe Existing Amenities and Prospective Amenities. The Court finds Plaintiffs' apportiomnent ofthe subject special assessments was arl>itrary and capricious.
First, the Court distinguishes the use ofthe Assessment Equalization Payment pre-bond issuance and the Developer's post-bond issuance paydown ofsome Homeowners' actual special assessment amounts. Plaintiffs argued that the assessment methodology showed all real properties were prospectively to be equally assessed prior to applying the Assessment Equalization Payment. The Court does not find said "preadjusted allocation [per] unit'' of
$17,371.65, a meretemporarycomponent ofa complex mathematical calculation, satisfies the second prong offairly apportioned special assessments. The specially benefited Homeowners are to be actually assessed at different rates to effectuate the Districts' Boards' intent to retain the
Club Fee Scheme at fixed 2016 Club Fee amounts; it is this relationship the Court must evaluate.
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CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD
CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0486

OR BK 1 0252 PG 1 003

Local governingbodies are bound by Florida law to demonstrate apportionment of special assessments amongstspeciallybenefited real properties is not arbitrary and capriciousbut is proper, fair, and reasonable. Even where methodologies differ, Florida comts have approved scenarios where different specially benefited real properties have been specially assessed at different rates. However, the key to such court approval is that the local governingbody demonstrated that certain individual real properties received a higher valued or an addldonal type of special benefit for which there was a correlating higher cost and, consequendy, justified a staggered scheme of different amounts specially assessedto different real properties. See Donovan v. Okaloosa County, 82 So. 3d 801 (Fla. 2012) (In part, the county adopted two separate categories for special assessments, stonn damage reducti on andrecreation. The county determined that the storm damage reduction benefit was specially assessed against only beacbfront real properties because only beachfront properties were specially benefited therefrom. In contrast, all subject real properties were specially assessed their pro rata share for the expense of the recreation special bcnefiL Competent and substantial evidence supported the fairness and
reasonableness ofthe apportionment ofspecial assessments, based on reasonable and objective

factors.).

The Court finds that the Florida Supreme Court summarized this key consideration best in South TrailFire ControlDistrict v. State, 273 So. 2d 380 (Fla. 1973). ''The manner of the assessment is immaterial and may vary within the district, as long as the amount ofthe assessment for each tract is not in excess oftheproportional benefits as compared to other assessments on other ttacts." Id. at 384.

21

STACY M. BUTTERFIELD

Filed Polk County Clerk of Court	09/01/2017 02:33 PM	CERTIFICATION ON LAST PAGE CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0487

OR BK 10252 PG 1004

The Court further finds the footnoted, referenced Florida cases instrumental.'

