MINUTES OF THE REGULAR MEETING OF THE BOARD OF DIRECTORS

OF THE

ARABIAN ACRES METROPOLITAN DISTRICT

Held: Friday, April 9th, 2004 at 7:00 p.m. at 400 W. Midland Avenue, Suite 250, Woodland Park, Colorado.

Attendance	The regular meeting of the Board of Directors of the Arabian Acres Metropolitan District was called and held in accordance with the statutes of the State of Colorado. The following Directors were in attendance: Kenneth R. Rupp Dennis Yoder Gene L. Billings David J. Biondo Also present were Joan Fritsche, Seter & Vander Wall, P.C.; Dave Stanford, Debbie Stanford and Beth Elzas with AquaTest, Inc. Alan Jordan was absent as he was out of town and excused.
Call to Order	Director Rupp noted that a quorum was present and called the regular meeting of the Board of Directors of the Arabian Acres Metropolitan District to order.
Disclosure Matters	Ms. Fritsche asked the Board to confirm that no changes have occurred to any of the Directors’ interests that warrant amending the written disclosures on file with the Secretary of State’s Office with regard to any potential conflicts of interest. Pursuant to Colorado law, certain disclosures may be required prior to taking official action at the meeting. The Board reviewed the agenda for the meeting, following which each Board member disclosed their conflicts of interest, stating the fact and summary nature of any matters, as required under Colorado law, to permit official action to be taken at the meeting.
Public Comment	No members of the public were present.
Approval of Minutes	The minutes of the regular meeting of the Board of Directors held March 12th, 2004 were read, and upon motion duly made, seconded and unanimously carried, were approved as revised.
Financial Matters	ColoTrust Account. Discussion ensued on the preferred account for the District to invest funds in, either the prime account or plus account. Director Biondo read aloud the differences between the two types of accounts; discussion continued and upon motion duly made, seconded and unanimously carried, the Board directed the District Manager to initiate the ‘prime’ ColoTrust account and transfer $25,000.00 to this account from the District’s Park State Bank checking account. Authorized signatories for this account are Director Jordan, Director Yoder, Director Billings and Director Biondo. Director Jordan’s signature card is to be obtained at the District Manager’s office upon Director Jordan’s return. Yearly Audit Bids. The accounting firms of Mason Russell West, LLC, Jasper & Hall, PC and Osborne, Parsons & Rosacker, LLP submitted bids for the yearly audit of the District. After discussion by the Board, a motion was made to accept the bid from Mason Russell West, LLC at a cost of $3,125.00 for the year ending December 31, 2003. Upon motion duly made, seconded and unanimously carried, the Board directed the District Manager to accept the bid from Mason Russell West, LLC and initiate the yearly audit procedure. Workman’s Compensation Insurance. Two bids were presented by the firms Pinnacol Assurance and by Colorado Special Districts Property and Liability Pool, c/o Marsh USA Inc. for the workman’s compensation insurance for the 5 person Board of Directors. A motion was made for the Board to accept the bid from the Colorado Special Districts Property and Liability Pool, c/o Marsh USA Inc. at $108.54 for the remainder of this year. The bid for the entire year was $161.70. Upon motion duly made, seconded and unanimously carried, the Board directed the District Manager to draft a check from the District and pay the premium for the policy to take effect. 1099 Forms For Directors. Ms. Elzas asked the board to provide social security numbers for the 1099 end of year tax forms. Income Statement Revisions. Director Yoder asked Ms. Elzas to add footnote of the 2003 carried over expenditure to the bottom of the Income Statement. The Board asked Ms. Elzas to re-name the ‘Bond Abate’ item on the Income Statement to ‘Property Tax Abatement.’ Inventory Value. Director Billings asked if the inventory (parts) of the District should be listed separately on the Balance Sheet. Director Rupp explained that the inventory is in the Purchase Agreement and listed as a whole on the Balance Sheet. Many of the parts are for the older part of the system and new parts are purchased as needed. Upon motion duly made, seconded and unanimously carried, the Board approved the payment of claims for the District.
Agreement for Management Services	Ms. Fritsche submitted a copy of the latest Agreement for Management Services revisions from her office to Mr. Stanford and Director Rupp. The issue was tabled and the Board directed that Mr. Stanford and Director Rupp should work through the changes together during the next month in an attempt to arrive at wording satisfactory to all parties so as to be able to have a final draft ready for signing at the May Board meeting.
Manager’s Report	Well No. 8. Mr. Stanford reported that well #8 is back online. He also advised the Board that when the area around the wellhead has dried sufficiently, the concrete apron would be re-poured as per State requirement. Trout Haven Resort Main. Mr. Kuyper will be providing the District written documentation of the Trout Haven Resort main cost and the size of the main to the AquaTest Inc. office. ‘Tioga Trail’ Project. Mr. Stanford estimates the hours for onsite project management for the Tioga Trail project at 40 to 50 hours. Upon motion duly made, seconded and unanimously carried the Board directed the District Manager to proceed. The Tioga Trail main extension will begin April 15, 2004. The materials will be delivered on April 14, 2004. The Contracts between the parties have been signed and the District has initiated the Notice to Proceed to the District Manager and the project Sub Contractor. Well No. 3. The re-drill permit for well # 3 has been applied for. The application had to be re-submitted as of a problem in the original application. The cost for the permit was also found to be less than the $480.00 check originally drafted for this purpose. A new check has been drafted to cover the actual permitting cost.
Attorney’s Report	Accuracy of District Documents. Ms. Fritsche noted the importance of the accuracy of all District documents. The District documents should be precise, uniform and clear. A lot of times the District documents are the image of the District to parties that the District may be engaging for various reasons such as, loans, bonds, or general public scrutiny. These parties can and will look over past District documentation to arrive at a sense of the District’s past and present financial health. Poorly kept or poorly written District documents project an undesirable image of the District. It is the fiduciary duty of the District to always generate and maintain accurate documents. Water Court Decree Amendment. Ongoing. Tabled until May meeting. District Rules & Regulations Amendment. Ongoing. Tabled until May meeting.
Other Business	Capital Improvement Plan. Director Rupp presented the Capital Improvement Plan. The CIP is predominately a guide to assure the District and the District residents that the Board is planning and looking toward the future. Upon motion duly made, seconded and unanimously carried, the Board adopted the CIP as written. Professional Services Policy. The Board dismissed the Professional Services Policy. Written Agreement / Seter & Vander Wall – Outstanding Services Billing. A letter addressing the outstanding 2003 amounts due and the current 2004 amounts due to Seter and Vander Wall was submitted by Seter and Vander Wall in concern with the past due amount and payment agreement by the District. It was discussed by the Board that the 2003 and the 2004 amounts should be separated in all financials so as to represent the financial status of the District more accurately.
Adjournment	There being no further business to come before the Board, and upon motion duly made, seconded and unanimously carried, the meeting was adjourned at 9:45 p.m.

Secretary for the Meeting