4Morru 11. City ofCape Coral, 163 So. 3d 1 174 (Fla. 2015) (It wu notarbitraryto speciallyusea at difl'erent rates, a ''two-tier" approach, for all real propertiea, bolb developed and Ulldewloped, and fordevelopedreal properties for firefighting ael'Yices. All real property generally benefited fromfirefigbtina aervicca, but developedreal propatiea had ID addedbenefit ofprotection against structural damage.); City of'Wbtter Springs 11. State, 776 So. 2d 2SS (Fla. 2001) (The subject real properties to be aaaeuedwere amixture ofaiDgle family homes, mu1tifilmilybuildiDp, and a few COUUDercia1 propcrtiea. The city tintdeterminedthat theaveraae siqlo family home wu 2200 squan, feet. Usingthisbase value, ID Mequivalent reaidentialunitvalue ofl ," the city dmproportionedthe amountofthe special 11m1llllellt for each iDdividua1 property baaedonaqume footage. (Forexample, a 4400 square foot mnlti&rnily unit will be specially aaaeued twice the amount ofa 2200 squan, foot sioale family home.)); CUiuM Advocating Rupomlble Enlllronmental Sohllions, Inc, 11, Ctty ofMarco bla1ul, 9S9 So. 2d 203 (Fla. 2007) (Expansion ofa wastewater lreatrneDtand collection system only apecially benefitednew uaen. The city would not have 10 expanded ifnot for tho inflwt ofnew U1er1 ofthe existing wastewatertreatment and collection aystem. It wunotarbi1raryor inequitable to specially llllle88 only now uaen theirpro rata � ofthe total col1I ofsaid exp1D1ioD, distiDiui&hlq newmen from existing users.); Harruon 11. Wluon, 693 So. 2d94S (Fla. 1997) (Tho countysoughttoacldraa illcpl dumpina inunincolporatedareas ofthe coumy. Tho special a-senrnart for aolid waste disposalwas levied only apinstresidential propertiea inunincorporated areas ofthe countybutnot apiDat raidmlia1 propcrtiea within mumcipalitiea or commercial propertia in UDincorporated ueas. These latter categories ofpropertioapaidfor tlUI acrvice tbroup oa-sim tipping fees which wereequaltothe coat ofaolid wute disposal forthoseproperties. The amoum ofthe special usessment levied againstrmidentlalpropertiea in unincorporated propertiesreflected the actual coat ofthe aervic:e and wu equallydistributed amongst those apc,cial]y benefited. The court found the specialase::,mmawere not ubitmy.); Sarmota Cm,nty 11. Saro6ota Church, 667 So. 2d 180 (Fla. 1995) (The county apc,cial]y useased reaidential and COlDIDffl)W real propertiea at different rates and did not usea undeveloped realpropertiea at all for lla'Yicea huedon each realproperty'sprojected stonnwater discharp duoto each realproperty's"horizontal impervious area" andlanduse. Thia apportionment method wu not arbitrary and wu raaonably related to tho special benefit each real propertyrecoivecl via treatmentofpolluted stonnwatcr nmofE); City ofBoca Raton 11. State, S9S So. 2d 2S (Fla. 1992) (The city properly apportioned special uaessmenta amongst the apccially benefited real properties based OD the ad vaJoremrealproperty values, Over time, a real property thatbetterbenefitedfromthe special benefit sbould cxperiencc 1111 increuedpropertyvalue and, conaequently, pay a biaber special IIIIClrnent thana oeigbboringpropertythat, over time, did notbenefit u well, reau1ting in a lower property value.); Soulh TrailFire Conlrol Dillrlct, Saro6ota County11. State ofFla., 273 So. 2d 380 (Fla. 1973) (Special UIINIWIIDt ratcl were properly apportioned 11110111 clift'ermt ica1 propertycategories for firefigbti1lgservices.); Charlotte Colllll)' 11. Fiske, 3SO So. 2d 578 (Fla. 2dDCA 1977) ("1birdly, the entire costof
the aervic:es to theresidentialunits is equally distnbuted amoua such units. It ncceasarily follows, therefore, that sinco all residential unill bear equal proratasbarea ofthe coats for equal pro rata mares ofthe service, the
proportionate 'benefits' equal the apportioGedCOltl.'');Dulderlo Corp. 11. City ofBoyntonBeach, 39 So. 3d487 (Fla. 4th DCA 2010) (Special a1111easment rates were properly apportioned among clift'ermt real propertycatcgorios for firefightingaemcea.); Wonbnan Enterprise, Inc. 11. Hernando County, 190 So. 2d S98 (Fla. Sth DCA 2001) {Special meaem-nt tatea were properly apportioned among difl'erent real property cateaonea for firefi&htinl services.).

22

Filed Polk County Clerk of Court	09/01/2017 02:33 PM

CERTIFICATION ON LAST PAGE STACY M. BUTTERFIELD

CLERK OF THE CIRCUIT COURT

OR BK 10274 PG 0488

OR BK 1 0252 PG 1005

The Court finds notestimonyor record evidence ofbigher valued or additional special benefits which the Districts intended to retain (or add) ofwhich there was a correlating higher cost and, consequently, justified the Homeowners being specially assessed at different rates. For example, there was no testimony or record evidence showing that Homeowners who pay higher Club Fees have access to greater number of Amenities or access to Amenities at earlier or later time periods. The only basis for the Club Fee Scheme, the sole basis upon which the Districts' Boards approved to specially assess the Homeowners at different rates, is the Developer's original ••�Jectlve decision to implement the Club Fee Scheme. See Trial Tr. (excerpt portions ofCharlie Case) 40:20-41 :25, July 19, 2017 (Chairman Case testified. "Q. But did any ofthe consultants engaged by the districts explain to the boards the reason why the club memberships
were set at the rates that they were set? A. Not that I recall. Q. So that wasn't part ofthe boards' consideration? A. The key part ofthe consideration ofthe board was that they wouldn't go up. Q.
Okay, the basis for the fees was not a part ofthe consideration, correct? A. Not that I'm-I said the fees wouldn't go up, not the basis part...Q. So the board-the boards wanted to cap the amount offees. They dido't wantthe amount offees to go up. A. That's correct. Q. Butthe boardsdidnot consider what those fees were basedon. A. Wedid not, to my knowledge!'); Trial
Tr. (excerpt portions ofRobert Zimbardi) 27:13-27:25, July 20, 2017 (Chairman Zimbardi
testified. ''Q. Do you know how it was determined that different pt9pClties would pay different club fees? A. No. Q. Did anyone ever explain to youtheclub membership feesor-to you or to any ofthe boards ofsupervison? A. Notto me. Q, Thatwasn'tpart ofwhatthe board considered in entering this transaction as to the basis for the club fees, correct? A. I don't remember that coming up at any ofthe meetings.'').

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OR BK 10274 PG 0489

OR BK 1 0252 PG 1 006

Consequently, the Court finds no reasonable, fair, and proportional relationship between the final different special assessment amounts to be aetu.ally levied against the Homeowners and the special benefits attn'buted to the Homeowners. All specially benefited Homeowners have access to all· Existing Amenities and Prospective Amenities. In fact, the Asseument --­ Methodology Report noted that all subject real properties, both those owned by cunent owners and undeveloped lots, had an equal ''benefit per unit'' of$1 S,171.68. However, after accounting
for the Assessment Equalization Payment, the Homeowners are actually to  be specially assessed
at different rates solely to retain a subjective Club Fee Scheme.

To the extent that the Court referen ced or cited witnesses' trial testimony or trial exhibits entered into evidence, the Court finds such to be credt'ble. See Fla. Highway Patrol v. In Rs Forfeiture of$29,980.00, 802 So. 2d 1171 (Fla. 3d DCA 2001) (A trial court may find a witness' testimony credible or not as the trial court's function is to evaluate and weigh testimony and evidenceto arrive at its findings.).
ACCORDINGLY, based upon the above findings offact and conclusions oflaw, it is ORDERED AND ADJUDGED that Plaintiffs, POINCIANA COMMUNITY
DEVELOPMENT DISTRICT, a local unit ofspecial purpose government organized and existing under the laws ofthe State ofFlorida, and POINCIANA WEST COMMUNIJY DEVELOPMENT DISTRICT, a local unit ofspecial purpose government organized and existing under the laws ofthe State ofFlorida, Complaint Seeking Validation ofPOINCIANA COMMUNITY DEVELOPMENT DISTRICT SpecialAssessment Bonds in an Aggregate PrincipalAmount Not to Exceed $102,000, 000.00 is hereby DENIED because Plaintiffs failed to properly apportion the special assessment among the real properties specially benefitted. The
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OR BK 1 0274 PG 0490

OR BK 1 0252 PG 1 007

POINCIANA COMMUNITY DEVELOPMENT DISTRICT Special Assessment Bonds, ofthe District, to have been issued in one or more series in an aggregate principal amount not to exceed

$102,000,000.00, and the proo-:ediogs therefore, including the Bond Resolution(s) and the Trust Indenture, be, and the same hereby are, NOT validated and NOT confirmed and declared to
NOT be fully authorized by and in compliance with Jaw.
DONE AND ORDERED in Bartow, Polk County, Florida, on this	3/.ft day of

�«s G 2011.

RANDALL MCDONALD, Circuit Judge

Cq,ica Furnished To:
-Michelle Drab, BUSH ROSS, P.A., P.O. Box 3913, Tampa, FL 33601
-carter Anderson, BUSH ROSS, P.A., P.O. Box 3913, Tunpa, FL 33601
-Harold Holder, BUSH ROSS, P.A., P.O. Box3913, Tampa, PL 3360l
-Vic:toria J. AYllca, Allistant State Attomey, P.O. Box 9000-SA Bartow, FL33831-9000
-Martin Katler,pro ,a, 759 Lugo Pau, Poinci111111, Florida 34759
-Rob«t C. Oang, ORBBNBBRG TRAURIO, LLP, 333 S.E. 2nd Ave., Miami, FL 33131
-Douglas M. Smith, HOPPING ORBBN & SAMS, P.O. Box 6526, Tallehe,....,, 1"L 32314

STATE OF FLORIDA, COUNTY OF POLK

and correct copy of the document now of

This 1s to certify that the foregoing is a true

5

record in this office. w

s mJ-lland and

Official Seal on JO�	·_LJ.
STA	M. BUTT Fl	25

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